485BPOS 1 a_daa485b.htm PUTNAM DYNAMIC ASSET ALLOCATION FUNDS a_daa485b.htm
As filed with the Securities and Exchange Commission on
<R>     
 
June 27, 2012
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  Registration No. 33-51017 
  811-07121 

 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM N-1A
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  REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933  / X / 
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  Pre-Effective Amendment No.  / / 
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  Post-Effective Amendment No. 24  / X / 
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  Amendment No. 25  / X / 
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PUTNAM ASSET ALLOCATION FUNDS
(Exact name of Registrant as Specified in Charter)
 
One Post Office Square, Boston, Massachusetts 02109
(Address of Principal Executive Offices) (Zip Code)
 
Registrant's Telephone Number, including Area Code
(617) 292-1000
 
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It is proposed that this filing will become effective 
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/ X /  on June 29, 2012 pursuant to paragraph (b) 
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/ /  on (date) pursuant to paragraph (a)(1) 
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  -------------- 
  ROBERT T. BURNS, Vice President 
  PUTNAM ASSET ALLOCATION FUNDS 
  One Post Office Square 
  Boston, Massachusetts 02109 
  (Name and address of agent for service) 
  --------------- 
  Copy to: 
  JOHN W. GERSTMAYR, Esquire 
  ROPES & GRAY LLP 
  Prudential Tower 
  800 Boylston Street 
  Boston, Massachusetts 02199-3600 
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FUND SYMBOLS  CLASS A  CLASS B  CLASS C  CLASS M  CLASS R  CLASS Y 
Growth Fund  PAEAX  PAEBX  PAECX  PAGMX  PASRX  PAGYX 
Balanced Fund  PABAX  PABBX  AABCX  PABMX  PAARX  PABYX 
Conservative Fund  PACAX  PACBX  PACCX  PACMX  PACRX  PACYX 

 

Putnam
Dynamic Asset
Allocation Funds

Prospectus  Putnam Dynamic Asset Allocation Growth Fund* 
1 |30 |12 Putnam Dynamic Asset Allocation Balanced Fund** 
Putnam Dynamic Asset Allocation Conservative Fund*** 

* Prior to 11/30/11, the fund was known as Putnam Asset Allocation: Growth Portfolio
** Prior to 11/30/11, the fund was known as Putnam Asset Allocation: Balanced Portfolio
*** Prior to 11/30/11, the fund was known as Putnam Asset Allocation: Conservative Portfolio

Fund summaries  2 
What are each fund’s main investment strategies and related risks?  17 
Who oversees and manages the funds?  24 
How do the funds price their shares?  27 
How do I buy fund shares?  28 
How do I sell or exchange fund shares?  35 
Policy on excessive short-term trading  37 
Distribution plans and payments to dealers  40 
Fund distributions and taxes  42 
Financial highlights  44 

 

Investment Category: Asset  These securities have not been approved 
Allocation  or disapproved by the Securities and 
This prospectus explains what  Exchange Commission nor has the 
you should know about this  Commission passed upon the accuracy 
mutual fund before you invest.  or adequacy of this prospectus. Any 
Please read it carefully.  statement to the contrary is a crime. 

 



Fund summaries

Putnam Dynamic Asset Allocation Growth Fund

Goal

Putnam Dynamic Asset Allocation Growth Fund seeks capital appreciation.

Fees and expenses

The following table describes the fees and expenses you may pay if you buy and hold shares of the fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in Putnam funds. More information about these and other discounts is available from your financial advisor and in How do I buy fund shares? beginning on page 28 of the fund’s prospectus and in How to buy shares beginning on page II-1 of the fund’s statement of additional information (SAI).

Shareholder fees (fees paid directly from your investment)

    Maximum deferred sales charge 
  Maximum sales charge (load)  (load) (as a percentage of original 
  imposed on purchases (as a  purchase price or redemption 
Share class  percentage of offering price)  proceeds, whichever is lower) 
Class A  5.75%  1.00%* 

Class B 

NONE  5.00%** 
Class C  NONE  1.00%*** 
Class M  3.50%  0.65%* 
Class R  NONE  NONE 
Class Y  NONE  NONE 

 

Annual fund operating expenses
(expenses you pay each year as a percentage of the value of your investment)

    Distribution    Acquired fund  Total annual 
  Management  and service  Other  fees and  fund operating 
Share class  fees  (12b-1) fees  expenses  expenses  expenses 
 
Class A  0.60%  0.25%  0.28%  0.02%  1.15% 
Class B  0.60%  1.00%  0.28%  0.02%  1.90% 
Class C  0.60%  1.00%  0.28%  0.02%  1.90% 
Class M  0.60%  0.75%  0.28%  0.02%  1.65% 
Class R  0.60%  0.50%  0.28%  0.02%  1.40% 
Class Y  0.60%  N/A  0.28%  0.02%  0.90% 

 

* Applies only to certain redemptions of shares bought with no initial sales charge.

** This charge is phased out over six years.

*** This charge is eliminated after one year.

2   Prospectus 

 



Example

The following hypothetical example is intended to help you compare the cost of investing in the fund with the cost of investing in other funds. It assumes that you invest $10,000 in the fund for the time periods indicated and then, except as indicated, redeem all your shares at the end of those periods. It assumes a 5% return on your investment each year and that the fund’s operating expenses remain the same. Your actual costs may be higher or lower.

Share class  1 year  3 years  5 years  10 years 
Class A  $685  $919  $1,172  $1,892 
Class B  $693  $897  $1,226  $2,027 
Class B (no redemption)  $193  $597  $1,026  $2,027 
Class C  $293  $597  $1,026  $2,222 
Class C (no redemption)  $193  $597  $1,026  $2,222 
Class M  $512  $852  $1,216  $2,236 
Class R  $143  $443  $766  $1,680 
Class Y  $92  $287  $498  $1,108 


Portfolio turnover

The fund pays transaction-related costs when it buys and sells securities (or “turns over” its portfolio). A higher turnover rate may indicate higher transaction costs and may result in higher taxes when the fund’s shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or the above example, affect fund performance. The fund’s turnover rate in the most recent fiscal year was 98%.

Investments, risks, and performance

Investments

The fund is one of three Putnam Dynamic Asset Allocation Funds, each of which has a unique strategic, or typical, allocation between equity and fixed-income investments. Using qualitative analysis and quantitative techniques, we adjust portfolio allocations from time to time within a certain range for each fund to try to optimize a fund’s performance consistent with its goal. The strategic allocation and the range of allowable allocation for the fund are shown below.

Class  Strategic Allocation  Range 
 
Equity  80%  65–95% 
Fixed-Income  20%  5–35% 

 

Prospectus  3 

 



We invest mainly in equity securities (growth or value stocks or both) of U.S. and foreign companies of any size. We may consider, among other factors, a company’s valuation, financial strength, growth potential, competitive position in its industry, projected future earnings, cash flows and dividends when deciding whether to buy or sell equity investments. We also invest, to a lesser extent, in fixed-income investments, including U.S. and foreign government obligations, corporate obligations and securitized debt instruments (such as mortgage-backed investments). We may consider, among other factors, credit, interest rate and prepayment risks, as well as general market conditions, when deciding whether to buy or sell fixed-income investments. We may also select other investments that do not fall within these asset classes. We may also use to a significant extent derivatives, such as futures, options, certain foreign currency transactions, warrants and swap contracts, for both hedging and non-hedging purposes.

Risks

It is important to understand that you can lose money by investing in the fund.

Our allocation of assets among asset classes may hurt performance. The prices of stocks and bonds may fall or fail to rise over extended periods of time for a variety of reasons, including both general financial market conditions and factors related to a specific issuer or industry. These risks are generally greater for small and midsize companies. Growth stocks may be more susceptible to earnings disappointments, and value stocks may fail to rebound. Bond investments are subject to interest rate risk, which means the prices of the fund’s bond investments are likely to fall if interest rates rise. Bond investments also are subject to credit risk, which is the risk that the issuer of the bond may default on payment of interest or principal. Interest rate risk is generally greater for longer-term bonds, and credit risk is generally greater for below-investment-grade bonds (sometimes referred to as “junk bonds”), which may be considered speculative. Mortgage-backed investments carry the risk that they may increase in value less when interest rates decline and decline in value more when interest rates rise. We may have to invest the proceeds from prepaid investments, including mortgage- and asset-backed investments, in other investments with less attractive terms and yields. The value of international investments traded in foreign currencies may be adversely impacted by fluctuations in exchange rates. International investments may carry risks associated with potentially less stable economies or governments, such as the risk of seizure by a foreign government, the imposition of currency or other restrictions, or high levels of inflation

4   Prospectus 

 



or deflation. International investments, particularly emerging-market investments, can be illiquid. Our use of derivatives may increase these risks by increasing investment exposure (which may be considered leverage) or, in the case of many over-the-counter instruments, because of the potential inability to terminate or sell derivatives positions and the potential failure of the other party to the instrument to meet its obligations.


The fund may not achieve its goal, and it is not intended to be a complete investment program. An investment in the fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

Performance

The performance information below gives some indication of the risks associated with an investment in the fund by showing the fund’s performance year to year and over time. The bar chart does not reflect the impact of sales charges. If it did, performance would be lower. Please remember that past performance is not necessarily an indication of future results. Monthly performance figures for the fund are available at putnam.com.

 

Prospectus  5 

 



Average annual total returns after sales charges
(for periods ending 12/31/11)

Share class  1 year  5 years  10 years 
 
Class A before taxes  –9.75%  –1.90%  3.77% 
Class A after taxes on distributions  –9.79%  –2.63%  3.19% 
Class A after taxes on distributions and       
sale of fund shares  –6.28%  –1.94%  2.98% 
Class B before taxes  –9.77%  –1.81%  3.61% 
Class C before taxes  –5.91%  –1.47%  3.61% 
Class M before taxes  –8.11%  –1.94%  3.49% 
Class R before taxes  –4.55%  –1.04%  4.10% 
Class Y before taxes  –4.10%  –0.52%  4.62% 
Russell 3000 Index (no deduction for fees,       
expenses or taxes)  1.03%  –0.01%  3.51% 
Putnam Growth Blended Benchmark       
(no deduction for fees, expenses or taxes, other       
than withholding taxes on reinvested dividends       
in the case of the MSCI Indices)  –0.58%  1.13%  5.13% 

 

Putnam Growth Blended Benchmark is a benchmark administered by Putnam Management, 60% of which is the Russell 3000 Index, 15% of which is the MSCI EAFE Index (ND), 15% of which is the Barclays Capital U.S. Aggregate Bond Index, 5% of which is the JPMorgan Developed High Yield Index and 5% of which is the MSCI Emerging Markets Index (GD).

After-tax returns reflect the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are shown for class A shares only and will vary for other classes. These after-tax returns do not apply if you hold your fund shares through a 401(k) plan, an IRA, or another tax-advantaged arrangement.

Class B share performance does not reflect conversion to class A shares.

Your fund’s management

Investment advisor

Putnam Investment Management, LLC

Portfolio managers

Jeffrey Knight, Head of Global Asset Allocation, portfolio manager of the fund since 2002

James Fetch, Portfolio Manager, portfolio manager of the fund since 2008

Robert Kea, Portfolio Manager, portfolio manager of the fund since 2002

Joshua Kutin, Portfolio Manager, portfolio manager of the fund since 2011

Robert Schoen, Portfolio Manager, portfolio manager of the fund since 2002

Jason Vaillancourt, Portfolio Manager, portfolio manager of the fund since 2008

 Prospectus 

 



For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please turn to Important additional information about all funds beginning on page 17.

Putnam Dynamic Asset Allocation Balanced Fund

Goal

Putnam Dynamic Asset Allocation Balanced Fund seeks total return. Total return is composed of capital appreciation and income.

Fees and expenses

The following table describes the fees and expenses you may pay if you buy and hold shares of the fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in Putnam funds. More information about these and other discounts is available from your financial advisor and in How do I buy fund shares? beginning on page 28 of the fund’s prospectus and in How to buy shares beginning on page II-1 of the fund’s statement of additional information (SAI).

Shareholder fees (fees paid directly from your investment)

    Maximum deferred sales charge 
  Maximum sales charge (load)  (load) (as a percentage of original 
  imposed on purchases (as a  purchase price or redemption 
Share class  percentage of offering price)  proceeds, whichever is lower) 
Class A  5.75%  1.00%* 
Class B  NONE  5.00%** 
Class C  NONE  1.00%*** 
Class M  3.50%  0.65%* 
Class R  NONE  NONE 
Class Y  NONE  NONE 

 

Annual fund operating expenses

(expenses you pay each year as a percentage of the value of your investment)

    Distribution    Acquired fund  Total annual 
  Management  and service  Other  fees and  fund operating 
Share class  fees  (12b-1) fees  expenses  expenses  expenses 
 
Class A  0.53%  0.25%  0.28%  0.01%  1.07% 
Class B  0.53%  1.00%  0.28%  0.01%  1.82% 
Class C  0.53%  1.00%  0.28%  0.01%  1.82% 
Class M  0.53%  0.75%  0.28%  0.01%  1.57% 
Class R  0.53%  0.50%  0.28%  0.01%  1.32% 
Class Y  0.53%  N/A  0.28%  0.01%  0.82% 

 

* Applies only to certain redemptions of shares bought with no initial sales charge.


 ** This charge is phased out over six years.

*** This charge is eliminated after one year.

Prospectus  7 

 



Example

The following hypothetical example is intended to help you compare the cost of investing in the fund with the cost of investing in other funds. It assumes that you invest $10,000 in the fund for the time periods indicated and then, except as indicated, redeem all your shares at the end of those periods. It assumes a 5% return on your investment each year and that the fund’s operating expenses remain the same. Your actual costs may be higher or lower.

Share class  1 year  3 years  5 years  10 years 
Class A  $678  $896  $1,131  $1,806 
Class B  $685  $873  $1,185  $1,940 
Class B (no redemption)  $185  $573  $985  $1,940 
Class C  $285  $573  $985  $2,137 
Class C (no redemption)  $185  $573  $985  $2,137 
Class M  $504  $828  $1,175  $2,152 
Class R  $134  $418  $723  $1,590 
Class Y  $84  $262  $455  $1,014 


Portfolio turnover

 

The fund pays transaction-related costs when it buys and sells securities (or “turns over” its portfolio). A higher turnover rate may indicate higher transaction costs and may result in higher taxes when the fund’s shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or the above example, affect fund performance. The fund’s turnover rate in the most recent fiscal year was 158%.

Investments, risks, and performance

Investments

The fund is one of three Putnam Dynamic Asset Allocation Funds, each of which has a unique strategic, or typical, allocation between equity and fixed-income investments. Using qualitative analysis and quantitative techniques, we adjust portfolio allocations from time to time within a certain range for each fund to try to optimize a fund’s performance consistent with its goal. The strategic allocation and the range of allowable allocation for the fund are shown below.

Class  Strategic Allocation  Range 
Equity  60%  45–75% 
Fixed-Income  40%  25–55% 

 

8   Prospectus 

 



We invest mainly in equity securities (growth or value stocks or both) of U.S. and foreign companies of any size. We may consider, among other factors, a company’s valuation, financial strength, growth potential, competitive position in its industry, projected future earnings, cash flows and dividends when deciding whether to buy or sell equity investments. We also invest in fixed-income investments, including U.S. and foreign government obligations, corporate obligations and securitized debt instruments (such as mortgage-backed investments). We may consider, among other factors, credit, interest rate and prepayment risks, as well as general market conditions, when deciding whether to buy or sell fixed-income investments. We may also select other investments that do not fall within these asset classes. We may also use to a significant extent derivatives, such as futures, options, certain foreign currency transactions, warrants and swap contracts, for both hedging and non-hedging purposes.

Risks

It is important to understand that you can lose money by investing in the fund.

Our allocation of assets among asset classes may hurt performance. The prices of stocks and bonds may fall or fail to rise over extended periods of time for a variety of reasons, including both general financial market conditions and factors related to a specific issuer or industry. These risks are generally greater for small and midsize companies. Growth stocks may be more susceptible to earnings disappointments, and value stocks may fail to rebound. Bond investments are subject to interest rate risk, which means the prices of the fund’s bond investments are likely to fall if interest rates rise. Bond investments also are subject to credit risk, which is the risk that the issuer of the bond may default on payment of interest or principal. Interest rate risk is generally greater for longer-term bonds, and credit risk is generally greater for below-investment-grade bonds (sometimes referred to as “junk bonds”), which may be considered speculative. Mortgage-backed investments carry the risk that they may increase in value less when interest rates decline and decline in value more when interest rates rise. We may have to invest the proceeds from prepaid investments, including mortgage- and asset-backed investments, in other investments with less attractive terms and yields. The value of international investments traded in foreign currencies may be adversely impacted by fluctuations in exchange rates. International investments may carry risks associated with potentially less

Prospectus   9 

 



stable economies or governments, such as the risk of seizure by a foreign government, the imposition of currency or other restrictions, or high levels of inflation or deflation. International investments, particularly emerging-market investments, can be illiquid. Our use of derivatives may increase these risks by increasing investment exposure (which may be considered leverage) or, in the case of many over-the-counter instruments, because of the potential inability to terminate or sell derivatives positions and the potential failure of the other party to the instrument to meet its obligations.

The fund may not achieve its goal, and it is not intended to be a complete investment program. An investment in the fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

Performance

The performance information below gives some indication of the risks associated with an investment in the fund by showing the fund’s performance year to year and over time. The bar chart does not reflect the impact of sales charges. If it did, performance would be lower. Please remember that past performance is not necessarily an indication of future results. Monthly performance figures for the fund are available at putnam.com.


10   Prospectus 

 



Average annual total returns after sales charges
(for periods ending 12/31/11)

Share class  1 year  5 years  10 years 
 
Class A before taxes  –6.36%  –0.29%  3.24% 
Class A after taxes on distributions  –6.77%  –1.38%  2.40% 
Class A after taxes on distributions and       
sale of fund shares  –3.96%  –0.82%  2.35% 
Class B before taxes  –6.29%  –0.19%  3.09% 
Class C before taxes  –2.36%  0.13%  3.08% 
Class M before taxes  –4.62%  –0.33%  2.97% 
Class R before taxes  –0.88%  0.61%  3.56% 
Class Y before taxes  –0.36%  1.14%  4.12% 
Russell 3000 Index (no deduction for fees,       
expenses or taxes)  1.03%  –0.01%  3.51% 
Putnam Balanced Blended Benchmark       
(no deduction for fees, expenses or taxes, other       
than withholding taxes on reinvested dividends in       
the case of the MSCI Index)  2.58%  2.63%  5.09% 

 

Putnam Balanced Blended Benchmark is a benchmark administered by Putnam Management, 50% of which is the Russell 3000 Index, 35% of which is the Barclays Capital U.S. Aggregate Bond Index, 10% of which is the MSCI EAFE Index (ND) and 5% of which is the JPMorgan Developed High Yield Index.

After-tax returns reflect the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are shown for class A shares only and will vary for other classes. These after-tax returns do not apply if you hold your fund shares through a 401(k) plan, an IRA, or another tax-advantaged arrangement.

Class B share performance does not reflect conversion to class A shares.

Your fund’s management

Investment advisor

Putnam Investment Management, LLC

Portfolio managers

Jeffrey Knight, Head of Global Asset Allocation, portfolio manager of the fund since 2002

James Fetch, Portfolio Manager, portfolio manager of the fund since 2008

Robert Kea, Portfolio Manager, portfolio manager of the fund since 2002

Joshua Kutin, Portfolio Manager, portfolio manager of the fund since 2011

Robert Schoen, Portfolio Manager, portfolio manager of the fund since 2002

Jason Vaillancourt, Portfolio Manager, portfolio manager of the fund since 2008

For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please turn to Important additional information about all funds beginning on page 17.

Prospectus  11 

 



Putnam Dynamic Asset Allocation Conservative Fund

Goal

Putnam Dynamic Asset Allocation Conservative Fund seeks total return consistent with preservation of capital. Total return is composed of capital appreciation and income.

Fees and expenses

The following table describes the fees and expenses you may pay if you buy and hold shares of the fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in Putnam funds. More information about these and other discounts is available from your financial advisor and in How do I buy fund shares? beginning on page 28 of the fund’s prospectus and in How to buy shares beginning on page II-1 of the fund’s statement of additional information (SAI).

Shareholder fees (fees paid directly from your investment)

    Maximum deferred sales charge 
  Maximum sales charge (load)  (load) (as a percentage of original 
  imposed on purchases (as a  purchase price or redemption 
Share class  percentage of offering price)  proceeds, whichever is lower) 
Class A  5.75%  1.00%* 
Class B  NONE  5.00%** 
Class C  NONE  1.00%*** 
Class M  3.50%  0.65%* 
Class R  NONE  NONE 
Class Y  NONE  NONE 

 

Annual fund operating expenses
(expenses you pay each year as a percentage of the value of your investment)

    Distribution    Acquired fund  Total annual 
  Management  and service  Other  fees and  fund operating 
Share class  fees  (12b-1) fees  expenses  expenses  expenses 
Class A  0.53%  0.25%  0.29%  0.01%  1.08% 
Class B  0.53%  1.00%  0.29%  0.01%  1.83% 
Class C  0.53%  1.00%  0.29%  0.01%  1.83% 
Class M  0.53%  0.75%  0.29%  0.01%  1.58% 
Class R  0.53%  0.50%  0.29%  0.01%  1.33% 
Class Y  0.53%  N/A  0.29%  0.01%  0.83% 

 

* Applies only to certain redemptions of shares bought with no initial sales charge.

** This charge is phased out over six years.

*** This charge is eliminated after one year.

12  Prospectus 

 



Example

The following hypothetical example is intended to help you compare the cost of investing in the fund with the cost of investing in other funds. It assumes that you invest $10,000 in the fund for the time periods indicated and then, except as indicated, redeem all your shares at the end of those periods. It assumes a 5% return on your investment each year and that the fund’s operating expenses remain the same. Your actual costs may be higher or lower.

Share class  1 year  3 years  5 years  10 years 
Class A  $679  $899  $1,136  $1,816 
Class B  $686  $876  $1,190  $1,951 
Class B (no redemption)  $186  $576  $990  $1,951 
Class C  $286  $576  $990  $2,148 
Class C (no redemption)  $186  $576  $990  $2,148 
Class M  $505  $831  $1,180  $2,163 
Class R  $135  $421  $729  $1,601 
Class Y  $85  $265  $460  $1,025 

 

Portfolio turnover

The fund pays transaction-related costs when it buys and sells securities (or “turns over” its portfolio). A higher turnover rate may indicate higher transaction costs and may result in higher taxes when the fund’s shares are held in a taxable account. These costs, which are not reflected in annual fund operating expenses or the above example, affect fund performance. The fund’s turnover rate in the most recent fiscal year was 288%.

Investments, risks, and performance

Investments

The fund is one of three Putnam Dynamic Asset Allocation Funds, each of which has a unique strategic, or typical, allocation between equity and fixed-income investments. Using qualitative analysis and quantitative techniques, we adjust portfolio allocations from time to time within a certain range for each fund to try to optimize a fund’s performance consistent with its goal. The strategic allocation and the range of allowable allocation for the fund are shown below.

Class  Strategic Allocation  Range 
 
Equity  30%  15–45% 
Fixed-Income  70%  55–85% 

 

Prospectus   13 

 



We invest mainly in fixed-income investments, including U.S. and foreign government obligations, corporate obligations and securitized debt instruments (such as mortgage-backed investments). We may consider, among other factors, credit, interest rate and prepayment risks, as well as general market conditions, when deciding whether to buy or sell fixed-income investments. We also invest, to a lesser extent, in equity securities (growth or value stocks or both) of U.S. and foreign companies of any size. We may consider, among other factors, a company’s valuation, financial strength, growth potential, competitive position in its industry, projected future earnings, cash flows and dividends when deciding whether to buy or sell equity investments. We may also select other investments that do not fall within these asset classes. We may also use to a significant extent derivatives, such as futures, options, certain foreign currency transactions, warrants and swap contracts, for both hedging and non-hedging purposes.

Risks

It is important to understand that you can lose money by investing in the fund.

Our allocation of assets among asset classes may hurt performance. The prices of stocks and bonds may fall or fail to rise over extended periods of time for a variety of reasons, including both general financial market conditions and factors related to a specific issuer or industry. These risks are generally greater for small and midsize companies. Growth stocks may be more susceptible to earnings disappointments, and value stocks may fail to rebound. Bond investments are subject to interest rate risk, which means the prices of the fund’s bond investments are likely to fall if interest rates rise. Bond investments also are subject to credit risk, which is the risk that the issuer of the bond may default on payment of interest or principal. Interest rate risk is generally greater for longer-term bonds, and credit risk is generally greater for below-investment-grade bonds (sometimes referred to as “junk bonds”), which may be considered speculative. Mortgage-backed investments carry the risk that they may increase in value less when interest rates decline and decline in value more when interest rates rise. We may have to invest the proceeds from prepaid investments, including mortgage- and asset-backed investments, in other investments with less attractive terms and yields. The value of international investments traded in foreign currencies may be adversely impacted by fluctuations in exchange rates. International investments may carry risks associated with potentially less stable economies or governments, such as the risk of seizure by a foreign

14   Prospectus 

 



government, the imposition of currency or other restrictions, or high levels of inflation or deflation. International investments, particularly emerging-market investments, can be illiquid. Our use of derivatives may increase these risks by increasing investment exposure (which may be considered leverage) or, in the case of many over-the-counter instruments, because of the potential inability to terminate or sell derivatives positions and the potential failure of the other party to the instrument to meet its obligations.

The fund may not achieve its goal, and it is not intended to be a complete investment program. An investment in the fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

Performance

The performance information below gives some indication of the risks associated with an investment in the fund by showing the fund’s performance year to year and over time. The bar chart does not reflect the impact of sales charges. If it did, performance would be lower. Please remember that past performance is not necessarily an indication of future results. Monthly performance figures for the fund are available at putnam.com.


  Prospectus  15 

 


Average annual total returns after sales charges
(for periods ending 12/31/11)

Share class  1 year  5 years  10 years 
 
Class A before taxes  –4.35%  1.43%  3.76% 
Class A after taxes on distributions  –4.90%  0.19%  2.50% 
Class A after taxes on distributions and       
sale of fund shares  –2.71%  0.52%  2.50% 
Class B before taxes  –4.26%  1.56%  3.59% 
Class C before taxes  –0.25%  1.90%  3.59% 
Class M before taxes  –2.57%  1.45%  3.47% 
Class R before taxes  1.40%  2.59%  4.32% 
Class Y before taxes  1.73%  2.99%  4.67% 
Barclays Capital U.S. Aggregate Bond       
Index (no deduction for fees, expenses or taxes)  7.84%  6.50%  5.78% 
Putnam Conservative Blended       
Benchmark (no deduction for fees, expenses or       
taxes, other than withholding taxes on reinvested       
dividends in the case of the MSCI Index)  5.30%  4.79%  5.67% 

 

Putnam Conservative Blended Benchmark is a benchmark administered by Putnam Management, 65% of which is the Barclays Capital U.S. Aggregate Bond Index, 25% of which is the Russell 3000 Index, 5% of which is the JPMorgan Developed High Yield Index and 5% of which is the MSCI EAFE Index (ND).

After-tax returns reflect the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns are shown for class A shares only and will vary for other classes. These after-tax returns do not apply if you hold your fund shares through a 401(k) plan, an IRA, or another tax-advantaged arrangement.

Class B share performance does not reflect conversion to class A shares.

Your fund’s management

Investment advisor

Putnam Investment Management, LLC

Portfolio managers

Jeffrey Knight, Head of Global Asset Allocation, portfolio manager of the fund since 2002

James Fetch, Portfolio Manager, portfolio manager of the fund since 2008

Robert Kea, Portfolio Manager, portfolio manager of the fund since 2002

Joshua Kutin, Portfolio Manager, portfolio manager of the fund since 2011

Robert Schoen, Portfolio Manager, portfolio manager of the fund since 2002

Jason Vaillancourt, Portfolio Manager, portfolio manager of the fund since 2008

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For important information about the purchase and sale of fund shares, tax information, and financial intermediary compensation, please turn to Important additional information about all funds beginning on page 17.

IMPORTANT ADDITIONAL INFORMATION ABOUT ALL FUNDS

Purchase and sale of fund shares

You can open an account, purchase and/or sell fund shares, or exchange them for shares of another Putnam fund by contacting your financial advisor or by calling Putnam Investor Services at 1-800-225-1581.

When opening an account, you must complete and mail a Putnam account application, along with a check made payable to the fund, to: Putnam Investor Services, P.O. Box 8383, Boston, MA 02266-8383. The minimum initial investment of $500 is currently waived, although Putnam reserves the right to reject initial investments under $500 at its discretion. There is no minimum for subsequent investments.

You can sell your shares back to the fund or exchange them for shares of another Putnam fund any day the New York Stock Exchange (NYSE) is open. Shares may be sold or exchanged by mail, by phone, or online at putnam.com. Some restrictions may apply.

Tax information

The fund’s distributions will be taxed as ordinary income or capital gains unless you hold the shares through a tax-advantaged arrangement, in which case you will generally be taxed only upon withdrawal of monies from the arrangement.

Financial intermediary compensation

If you purchase the fund through a broker/dealer or other financial intermediary (such as a bank or financial advisor), the fund and its related companies may pay that intermediary for the sale of fund shares and related services. Please bear in mind that these payments may create a conflict of interest by influencing the broker/dealer or other intermediary to recommend the fund over another investment. Ask your advisor or visit your advisor’s website for more information.

What are each fund’s main investment strategies and related risks?

This section contains greater detail on each fund’s main investment strategies and the related risks you would face as a fund shareholder. It is important to keep in mind that risk and reward generally go hand in hand; the higher the

Prospectus   17 

 



potential reward, the greater the risk. As mentioned in the fund summaries, we pursue each fund’s goal by adjusting portfolio allocations from time to time within a certain range for each fund to try to optimize a fund’s performance consistent with its goal.

There are four funds in the Putnam Global Asset Allocation suite. The three funds offered by this prospectus pursue their goals by making strategic allocations to equity and fixed income asset classes, and by adjusting these allocations dynamically within certain specified ranges as market conditions change. The other fund (Putnam Dynamic Risk Allocation Fund, which is not offered by this prospectus) has the flexibility to make allocations to a broader range of asset classes without regard to any fixed or targeted ranges, and also seeks to adjust its exposure to asset classes, typically using leverage, in order to balance its exposure to the types of risks associated with particular asset classes.

EQUITY INVESTMENTS

Common stocks. Common stock represents an ownership interest in a company. The value of a company’s stock may fall as a result of factors directly relating to that company, such as decisions made by its management or lower demand for the company’s products or services. A stock’s value may also fall because of factors affecting not just the company, but also other companies in the same industry or in a number of different industries, such as increases in production costs. From time to time, a fund may invest a significant portion of its assets in companies in one or more related industries or sectors, which would make the fund more vulnerable to adverse developments affecting those industries or sectors. The value of a company’s stock may also be affected by changes in financial markets that are relatively unrelated to the company or its industry, such as changes in interest rates or currency exchange rates. In addition, a company’s stock generally pays dividends only after the company invests in its own business and makes required payments to holders of its bonds and other debt. For this reason, the value of a company’s stock will usually react more strongly than its bonds and other debt to actual or perceived changes in the company’s financial condition or prospects. Stocks of smaller companies may be more vulnerable to adverse developments than those of larger companies.

Growth stocks — Stocks of companies we believe are fast-growing may trade at a higher multiple of current earnings than other stocks. The values of these stocks may be more sensitive to changes in current or expected earnings than the values of other stocks. If our assessment of the prospects for a company’s earnings growth is wrong, or if our judgment of how other investors will value

18   Prospectus 

 



the company’s earnings growth is wrong, then the price of the company’s stock may fall or may not approach the value that we have placed on it.

Value stocks — Companies whose stocks we believe are undervalued by the market may have experienced adverse business developments or may be subject to special risks that have caused their stocks to be out of favor. If our assessment of a company’s prospects is wrong, or if other investors do not similarly recognize the value of the company, then the price of the company’s stock may fall or may not approach the value that we have placed on it.

• Small and midsize companies. These companies, some of which may have a market capitalization of less than $1 billion, are more likely than larger companies to have limited product lines, markets or financial resources, or to depend on a small, inexperienced management group. Stocks of these companies often trade less frequently and in limited volume, and their prices may fluctuate more than stocks of larger companies. Stocks of small and midsize companies may therefore be more vulnerable to adverse developments than those of larger companies. Small companies in foreign countries could be relatively smaller than those in the United States.

FIXED INCOME INVESTMENTS

Interest rate risk. The values of bonds and other debt instruments usually rise and fall in response to changes in interest rates. Declining interest rates generally increase the value of existing debt instruments, and rising interest rates generally decrease the value of existing debt instruments. Changes in a debt instrument’s value usually will not affect the amount of interest income paid to a fund, but will affect the value of a fund’s shares. Interest rate risk is generally greater for investments with longer maturities.

In evaluating the potential performance of an investment in the fund, investors may find it useful to compare the fund’s current dividend rate with its “yield,” which is computed on a yield-to-maturity basis in accordance with Securities and Exchange Commission (SEC) regulations and which reflects amortization of market premiums.

Some investments give the issuer the option to call or redeem an investment before its maturity date. If an issuer calls or redeems an investment during a time of declining interest rates, we might have to reinvest the proceeds in an investment offering a lower yield, and therefore the fund might not benefit from any increase in value as a result of declining interest rates.

Credit risk. Investors normally expect to be compensated in proportion to the risk they are assuming. Thus, debt of issuers with poor credit prospects usually offers higher yields than debt of issuers with more secure credit. Higher-rated investments generally have lower credit risk.

Prospectus   19 

 



We may invest up to 40% of each fund’s total assets (but not more than a fund’s maximum fixed income allocation range) in higher-yield, higher-risk debt investments that are rated below BBB or its equivalent at the time of purchase by each nationally recognized securities rating agency, or are unrated investments that we believe are of comparable quality. However, using the same criteria, we currently do not intend to invest more than 20% of Conservative Fund’s total assets in debt investments rated lower than BB or its equivalent. We may invest up to 5% of a fund’s total assets in debt investments rated below CCC or its equivalent, at the time of purchase, by each agency rating such investments and in unrated investments that we believe are of comparable quality. We will not necessarily sell an investment if its rating is reduced after we buy it.

Investments rated below BBB or its equivalent are below investment-grade and may be considered speculative. This rating reflects a greater possibility that the issuers may be unable to make timely payments of interest and principal and thus default. If this happens, or is perceived as likely to happen, the values of those investments will usually be more volatile and are likely to fall. A default or expected default could also make it difficult for us to sell the investments at prices approximating the values we had previously placed on them. Lower-rated debt usually has a more limited market than higher-rated debt, which may at times make it difficult for us to buy or sell certain debt instruments or to establish their fair value. Credit risk is generally greater for zero coupon bonds and other investments that are issued at less than their face value and that are required to make interest payments only at maturity rather than at intervals during the life of the investment.

Credit ratings are based largely on the issuer’s historical financial condition and the rating agencies’ investment analysis at the time of rating. The rating assigned to any particular investment does not necessarily reflect the issuer’s current financial condition, and does not reflect an assessment of an investment’s volatility or liquidity. Although we consider credit ratings in making investment decisions, we perform our own investment analysis and do not rely only on ratings assigned by the rating agencies. Our success in achieving a fund’s investment objective may depend more on our own credit analysis when we buy lower quality bonds than when we buy higher quality bonds. We may have to participate in legal proceedings involving the issuer. This could increase the fund’s operating expenses and decrease its net asset value.

Although investment-grade investments generally have lower credit risk, they may share some of the risks of lower-rated investments.

20   Prospectus 

 



Prepayment risk. Traditional debt investments typically pay a fixed rate of interest until maturity, when the entire principal amount is due. By contrast, payments on securitized debt instruments, including mortgage-backed and asset-backed investments, typically include both interest and partial payment of principal. Principal may also be prepaid voluntarily, or as a result of refinancing or foreclosure. We may have to invest the proceeds from prepaid investments in other investments with less attractive terms and yields. Compared to debt that cannot be prepaid, mortgage-backed investments are less likely to increase in value during periods of declining interest rates and have a higher risk of decline in value during periods of rising interest rates. These investments may increase the volatility of a fund. Some mortgage-backed investments receive only the interest portion or the principal portion of payments on the underlying mortgages. The yields and values of these investments are extremely sensitive to changes in interest rates and in the rate of principal payments on the underlying mortgages. The market for these investments may be volatile and limited, which may make them difficult to buy or sell. Asset-backed securities are structured like mortgage-backed securities, but instead of mortgage loans or interests in mortgage loans, the underlying assets may include such items as motor vehicle installment sales or installment loan contracts, leases of various types of real and personal property and receivables from credit card agreements. Asset-backed securities are subject to risks similar to those of mortgage-backed securities.

Foreign investments. Each fund may invest in the securities of foreign companies, but the Growth Fund invests a greater portion of its assets in foreign securities than the other two funds. Foreign investments involve certain special risks, including:

– Unfavorable changes in currency exchange rates: Foreign investments are typically issued and traded in foreign currencies. As a result, their values may be affected by changes in exchange rates between foreign currencies and the U.S. dollar.

– Political and economic developments: Foreign investments may be subject to the risks of seizure by a foreign government, direct or indirect impact of sovereign debt default, imposition of restrictions on the exchange or export of foreign currency, and tax increases.

– Unreliable or untimely information: There may be less information publicly available about a foreign company than about most publicly-traded U.S. companies, and foreign companies are usually not subject to accounting, auditing and financial reporting standards and practices as stringent as those in the United States.

Prospectus   21 

 



– Limited legal recourse: Legal remedies for investors may be more limited than the remedies available in the United States.

– Limited markets: Certain foreign investments may be less liquid (harder to buy and sell) and more volatile than U.S. investments, which means we may at times be unable to sell these foreign investments at desirable prices. For the same reason, we may at times find it difficult to value a fund’s foreign investments.

– Trading practices: Brokerage commissions and other fees are generally higher for foreign investments than for U.S. investments. The procedures and rules governing foreign transactions and custody may also involve delays in payment, delivery or recovery of money or investments.

– Sovereign issuers: The willingness and ability of issuers to pay principal and interest on government securities depends on various economic factors, including the issuer’s balance of payments, overall debt level, and cash flow from tax or other revenues.

The risks of foreign investments are typically increased in less developed countries, which are sometimes referred to as emerging markets. Emerging markets countries may have less developed markets and legal and regulatory systems and may be susceptible to greater political and economic instability than developed markets. These countries are also more likely to experience high levels of inflation, deflation or currency devaluation, and investments in emerging markets countries may be more volatile and less liquid than U.S. investments. For these and other reasons, investments in emerging markets are often considered speculative.

Certain of these risks may also apply to some extent to U.S.-traded investments that are denominated in foreign currencies, investments in U.S. companies that are traded in foreign markets or investments in U.S. companies that have significant foreign operations.

Derivatives. We may engage in a variety of transactions involving derivatives, such as futures, options, warrants and swap contracts. Derivatives are financial instruments whose value depends upon, or is derived from, the value of something else, such as one or more underlying investments, pools of investments, indexes or currencies. We may make use of “short” derivatives positions, the values of which may move in the opposite direction from the price of the underlying investment, pool of investments, index or currency. We may use derivatives both for hedging and non-hedging purposes. For example, we may use derivatives to increase or decrease a fund’s exposure to long- or short-term interest rates (in the United States or abroad) or to a particular currency or group of currencies. We may also use derivatives as

22   Prospectus 

 



a substitute for a direct investment in the securities of one or more issuers. However, we may also choose not to use derivatives, based on our evaluation of market conditions or the availability of suitable derivatives. Investments in derivatives may be applied toward meeting a requirement to invest in a particular kind of investment if the derivatives have economic characteristics similar to that investment. In addition, derivatives positions that offset each other may be netted together for purposes of our policy on strategic allocation between stocks and bonds.

Derivatives involve special risks and may result in losses. The successful use of derivatives depends on our ability to manage these sophisticated instruments. Some derivatives are “leveraged,” which means that they provide a fund with investment exposure greater than the value of a fund’s investment in the derivatives. As a result, these derivatives may magnify or otherwise increase investment losses to a fund. The risk of loss from certain short derivatives positions is theoretically unlimited. The prices of derivatives may move in unexpected ways due to the use of leverage or other factors, especially in unusual market conditions, and may result in increased volatility.

Other risks arise from the potential inability to terminate or sell derivatives positions. A liquid secondary market may not always exist for the fund’s derivatives positions at any time. In fact, many over-the-counter instruments (investments not traded on an exchange) will not be liquid. Over-the-counter instruments also involve the risk that the other party to the derivatives transaction will not meet its obligations. For further information about the risks of derivatives, see Miscellaneous Investments, Investment Practices and Risks in the SAI.

Other investments. In addition to the main investment strategies described above, the funds may make other types of investments, such as investments in preferred stocks, convertible securities, bank loans, hybrid and structured bonds and notes (including debt instruments with terms determined by reference to a particular commodity or to all or portions of a commodities index). A fund may also loan its portfolio securities to earn income. These practices may be subject to other risks, as described under the heading Miscellaneous Investments, Investment Practices and Risks in the SAI.

• Alternative strategies. At times we may judge that market conditions make pursuing a fund’s usual investment strategies inconsistent with the best interests of its shareholders. We then may temporarily invest some or all of a fund’s assets using alternative strategies that are mainly designed to limit losses. However, we may choose not to use these strategies for a variety of reasons, even in very volatile market conditions. These strategies may cause

Prospectus  23 

 



a fund to miss out on investment opportunities, and may prevent a fund from achieving its goal.

Changes in policies. The Trustees may change a fund’s goal, investment strategies and other policies set forth in the prospectus without shareholder approval, except as otherwise indicated.

Portfolio turnover rate. A fund’s portfolio turnover rate measures how frequently the fund buys and sells investments. A portfolio turnover rate of 100%, for example, would mean that the fund sold and replaced securities valued at 100% of the fund’s assets within a one-year period. From time to time a fund may engage in frequent trading. Funds with high turnover may be more likely to realize capital gains that must be distributed to shareholders as taxable income. High turnover may also cause a fund to pay more brokerage commissions and other transaction costs, which may detract from performance. A fund’s portfolio turnover rate and the amount of brokerage commissions it pays will vary over time based on market conditions.

Portfolio holdings. The SAI includes a description of the funds’ policies with respect to the disclosure of each of the fund’s portfolio holdings. For more specific information on each fund’s portfolio, you may visit the Putnam Investments website, putnam.com/individual, where each fund’s top 10 holdings and related portfolio information may be viewed monthly beginning approximately 15 days after the end of each month, and full portfolio holdings may be viewed beginning on the last business day of the month after the end of each calendar quarter. This information will remain available on the website until the funds file a Form N-CSR or N-Q with the Securities and Exchange Commission (SEC) for the period that includes the date of the information, after which such information can be found on the SEC’s website at http://www.sec.gov.

Who oversees and manages the funds?

The funds’ Trustees

As a shareholder of a mutual fund, you have certain rights and protections, including representation by a Board of Trustees. The Putnam Funds’ Board of Trustees oversees the general conduct of each fund’s business and represents the interests of the Putnam fund shareholders. At least 75% of the members of the Putnam Funds’ Board of Trustees are independent, which means they are not officers of the fund or affiliated with Putnam Investment Management, LLC (Putnam Management).

24   Prospectus 

 



The Trustees periodically review each fund’s investment performance and the quality of other services such as administration, custody, and investor services. At least annually, the Trustees review the fees paid to Putnam Management and its affiliates for providing or overseeing these services, as well as the overall level of each fund’s operating expenses. In carrying out their responsibilities, the Trustees are assisted by an administrative staff, auditors and legal counsel that are selected by the Trustees and are independent of Putnam Management and its affiliates.

Contacting the funds’ Trustees
Address correspondence to:
The Putnam Funds Trustees
One Post Office Square
Boston, MA 02109

The funds’ investment manager

The Trustees have retained Putnam Management, which has managed mutual funds since 1937, to be each fund’s investment manager, responsible for making investment decisions for each fund and managing each fund’s other affairs and business. The basis for the Trustees’ approval of each fund’s management contract and the sub-management and sub-advisory contracts described below is discussed in each fund’s annual report to shareholders dated September 30, 2011.

Each fund pays a monthly management fee to Putnam Management. The fee is calculated by applying a rate to each fund’s average net assets for the month. The rate is based on the monthly average of the aggregate net assets of all open-end funds sponsored by Putnam Management (excluding fund assets that are invested in other Putnam funds).

The Growth Fund, Balanced Fund and Conservative Fund paid Putnam Management management fees (after any applicable waivers) of 0.60%, 0.53% and 0.53%, respectively, of average net assets for each fund’s last fiscal year. Putnam Management’s address is One Post Office Square, Boston, MA 02109.

Putnam Management has retained its affiliate Putnam Investments Limited (PIL) to make investment decisions for such fund assets as may be designated from time to time for its management by Putnam Management. Putnam Management (and not a fund) will pay a quarterly sub-management fee to PIL for its services at the annual rate of 0.35% of the average aggregate net asset value of any fund assets managed by PIL. PIL, which provides a full range of international investment advisory services to institutional clients, is located at Cassini House, 57–59 St James’s Street, London, England, SW1A 1LD.

Prospectus   25 

 



Putnam Management and PIL have retained their affiliate The Putnam Advisory Company, LLC (PAC) to make investment decisions for such fund assets as may be designated from time to time for its management by Putnam Management or PIL, as applicable. Putnam Management or PIL, as applicable (and not a fund), will pay a quarterly sub-advisory fee to PAC for its services at the annual rate of 0.35% of the average aggregate net asset value of any fund assets managed by PAC. PAC, which provides financial services to institutions and individuals through separately-managed accounts and pooled investment vehicles, has its headquarters at One Post Office Square, Boston, MA 02109, with additional investment management personnel located in Singapore.

Pursuant to these arrangements, Putnam investment professionals who are based in foreign jurisdictions may serve as portfolio managers of a fund or provide other investment services, consistent with local regulations.

• Portfolio managers. The officers of Putnam Management identified below are primarily responsible for the day-to-day management of each fund’s portfolio.

Portfolio managers  Joined fund  Employer  Positions over past five years 
Jeffrey Knight  2002  Putnam Management  Head of Global Asset Allocation 
    1993 – Present  Previously, Deputy Head 
      of Investments 
James Fetch  2008  Putnam Management  Portfolio Manager 
    1994 – Present  Previously, Investment 
      Strategist and Analyst 
Robert Kea  2002  Putnam Management  Portfolio Manager 
    1989 – Present  Previously, Quantitative 
      Analyst and Analyst 
Joshua Kutin  2011  Putnam Management  Portfolio Manager 
    1998 – Present  Previously, Analyst 
Robert Schoen  2002  Putnam Management  Portfolio Manager 
    1997 – Present  Previously, Quantitative 
      Analyst 
Jason Vaillancourt  2008  Putnam Management  Portfolio Manager 
    1999 – Present  Previously, Investment 
      Strategist and Analyst 

 

The SAI provides information about these individuals’ compensation, other accounts managed by these individuals and these individuals’ ownership of securities in the funds.

26   Prospectus 

 



How do the funds price their shares?

The price of a fund’s shares is based on its net asset value (NAV). The NAV per share of each class equals the total value of its assets, less its liabilities, divided by the number of its outstanding shares. Shares are only valued as of the close of regular trading on the NYSE each day the exchange is open.

Each fund values its investments for which market quotations are readily available at market value. It values short-term investments that will mature within 60 days at amortized cost, which approximates market value. It values all other investments and assets at their fair value, which may differ from recent market prices. For example, a fund may value a stock traded on a U.S. exchange at its fair value when the exchange closes early or trading in the stock is suspended. It may also value a stock at fair value if recent transactions in the stock have been very limited or material information about the issuer becomes available after the close of the relevant market. Market quotations are not considered to be readily available for many debt securities. These securities are generally valued at fair value on the basis of valuations provided by an independent pricing service approved by the funds’ Trustees or dealers selected by Putnam Management. Pricing services and dealers determine valuations for normal institutional-size trading units of such securities using information with respect to transactions in the bond being valued, market transactions for comparable securities and various relationships, generally recognized by institutional traders, between securities. To the extent a pricing service or dealer is unable to value a security or provides a valuation which Putnam Management does not believe accurately reflects the security’s fair value, the security will be valued at fair value by Putnam Management.

Each fund translates prices for its investments quoted in foreign currencies into U.S. dollars at current exchange rates, which are generally determined as of 4:00 p.m. Eastern time each day the NYSE is open. As a result, changes in the value of those currencies in relation to the U.S. dollar may affect the fund’s NAV. Because foreign markets may be open at different times than the NYSE, the value of the fund’s shares may change on days when shareholders are not able to buy or sell them. Many securities markets and exchanges outside the U.S. close before the close of the NYSE, and, therefore, the closing prices for securities in such markets or on such exchanges may not fully reflect events that occur after such close but before the close of the NYSE. As a result, each fund has adopted fair value pricing procedures, which, among other things, require it to assess the fair value of foreign equity securities if there has been a movement in the U.S. market that exceeds a specified threshold that may change from time to time. If events materially affecting the values of a fund’s

Prospectus   27 

 



foreign fixed-income investments occur between the close of foreign markets and the close of regular trading on the NYSE, these investments will also be valued at their fair value. As noted above, the value determined for an investment using a fund’s fair value pricing procedures may differ from recent market prices for the investment.

How do I buy fund shares?

Opening an account

You can open a fund account and purchase class A, B, C, and M shares by contacting your financial representative or Putnam Investor Services at 1-800-225-1581 and obtaining a Putnam account application. The completed application, along with a check made payable to the fund, must then be returned to Putnam Investor Services at the following address:

Putnam Investor Services
P.O. Box 8383
Boston, MA 02266-8383

You can open a fund account with as little as $500. The minimum investment is waived if you make regular investments weekly, semi-monthly or monthly through automatic deductions from your bank checking or savings account. Although Putnam is currently waiving the minimum, it reserves the right to reject initial investments under the minimum at its discretion.

Each fund sells its shares at the offering price, which is the NAV plus any applicable sales charge (class A and class M shares only). Your financial representative or Putnam Investor Services generally must receive your completed buy order before the close of regular trading on the NYSE for your shares to be bought at that day’s offering price.

If you participate in a retirement plan that offers any of the funds, please consult your employer for information on how to purchase shares of the funds through the plan, including any restrictions or limitations that may apply.

Mutual funds must obtain and verify information that identifies investors opening new accounts. If the funds are unable to collect the required information, Putnam Investor Services may not be able to open your fund account. Investors must provide their full name, residential or business address, Social Security or tax identification number, and date of birth. Entities, such as trusts, estates, corporations and partnerships, must also provide other identifying information. Putnam Investor Services may share identifying information with third parties for the purpose of verification. If

28   Prospectus 

 



Putnam Investor Services cannot verify identifying information after opening your account, a fund reserves the right to close your account.

Also, each fund may periodically close to new purchases of shares or refuse any order to buy shares if the fund determines that doing so would be in the best interest of the fund and its shareholders.

Purchasing additional shares

Once you have an existing account, you can make additional investments at any time in any amount in the following ways:

Through a financial representative. Your representative will be responsible for furnishing all necessary documents to Putnam Investor Services and may charge you for his or her services.

Through Putnam’s Systematic Investing Program. You can make regular investments weekly, semi-monthly or monthly through automatic deductions from your bank checking or savings account.

Via the Internet or phone. If you have an existing Putnam fund account and you have completed and returned an Electronic Investment Authorization Form, you can buy additional shares online at putnam.com or by calling Putnam Investor Services at 1-800-225-1581.

By mail. You may also request a book of investment stubs for your account. Complete an investment stub and write a check for the amount you wish to invest, payable to the appropriate fund. Return the check and investment stub to Putnam Investor Services.

By wire transfer. You may buy fund shares by bank wire transfer of same-day funds. Please call Putnam Investor Services at 1-800-225-1581 for wiring instructions. Any commercial bank can transfer same-day funds by wire. The funds will normally accept wired funds for investment on the day received if they are received by the funds’ designated bank before the close of regular trading on the NYSE. Your bank may charge you for wiring same-day funds. Although the funds’ designated bank does not currently charge you for receiving same-day funds, it reserves the right to charge for this service. You cannot buy shares for tax-qualified retirement plans by wire transfer.

Which class of shares is best for me?

This prospectus offers you four classes of fund shares: A, B, C and M. Qualified employee-benefit plans may also choose class R shares, and certain investors described below may also choose class Y shares. Each share class represents investments in the same portfolio of securities, but each class has

Prospectus   29 

 



its own sales charge and expense structure, allowing you and your financial representative to choose the class that best suits your investment needs. When you purchase shares of a fund, you must choose a share class. Deciding which share class best suits your situation depends on a number of factors that you should discuss with your financial representative, including:

How long you expect to hold your investment. Class B shares charge a contingent deferred sales charge (CDSC) on redemptions that is phased out over the first six years; class C shares charge a CDSC on redemptions in the first year.

How much you intend to invest. While investments of less than $100,000 can be made in any share class, classes A and M offer sales charge discounts starting at $50,000.

Total expenses associated with each share class. As shown in the section entitled Fund summaries — Fees and expenses, each share class offers a different combination of up-front and ongoing expenses. Generally, the lower the up-front sales charge, the greater the ongoing expenses.

Here is a summary of the differences among the classes of shares

Class A shares

• Initial sales charge of up to 5.75%

• Lower sales charges available for investments of $50,000 or more

• No deferred sales charge (except that a deferred sales charge of 1.00% may be imposed on certain redemptions of shares bought without an initial sales charge)

• Lower annual expenses, and higher dividends, than class B, C or M shares because of lower 12b-1 fees.

Class B shares

• No initial sales charge; your entire investment goes to work immediately

• Deferred sales charge of up to 5.00% if shares are sold within six years of purchase

• Higher annual expenses, and lower dividends, than class A or M shares because of higher 12b-1 fees

• Convert automatically to class A shares after eight years, thereby reducing future 12b-1 fees

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• Orders for class B shares of one or more Putnam funds will be refused when the total value of the purchase, plus existing account balances that are eligible to be linked under a right of accumulation for purchases of class A shares (as described below), is $100,000 or more. Investors considering cumulative purchases of $100,000 or more should consider whether class A shares would be more advantageous and consult their financial representative.

Class C shares

• No initial sales charge; your entire investment goes to work immediately

• Deferred sales charge of 1.00% if shares are sold within one year of purchase

• Higher annual expenses, and lower dividends, than class A or M shares because of higher 12b-1 fees

• No conversion to class A shares, so future 12b-1 fees do not decline over time

• Orders for class C shares of one or more Putnam funds, other than class C shares sold to qualified employee-benefit plans, will be refused when the total value of the purchase, plus existing account balances that are eligible to be linked under a right of accumulation for purchases of class A shares (as described below), is $1,000,000 or more. Investors considering cumulative purchases of $1,000,000 or more should consider whether class A shares would be more advantageous and consult their financial representative.

Class M shares

• Initial sales charge of up to 3.50%

• Lower sales charges available for investments of $50,000 or more

• No deferred sales charge (except that a deferred sales charge of 0.65% may be imposed on certain redemptions of shares bought without an initial sales charge)

• Lower annual expenses, and higher dividends, than class B or C shares because of lower 12b-1 fees

• Higher annual expenses, and lower dividends, than class A shares because of higher 12b-1 fees

• No conversion to class A shares, so future 12b-1 fees do not decline over time

• Orders for class M shares of one or more Putnam funds, other than class M shares sold to qualified employee-benefit plans, will be refused when the total value of the purchase, plus existing account balances that are eligible to be linked under a right of accumulation for purchases of class A shares (as described below), is $1,000,000 or more. Investors considering cumulative purchases of $1,000,000 or more should consider whether class A shares would be more advantageous and consult their financial representative.

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Class R shares (available to qualified plans only)

• No initial sales charge; your entire investment goes to work immediately

• No deferred sales charge

• Lower annual expenses, and higher dividends, than class B, C or M shares because of lower 12b-1 fees

• Higher annual expenses, and lower dividends, than class A shares because of higher 12b-1 fees

• No conversion to class A shares, so future 12b-1 fees do not decline over time.

Class Y shares (available only to investors listed below)

The following investors may purchase class Y shares if approved by Putnam:

• qualified retirement plans that are clients of third-party administrators (including affiliates of Putnam) that have entered into agreements with Putnam and offer institutional share class pricing (no sales charge or 12b-1 fee);

• bank trust departments and trust companies that have entered into agreements with Putnam and offer institutional share class pricing to their clients;

• corporate IRAs administered by Putnam, if another retirement plan of the sponsor is eligible to purchase class Y shares;

• college savings plans that qualify for tax-exempt treatment under Section 529 of the Internal Revenue Code;

• other Putnam funds and Putnam investment products;

• investors purchasing shares through an asset-based fee program that regularly offers institutional share classes and that is sponsored by a registered broker-dealer or other financial institution that has entered into an agreement with Putnam;

• clients of a financial representative who are charged a fee for consulting or similar services;

• corporations, endowments and foundations that have entered into an arrangement with Putnam; and

• fee-paying clients of a registered investment advisor (RIA) who initially invests for clients an aggregate of at least $100,000 in Putnam funds through a fund “supermarket” or other mutual fund trading platform sponsored by a broker-dealer or trust company of which the RIA is not an affiliated or associated person and which has entered into an agreement with Putnam.

Trust companies or bank trust departments that purchased class Y shares for trust accounts may transfer them to the beneficiaries of the trust accounts, who may continue to hold them or exchange them for class Y shares of

32   Prospectus 

 



other Putnam funds. Defined contribution plans (including corporate IRAs) that purchased class Y shares under prior eligibility criteria may continue to purchase class Y shares.

• No initial sales charge; your entire investment goes to work immediately

• No deferred sales charge

• Lower annual expenses, and higher dividends, than class A, B, C, M or R shares because of no 12b-1 fees.

Initial sales charges for class A and M shares

  Class A sales charge as  Class M sales charge as 
  a percentage of*:  a percentage of*: 
Amount of purchase at offering  Net amount  Offering  Net amount  Offering 
price ($)  invested  price**  invested  price** 
 
Under 50,000  6.10%  5.75%  3.63%  3.50% 
50,000 but under 100,000  4.71  4.50  2.56  2.50 
100,000 but under 250,000  3.63  3.50  1.52  1.50 
250,000 but under 500,000  2.56  2.50  1.01  1.00 
500,000 but under 1,000,000  2.04  2.00  1.01  1.00 
1,000,000 and above  NONE  NONE  NONE  NONE 

 

* Because of rounding in the calculation of offering price and the number of shares purchased, actual sales charges you pay may be more or less than these percentages.

** Offering price includes sales charge.

Reducing your class A or class M sales charge

The funds offer two principal ways for you to qualify for discounts on initial sales charges on class A and class M shares, often referred to as “breakpoint discounts”:

• Right of accumulation. You can add the amount of your current purchases of class A or class M shares of a fund and other Putnam funds to the value of your existing accounts in a fund and other Putnam funds. Individuals can also include purchases by, and accounts owned by, their spouse and minor children, including accounts established through different financial representatives. For your current purchases, you will pay the initial sales charge applicable to the total value of the linked accounts and purchases, which may be lower than the sales charge otherwise applicable to each of your current purchases. Shares of Putnam money market funds, other than money market fund shares acquired by exchange from other Putnam funds, are not included for purposes of the right of accumulation.

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To calculate the total value of your existing accounts and any linked accounts, the funds will use the higher of (a) the current maximum public offering price of those shares or (b) if you purchased the shares after December 31, 2007, the initial value of the total purchases, or, if you held the shares on December 31, 2007, the market value at maximum public offering price on that date, in either case, less the market value on the applicable redemption date of any of those shares that you have redeemed.

• Statement of intention. A statement of intention is a document in which you agree to make purchases of class A or class M shares in a specified amount within a period of 13 months. For each purchase you make under the statement of intention, you will pay the initial sales charge applicable to the total amount you have agreed to purchase. While a statement of intention is not a binding obligation on you, if you do not purchase the full amount of shares within 13 months, the fund or funds will redeem shares from your account in an amount equal to the difference between the higher initial sales charge you would have paid in the absence of the statement of intention and the initial sales charge you actually paid.

Account types that may be linked with each other to obtain breakpoint discounts using the methods described above include:

• Individual accounts

• Joint accounts

• Accounts established as part of a retirement plan and IRA accounts (some restrictions may apply)

• Shares of Putnam funds owned through accounts in the name of your dealer or other financial intermediary (with documentation identifying beneficial ownership of shares)

• Accounts held as part of a Section 529 college savings plan managed by Putnam Management (some restrictions may apply)

In order to obtain a breakpoint discount, you should inform your financial representative at the time you purchase shares of the existence of other accounts or purchases that are eligible to be linked for the purpose of calculating the initial sales charge. A fund or your financial representative may ask you for records or other information about other shares held in your accounts and linked accounts, including accounts opened with a different financial representative. Restrictions may apply to certain accounts and transactions. Further details about breakpoint discounts can be found on Putnam Investments’ website at putnam.com/individual by selecting Investment Choices, then Mutual Funds, and then Pricing policies, and in the SAI.

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Additional reductions and waivers of sales charges. In addition to the breakpoint discount methods described above, sales charges may be reduced or waived under certain circumstances and for certain categories of investors. For instance, an employer-sponsored retirement plan is eligible to purchase class A shares without sales charges if its plan administrator or dealer of record has entered into an agreement with Putnam Retail Management. Information about reductions and waivers of sales charges, including deferred sales charges, is included in the SAI. You may consult your financial representative or Putnam Retail Management for assistance.

How do I sell or exchange fund shares?

You can sell your shares back to the appropriate fund or exchange them for shares of another Putnam fund any day the NYSE is open, either through your financial representative or directly to the fund. If you redeem your shares shortly after purchasing them, your redemption payment for the shares may be delayed until the fund collects the purchase price of the shares, which may be up to 10 calendar days after the purchase date.

Regarding exchanges, not all Putnam funds offer all classes of shares or may be open to new investors. If you exchange shares otherwise subject to a deferred sales charge, the transaction will not be subject to the deferred sales charge. When you redeem the shares acquired through the exchange, however, the redemption may be subject to the deferred sales charge, depending upon when you originally purchased the shares. The deferred sales charge will be computed using the schedule of any fund into or from which you have exchanged your shares that would result in your paying the highest deferred sales charge applicable to your class of shares. For purposes of computing the deferred sales charge, the length of time you have owned your shares will be measured from the date of original purchase and will not be affected by any subsequent exchanges among funds.

Selling or exchanging shares through your financial representative. Your representative must receive your request in proper form before the close of regular trading on the NYSE for you to receive that day’s NAV, less any applicable deferred sales charge. Your representative will be responsible for furnishing all necessary documents to Putnam Investor Services on a timely basis and may charge you for his or her services.

Selling or exchanging shares directly with the funds. Putnam Investor Services must receive your request in proper form before the close of regular trading on the NYSE in order to receive that day’s NAV, less any applicable deferred sales charge.

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• By mail. Send a letter of instruction signed by all registered owners or their legal representatives to Putnam Investor Services. If you have certificates for the shares you want to sell or exchange, you must return them unendorsed with your letter of instruction.

• By telephone. You may use Putnam’s telephone redemption privilege to redeem shares valued at less than $100,000 unless you have notified Putnam Investor Services of an address change within the preceding 15 days, in which case other requirements may apply. Unless you indicate otherwise on the account application, Putnam Investor Services will be authorized to accept redemption instructions received by telephone. A telephone exchange privilege is currently available for amounts up to $500,000. Sale or exchange of shares by telephone is not permitted if there are certificates for your shares. The telephone redemption and exchange privileges may be modified or terminated without notice.

• Via the Internet. You may also exchange shares via the Internet at putnam.com/individual.

Shares held through your employer’s retirement plan. For information on how to sell or exchange shares of a fund that were purchased through your employer’s retirement plan, including any restrictions and charges that the plan may impose, please consult your employer.

Additional requirements. In certain situations, for example, if you sell shares with a value of $100,000 or more, the signatures of all registered owners or their legal representatives must be guaranteed by a bank, broker-dealer or certain other financial institutions. In addition, Putnam Investor Services usually requires additional documents for the sale of shares by a corporation, partnership, agent or fiduciary, or surviving joint owner. For more information concerning Putnam’s signature guarantee and documentation requirements, contact Putnam Investor Services.

Each fund also reserves the right to revise or terminate the exchange privilege, limit the amount or number of exchanges or reject any exchange. The fund into which you would like to exchange may also reject your exchange. These actions may apply to all shareholders or only to those shareholders whose exchanges Putnam Management determines are likely to have a negative effect on the fund or other Putnam funds. Consult Putnam Investor Services before requesting an exchange. Ask your financial representative or Putnam Investor Services for prospectuses of other Putnam funds. Some Putnam funds are not available in all states.

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Deferred sales charges for class B, class C and certain class A and class M shares

If you sell (redeem) class B shares within six years of purchase, you will generally pay a deferred sales charge according to the following schedule:

Year after purchase  1  2  3  4  5  6  7+ 
Charge  5%  4%  3%  3%  2%  1%  0% 

 

A deferred sales charge of 1.00% will apply to class C shares if redeemed within one year of purchase. Unless otherwise agreed with Putnam Retail Management, class A shares that are part of a purchase of $1 million or more (other than by a qualified retirement plan) will be subject to a 1.00% deferred sales charge if redeemed within nine months of purchase. A deferred sales charge of 0.65% may apply to class M shares purchased without a sales charge for certain rollover IRA accounts if redeemed within one year of purchase.

Deferred sales charges will be based on the lower of the shares’ cost and current NAV. Shares not subject to any charge will be redeemed first, followed by shares held longest. You may sell shares acquired by reinvestment of distributions without a charge at any time.

Payment information. A fund generally sends you payment for your shares the business day after your request is received. Under unusual circumstances, the fund may suspend redemptions, or postpone payment for more than seven days, as permitted by federal securities law. You will not receive interest on uncashed redemption checks.

Redemption by a fund. If you own fewer shares than the minimum set by the Trustees (presently 20 shares), a fund may redeem your shares without your permission and send you the proceeds after providing you with at least 60 days’ notice to attain the minimum. To the extent permitted by applicable law, each fund may also redeem shares if you own more than a maximum amount set by the Trustees. There is presently no maximum, but the Trustees could set a maximum that would apply to both present and future shareholders.

Policy on excessive short-term trading

• Risks of excessive short-term trading. Excessive short-term trading activity may reduce a fund’s performance and harm all fund shareholders by interfering with portfolio management, increasing each fund’s expenses and diluting the fund’s NAV. Depending on the size and frequency of short-term trades in each fund’s shares, the fund may experience increased cash volatility, which could require the fund to maintain undesirably large cash positions or buy or sell portfolio securities it would not have bought or sold

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otherwise. The need to execute additional portfolio transactions due to these cash flows may also increase each fund’s brokerage and administrative costs and, for investors in taxable accounts, may increase taxable distributions received from the fund.

Because each fund invests in foreign securities, their performance may be adversely impacted and the interests of longer-term shareholders may be diluted as a result of time-zone arbitrage, a short-term trading practice that seeks to exploit changes in the value of a fund’s investments that result from events occurring after the close of the foreign markets on which the investments trade, but prior to the later close of trading on the NYSE, the time as of which a fund determines its net asset value. If an arbitrageur is successful, he or she may dilute the interests of other shareholders by trading shares at prices that do not fully reflect their fair value.

Because each fund invests in securities that may trade infrequently or may be more difficult to value, such as lower-rated bonds and securities of smaller companies, it may be susceptible to trading by short-term traders who seek to exploit perceived price inefficiencies in the fund’s investments. In addition, the market for these securities may at times show “market momentum,” in which positive or negative performance may continue from one day to the next for reasons unrelated to the fundamentals of the issuer. Short-term traders may seek to capture this momentum by trading frequently in a fund’s shares, which will reduce the fund’s performance and may dilute the interests of other shareholders. Because lower-rated debt and securities of smaller companies may be less liquid than higher-rated debt or securities of larger companies, respectively, each fund may also be unable to buy or sell these securities at desirable prices when the need arises (for example, in response to volatile cash flows caused by short-term trading). Similar risks may apply if a fund holds other types of less liquid securities.

• Fund policies. In order to protect the interests of long-term shareholders of each fund, Putnam Management and the funds’ Trustees have adopted policies and procedures intended to discourage excessive short-term trading. Each fund seeks to discourage excessive short-term trading by using fair value pricing procedures to value investments under some circumstances. In addition, Putnam Management monitors activity in those shareholder accounts about which it possesses the necessary information in order to detect excessive short-term trading patterns and takes steps to deter excessive short-term traders.

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Account monitoring. Putnam Management’s Compliance Department currently uses multiple reporting tools to monitor activity in retail customer accounts for which Putnam Investor Services maintains records. This review is based on each fund’s internal parameters for detecting excessive short-term trading, which consider the number of “round trip” transactions above a specified dollar amount within a specified period of time. These parameters may change from time to time. If a monitored account engages in short-term trading that Putnam Management or a fund considers to be excessive or inappropriate, Putnam Management will issue the investor and his or her financial intermediary, if any, a written warning. Continued excessive short-term trading activity by an investor or intermediary that has received a warning may lead to the termination of the exchange privilege. Each fund also reserves the right to terminate the exchange privilege without a warning. In addition, Putnam Management will also communicate instances of excessive short-term trading to the compliance staff of an investor’s broker, if one is identified.

Account restrictions. In addition to enforcing these exchange parameters, Putnam Management and each fund reserve the right to reject or restrict purchases or exchanges for any reason. Putnam Management or each of the funds may determine that an investor’s trading activity is excessive or otherwise potentially harmful based on various factors, including an investor’s or financial intermediary’s trading history in a fund, other Putnam funds or other investment products, and may aggregate activity in multiple accounts under common ownership or control. If a fund identifies an investor or intermediary as a potential excessive trader, it may, among other things, require further trades to be submitted by mail rather than by phone or over the Internet, impose limitations on the amount, number, or frequency of future purchases or exchanges, or temporarily or permanently bar the investor or intermediary from investing in the fund or other Putnam funds. Each fund may take these steps in its discretion even if the investor’s activity may not have been detected by each particular fund’s current monitoring parameters.

• Limitations on the funds’ policies. There is no guarantee that a fund will be able to detect excessive short-term trading in all accounts. For example, Putnam Management currently does not have access to sufficient information to identify each investor’s trading history, and in certain circumstances there are operational or technological constraints on its ability to enforce the funds’ policies. In addition, even when Putnam Management has sufficient information, its detection methods may not capture all excessive short-term trading.

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In particular, many purchase, redemption and exchange orders are received from financial intermediaries that hold omnibus accounts with a fund. Omnibus accounts, in which shares are held in the name of an intermediary on behalf of multiple beneficial owners, are a common form of holding shares among retirement plans and financial intermediaries such as brokers, advisers and third-party administrators. The funds are generally not able to identify trading by a particular beneficial owner within an omnibus account, which makes it difficult or impossible to determine if a particular shareholder is engaging in excessive short-term trading. Putnam Management monitors aggregate cash flows in omnibus accounts on an ongoing basis. If high cash flows or other information indicate that excessive short-term trading may be taking place, Putnam Management will contact the financial intermediary, plan sponsor or recordkeeper that maintains accounts for the beneficial owner and attempt to identify and remedy any excessive trading. However, each fund’s ability to monitor and deter excessive short-term traders in omnibus accounts ultimately depends on the capabilities and cooperation of these third-party financial firms. A financial intermediary or plan sponsor may impose different or additional limits on short-term trading.

Distribution plans and payments to dealers

Putnam funds are distributed primarily through dealers (including any broker, dealer, bank, bank trust department, registered investment advisor, financial planner, retirement plan administrator, and any other institution having a selling, services, or any similar agreement with Putnam Retail Management or one of its affiliates). In order to pay for the marketing of fund shares and services provided to shareholders, each fund has adopted distribution and service (12b-1) plans, which increase the annual operating expenses you pay each year in certain share classes, as shown in the table of annual fund operating expenses in the section Fund summaries — Fees and expenses. Putnam Retail Management and its affiliates also make additional payments to dealers that do not increase your fund expenses, as described below.

Distribution and service (12b-1) plans. Each fund’s 12b-1 plans provide for payments at annual rates (based on average net assets) of up to 0.35% on class A shares and 1.00% on class B, class C, class M and class R shares. The Trustees currently limit payments on class A, class M and class R shares to 0.25%, 0.75% and 0.50% of average net assets, respectively. Because these fees are paid out of a fund’s assets on an ongoing basis, they will increase the cost of your investment. The higher fees for class B, class C, class M and class R shares may cost you more over time than paying the initial sales

40  Prospectus 

 



charge for class A shares. Because class C and class M shares, unlike class B shares, do not convert to class A shares, class C and class M shares may cost you more over time than class B shares. Class R shares will generally be less expensive than class B shares for shareholders who are eligible to purchase either class. Class Y shares, for shareholders who are eligible to purchase them, will be less expensive than other classes of shares because they do not bear sales charges or 12b-1 fees.

Payments to dealers. If you purchase your shares through a dealer, your dealer generally receives payments from Putnam Retail Management representing some or all of the sales charges and distribution and service (12b-1) fees, if any, shown in the tables under the heading Fund summaries — Fees and expenses at the front of this prospectus.

Putnam Retail Management and its affiliates also pay additional compensation to selected dealers in recognition of their marketing support and/or program servicing (each of which is described in more detail below). These payments may create an incentive for a dealer firm or its representatives to recommend or offer shares of the funds or other Putnam funds to its customers. These additional payments are made by Putnam Retail Management and its affiliates and do not increase the amount paid by you or a fund as shown under the heading Fund summaries — Fees and expenses.

The additional payments to dealers by Putnam Retail Management and its affiliates are generally based on one or more of the following factors: average net assets of a fund attributable to that dealer, sales or net sales of a fund attributable to that dealer, or reimbursement of ticket charges (fees that a dealer firm charges its representatives for effecting transactions in fund shares), or on the basis of a negotiated lump sum payment for services provided.

Marketing support payments are generally available to most dealers engaging in significant sales of Putnam fund shares. These payments are individually negotiated with each dealer firm, taking into account the marketing support services provided by the dealer, including business planning assistance, educating dealer personnel about the Putnam funds and shareholder financial planning needs, placement on the dealer’s preferred or recommended fund company list, and access to sales meetings, sales representatives and management representatives of the dealer, as well as the size of the dealer’s relationship with Putnam Retail Management. Although the total amount of marketing support payments made to dealers in any year may vary, on average, the aggregate payments are not expected, on an annual basis, to exceed 0.085% of the average net assets of Putnam’s retail mutual funds attributable to the dealers.

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Program servicing payments, which are paid in some instances to dealers in connection with investments in a fund by retirement plans and other investment programs, are not expected, with certain limited exceptions, to exceed 0.20% of the total assets in the program on an annual basis. These payments are made for program services provided by the dealer, including participant recordkeeping, reporting, or transaction processing, as well as services rendered in connection with fund/investment selection and monitoring, employee enrollment and education, plan balance rollover or separation, or other similar services.

You can find a list of all dealers to which Putnam made marketing support and/or program servicing payments in 2011 in the SAI, which is on file with the SEC and is also available on Putnam’s website at putnam.com. You can also find other details in the SAI about the payments made by Putnam Retail Management and its affiliates and the services provided by your dealer. Your dealer may charge you fees or commissions in addition to those disclosed in this prospectus. You can also ask your dealer about any payments it receives from Putnam Retail Management and its affiliates and any services your dealer provides, as well as about fees and/or commissions it charges.

• Other payments. Putnam Retail Management and its affiliates may make other payments (including payments in connection with educational seminars or conferences) or allow other promotional incentives to dealers to the extent permitted by SEC and NASD (as adopted by FINRA) rules and by other applicable laws and regulations. The funds’ transfer agent may also make payments to certain dealers in recognition of subaccounting or other services they provide to shareholders or plan participants who invest in a fund or other Putnam funds through their retirement plan. See the discussion in the SAI under the heading Management — Investor Servicing Agent for more details.

Fund distributions and taxes

The Growth Fund, Balanced Fund and Conservative Fund normally distribute any net investment income annually, quarterly and monthly, respectively, and any net realized capital gains annually. You may choose to reinvest distributions from net investment income, capital gains or both in additional shares of the respective fund or other Putnam funds, or you may receive them in cash in the form of a check or an electronic deposit to your bank account. If you do not select an option when you open your account, all distributions will be reinvested. If you choose to receive distributions in cash, but correspondence from the fund or Putnam Investor Services is returned

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as “undeliverable,” the distribution option on your account may be converted to reinvest future distributions in the applicable fund. You will not receive interest on uncashed distribution checks.

For shares purchased through your employer’s retirement plan, the terms of the plan will govern how the plan may receive distributions from a fund.

For federal income tax purposes, distributions of net investment income are generally taxable to you as ordinary income. Taxes on distributions of capital gains are determined by how long a fund owned (or is deemed to have owned) the investments that generated them, rather than by how long you have owned your shares. Distributions that the funds properly report to you as gains from investments that the funds owned for more than one year are generally taxable to you as long-term capital gains. Distributions of gains from investments that the funds owned for one year or less and gains on the sale of bonds characterized as market discount are generally taxable to you as ordinary income. For taxable years beginning before January 1, 2013, distributions that the funds properly report to you as “qualified dividend income” are taxable at the rate applicable to long-term capital gains provided that both you and the fund meet certain holding period and other requirements. Distributions are taxable in the manner described in this paragraph whether you receive them in cash or reinvest them in additional shares of a fund or other Putnam funds.

Distributions by a fund to retirement plans that qualify for tax-exempt treatment under federal income tax laws will not be taxable. Special tax rules apply to investments through such plans. You should consult your tax advisor to determine the suitability of a fund as an investment through such a plan and the tax treatment of distributions (including distributions of amounts attributable to an investment in a fund) from such a plan.

Unless you are investing through a tax-advantaged retirement account (such as an IRA), you should consider avoiding a purchase of fund shares shortly before a fund makes a distribution because doing so may cost you money in taxes. Distributions are taxable to you even if they are paid from income or gains earned by the funds before your investment (and thus were included in the price you paid). Contact your financial representative or Putnam to find out the distribution schedule for your fund.

A fund’s investments in certain debt obligations may cause the fund to recognize taxable income in excess of the cash generated by such obligations. Thus, a fund could be required at times to liquidate other investments in order to satisfy its distribution requirements.

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A fund’s investments in foreign securities, if any, may be subject to foreign withholding taxes. In that case, a fund’s return on those investments would be decreased. Shareholders generally will not be entitled to claim a credit or deduction with respect to these foreign taxes. In addition, a fund’s investment in foreign securities or foreign currencies may increase or accelerate the fund’s recognition of ordinary income and may affect the timing or amount of a fund’s distributions.

A fund’s use of derivatives, if any, may affect the amount, timing and character of distributions to shareholders and, therefore, may increase the amount of taxes payable by shareholders.

Any gain resulting from the sale or exchange of your shares generally also will be subject to tax.

The above is a general summary of the tax implications of investing in a fund. Please refer to the SAI for further details. You should consult your tax advisor for more information on your own tax situation, including possible foreign, state and local taxes.

Financial highlights

The financial highlights tables are intended to help you understand a fund’s recent financial performance. Certain information reflects financial results for a single fund share. The total returns represent the rate that an investor would have earned or lost on an investment in a fund, assuming reinvestment of all dividends and distributions. This information has been derived from each fund’s financial statements, which have been audited by PricewaterhouseCoopers LLP. The auditors’ report and the funds’ financial statements are included in the funds’ annual report to shareholders, which is available upon request.

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Financial highlights (For a common share outstanding throughout the period)

Putnam Dynamic Asset Allocation Growth Fund

INVESTMENT OPERATIONS:        LESS DISTRIBUTIONS:            RATIOS AND SUPPLEMENTAL DATA:   

                            Ratio of net   
  Net asset    Net realized      From              Ratio of  investment   
  value,  Net invest-   and unrealized  Total from  From  net realized  Total    Non-recurring    Total return at  Net assets, end  expenses  income (loss)   
  beginning  ment income  gain (loss) on  investment  net investment  gain on  distribu-  Redemption  reimburse-  Net asset value, net asset value  of period (in  to average  to average  Portfolio 
Period ended  of period  (loss) a  investments   operations  income  investments  tions  fees  ments  end of period  (%) b  thousands)   net assets (%) c  net assets (%)  turnover (%) d 

Class A                               
September 30, 2011  $11.72  .19  (.67)  (.48)  (.45)    (.45)    e, f  $10.79  (4.52)  $1,004,060  1.14  1.53  98 
September 30, 2010  11.03  .20  .98  1.18  (.49)    (.49)  e  e,g  11.72  10.98  1,160,684  1.20  1.79  116 
September 30, 2009  11.30  .19  (.07)  .12  (.39)    (.39)  e  e,h  11.03  2.31  1,127,303  1.22 i,j  2.09 i  130 
September 30, 2008  15.14  .28  (3.82)  (3.54)  (.16)  (.14)  (.30)  e    11.30  (23.82)  1,338,008  1.13 i  2.08 i  113 
September 30, 2007  13.32  .22  1.68  1.90  (.08)    (.08)  e    15.14  14.31  1,763,893  1.14 i  1.52 i  81 

Class B                               
September 30, 2011  $11.52  .09  (.66)  (.57)  (.35)    (.35)    e, f  $10.60  (5.27)  $130,730  1.89  .77  98 
September 30, 2010  10.85  .11  .97  1.08  (.41)    (.41)  e  e,g  11.52  10.18  175,341  1.95  1.03  116 
September 30, 2009  11.05  .12  (.04)  .08  (.28)    (.28)  e  e,h  10.85  1.64  201,795  1.97 i,j  1.34 i  130 
September 30, 2008  14.80  .17  (3.74)  (3.57)  (.04)  (.14)  (.18)  e    11.05  (24.38)  269,312  1.88 i  1.30 i  113 
September 30, 2007  13.05  .11  1.64  1.75        e    14.80  13.41  432,178  1.89 i  .76 i  81 

Class C                               
September 30, 2011  $11.29  .09  (.64)  (.55)  (.36)    (.36)    e, f  $10.38  (5.22)  $115,474  1.89  .78  98 
September 30, 2010  10.66  .11  .93  1.04  (.41)    (.41)  e  e,g  11.29  10.05  134,498  1.95  1.04  116 
September 30, 2009  10.87  .12  (.04)  .08  (.29)    (.29)  e  e,h  10.66  1.63  134,572  1.97 i,j  1.34 i  130 
September 30, 2008  14.58  .17  (3.68)  (3.51)  (.06)  (.14)  (.20)  e    10.87  (24.37)  167,237  1.88 i  1.31 i  113 
September 30, 2007  12.86  .11  1.61  1.72  e    e  e    14.58  13.40  241,464  1.89 i  .77 i  81 

Class M                               
September 30, 2011  $11.52  .13  (.67)  (.54)  (.39)    (.39)    e, f  $10.59  (5.07)  $23,402  1.64  1.03  98 
September 30, 2010  10.86  .14  .96  1.10  (.44)    (.44)  e  e,g  11.52  10.41  29,272  1.70  1.28  116 
September 30, 2009  11.09  .14  (.05)  .09  (.32)    (.32)  e  e,h  10.86  1.84  29,912  1.72 i,j  1.58 i  130 
September 30, 2008  14.86  .21  (3.75)  (3.54)  (.09)  (.14)  (.23)  e    11.09  (24.15)  37,313  1.63 i  1.57 i  113 
September 30, 2007  13.09  .14  1.65  1.79  (.02)    (.02)  e    14.86  13.65  50,657  1.64 i  1.00 i  81 

Class R                               
September 30, 2011  $11.53  .16  (.66)  (.50)  (.43)    (.43)    e, f  $10.60  (4.79)  $13,215  1.39  1.29  98 
September 30, 2010  10.88  .17  .95  1.12  (.47)    (.47)  e  e,g  11.53  10.60  13,669  1.45  1.54  116 
September 30, 2009  11.16  .17  (.08)  .09  (.37)    (.37)  e  e,h  10.88  1.97  10,844  1.47 i,j  1.85 i  130 
September 30, 2008  14.96  .25  (3.80)  (3.55)  (.11)  (.14)  (.25)  e    11.16  (24.08)  8,950  1.38 i  1.88 i  113 
September 30, 2007  13.18  .18  1.66  1.84  (.06)    (.06)  e    14.96  14.00  7,447  1.39 i  1.28 i  81 

Class Y                               
September 30, 2011  $11.82  .22  (.68)  (.46)  (.48)    (.48)    e, f  $10.88  (4.33)  $147,682  .89  1.79  98 
September 30, 2010  11.12  .23  .98  1.21  (.51)    (.51)  e  e,g  11.82  11.24  164,457  .95  2.02  116 
September 30, 2009  11.42  .22  (.09)  .13  (.43)    (.43)  e  e,h  11.12  2.43  240,911  .97 i,j  2.41 i  130 
September 30, 2008  15.28  .32  (3.85)  (3.53)  (.19)  (.14)  (.33)  e    11.42  (23.55)  166,154  .88 i  2.30 i  113 
September 30, 2007  13.44  .26  1.69  1.95  (.11)    (.11)  e    15.28  14.55  217,314  .89 i  1.75 i  81 

 

See notes to financial highlights at the end of this section.

46   Prospectus  Prospectus   47 

 



Financial highlights (Continued)

a Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period.

b Total return assumes dividend reinvestment and does not reflect the effect of sales charges.

c Includes amounts paid through expense offset and brokerage/service arrangements.

d Portfolio turnover excludes dollar roll transactions.

e Amount represents less than $0.01 per share.

f Reflects a non-recurring reimbursement related to restitution amounts in connection with a distribution plan approved by the Securities and Exchange Commission (the SEC) which amounted to less than $0.01 per share outstanding on July 21, 2011. Also reflects a non-recurring reimbursement related to short-term trading related lawsuits, which amounted to less than $0.01 per share outstanding on May 11, 2011.

g Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Prudential Securities, Inc., which amounted to less than $0.01 per share outstanding as of March 30, 2010.

h Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to less than $0.01 per share outstanding as of June 23, 2009.

i Reflects an involuntary contractual expense limitation in effect during the period. For periods prior to September 30, 2009, certain fund expenses were waived in connection with the fund’s investment in Putnam Prime Money Market Fund. As a result of such limitation and/or waivers, the expenses of each class reflect a reduction of the following amounts:

  Percentage of 
  average net assets 

September 30, 2009  0.07% 

September 30, 2008  0.02 

September 30, 2007  0.01 

 

j Includes interest accrued in connection with certain terminated derivative contracts, which amounted to less than 0.01% of average net assets as of September 30, 2009.

48   Prospectus 

 


 

 


 

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Prospectus   49 

 



Financial highlights (For a common share outstanding throughout the period)

Putnam Dynamic Asset Allocation Balanced Fund

INVESTMENT OPERATIONS:        LESS DISTRIBUTIONS:          RATIOS AND SUPPLEMENTAL DATA:     

                          Ratio of     
                          expenses     
                          to average  Ratio of net   
  Net asset    Net realized                  Ratio of  net assets  investment   
  value,  Net invest-  and unrealized  Total from  From          Total return at  Net assets, end  expenses  excluding inter-  income (loss)   
  beginning  ment income  gain (loss) on  investment net investment   Total  Redemption  Non-recurring  Net asset value, net asset value   of period (in  to average  est expense  to average  Portfolio 
Period ended  of period  (loss) a  investments   operations  income  distributions  fees  reimbursements  end of period  (%) b  thousands)  net assets (%) c  (%) c  net assets (%)   turnover (%) d 

Class A                               
September 30, 2011  $10.47  .21  (.28)  (.07)  (.41)  (.41)    e  $9.99  (.92)  $843,218  1.06  1.06  1.91  158 
September 30, 2010  9.82  .27  .94  1.21  (.56)  (.56)  f    10.47  12.62  931,461  1.10 g  1.10 g  2.71 g  138 
September 30, 2009  10.01  .21  .05 h  .26  (.45)  (.45)  f    9.82  3.79  927,285  1.23 g,i  1.13 g  2.54 g  201 
September 30, 2008  12.74  .36  (2.81)  (2.45)  (.28)  (.28)  f    10.01  (19.45)  1,142,882  1.09 g  1.09 g  3.07 g  124 
September 30, 2007  11.86  .27  .83  1.10  (.22)  (.22)  f    12.74  9.36  1,619,706  1.06 g  1.06 g  2.19 g  107 

Class B                               
September 30, 2011  $10.43  .13  (.29)  (.16)  (.32)  (.32)    e  $9.95  (1.71)  $88,888  1.81  1.81  1.15  158 
September 30, 2010  9.78  .20  .93  1.13  (.48)  (.48)  f    10.43  11.80  114,661  1.85 g  1.85 g  1.97 g  138 
September 30, 2009  9.96  .14  .07 h  .21  (.39)  (.39)  f    9.78  3.10  131,854  1.98 g,i  1.88 g  1.76 g  201 
September 30, 2008  12.66  .27  (2.78)  (2.51)  (.19)  (.19)  f    9.96  (19.99)  191,536  1.84 g  1.84 g  2.30 g  124 
September 30, 2007  11.78  .18  .83  1.01  (.13)  (.13)  f    12.66  8.58  311,754  1.81 g  1.81 g  1.43 g  107 

Class C                               
September 30, 2011  $10.28  .13  (.28)  (.15)  (.33)  (.33)    e  $9.80  (1.68)  $91,254  1.81  1.81  1.16  158 
September 30, 2010  9.65  .19  .92  1.11  (.48)  (.48)  f    10.28  11.79  98,134  1.85 g  1.85 g  1.96 g  138 
September 30, 2009  9.85  .15  .04 h  .19  (.39)  (.39)  f    9.65  2.97  99,579  1.98 g,i  1.88 g  1.79 g  201 
September 30, 2008  12.53  .27  (2.76)  (2.49)  (.19)  (.19)  f    9.85  (20.01)  118,179  1.84 g  1.84 g  2.32 g  124 
September 30, 2007  11.66  .18  .82  1.00  (.13)  (.13)  f    12.53  8.64  162,251  1.81 g  1.81 g  1.43 g  107 

Class M                               
September 30, 2011  $10.46  .15  (.28)  (.13)  (.35)  (.35)    e  $9.98  (1.44)  $19,151  1.56  1.56  1.41  158 
September 30, 2010  9.81  .22  .93  1.15  (.50)  (.50)  f    10.46  12.08  23,600  1.60 g  1.60 g  2.20 g  138 
September 30, 2009  10.00  .17  .05 h  .22  (.41)  (.41)  f    9.81  3.27  22,010  1.73 g,i  1.63 g  2.04 g  201 
September 30, 2008  12.72  .30  (2.80)  (2.50)  (.22)  (.22)  f    10.00  (19.82)  27,475  1.59 g  1.59 g  2.58 g  124 
September 30, 2007  11.84  .21  .83  1.04  (.16)  (.16)  f    12.72  8.83  38,124  1.56 g  1.56 g  1.68 g  107 

Class R                               
September 30, 2011  $10.41  .18  (.28)  (.10)  (.38)  (.38)    e  $9.93  (1.18)  $10,066  1.31  1.31  1.66  158 
September 30, 2010  9.77  .25  .92  1.17  (.53)  (.53)  f    10.41  12.32  9,614  1.35 g  1.35 g  2.45 g  138 
September 30, 2009  9.97  .19  .04 h  .23  (.43)  (.43)  f    9.77  3.45  7,476  1.48 g,i  1.38 g  2.31 g  201 
September 30, 2008  12.69  .33  (2.79)  (2.46)  (.26)  (.26)  f    9.97  (19.62)  6,667  1.34 g  1.34 g  2.83 g  124 
September 30, 2007  11.79  .24  .83  1.07  (.17)  (.17)  f    12.69  9.13  5,151  1.31 g  1.31 g  1.95 g  107 

Class Y                               
September 30, 2011  $10.49  .24  (.29)  (.05)  (.44)  (.44)    e  $10.00  (.76)  $171,176  .81  .81  2.16  158 
September 30, 2010  9.83  .30  .94  1.24  (.58)  (.58)  f    10.49  12.98  167,625  .85 g  .85 g  2.99 g  138 
September 30, 2009  10.03  .24  .03 h  .27  (.47)  (.47)  f    9.83  3.96  273,251  .98 g,i  .88 g  2.88 g  201 
September 30, 2008  12.76  .39  (2.81)  (2.42)  (.31)  (.31)  f    10.03  (19.20)  231,078  .84 g  .84 g  3.33 g  124 
September 30, 2007  11.88  .30  .84  1.14  (.26)  (.26)  f    12.76  9.61  238,397  .81 g  .81 g  2.43 g  107 

 

See notes to financial highlights at the end of this section.

50   Prospectus  Prospectus   51 

 



Financial highlights (Continued)

a Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period.

b Total return assumes dividend reinvestment and does not reflect the effect of sales charges.

c Includes amounts paid through expense offset and brokerage/service arrangements.

 d Portfolio turnover excludes dollar roll transactions.

 e Reflects a non-recurring reimbursement related to restitution amounts in connection with a distribution plan approved by the Securities and Exchange Commission (the SEC) which amounted to less than $0.01 per share outstanding on July 21, 2011. Also reflects a non-recurring reimbursement related to short-term trading related lawsuits, which amounted to less than $0.01 per share outstanding on May 11, 2011.

f Amount represents less than $0.01 per share.

g Reflects an involuntary contractual expense limitation in effect during the period. For periods prior to September 30, 2009, certain fund expenses were waived in connection with the fund’s investment in Putnam Prime Money Market Fund. As a result of such limitation and/or waivers, the expenses of each class reflect a reduction of the following amounts:

  Percentage of 
  average net assets 

September 30, 2010  0.02% 

September 30, 2009  0.12 

September 30, 2008  <0.01 

September 30, 2007  0.01 

 

h The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the fund.

i Includes interest accrued in connection with certain terminated derivative contracts, which amounted to 0.10% of average net assets as of September 30, 2009.

52  Prospectus 

 


 

 

 

 


 

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Prospectus   53 

 



Financial highlights (For a common share outstanding throughout the period)

Putnam Dynamic Asset Allocation Conservative Fund


INVESTMENT OPERATIONS:        LESS DISTRIBUTIONS:          RATIOS AND SUPPLEMENTAL DATA:     

                          Ratio of     
                          expenses     
                          to average  Ratio of net   
  Net asset    Net realized                  Ratio of  net assets  investment   
  value,  Net invest-  and unrealized  Total from  From          Total return at  Net assets, end  expenses  excluding inter-  income (loss)   
  beginning  ment income  gain (loss) on  investment    net investment Total  Redemption  Non-recurring  Net asset value,   net asset value  of period (in  to average  est expense  to average  Portfolio 
Period ended  of period  (loss) a  investments  operations  income  distributions  fees  reimbursements  end of period  (%) b  thousands)  net assets (%) c  (%) c  net assets (%)  turnover (%) g 

Class A                               
September 30, 2011  $9.08  .20  (.12) j  .08  (.33)  (.33)    e,f  $8.83  .84  $352,757  1.07  1.07  2.12  288 
September 30, 2010  8.60  .28  .69  .97  (.49)  (.49)  e    9.08  11.57  376,055  1.05 d  1.05 d  3.21 d  196 
September 30, 2009  8.35  .22  .35  .57  (.32)  (.32)  e  e,h  8.60  7.52  359,937  1.28 d,i  1.17 d  3.00 d  292 
September 30, 2008  9.84  .38  (1.54)  (1.16)  (.33)  (.33)  e    8.35  (12.09)  403,932  1.15 d  1.15 d  4.06 d  170 
September 30, 2007  9.59  .30  .25  .55  (.30)  (.30)  e    9.84  5.76  492,125  1.15 d  1.15 d  3.09 d  151 

Class B                               
September 30, 2011  $9.02  .13  (.11) j  .02  (.27)  (.27)    e,f  $8.77  .09  $26,068  1.82  1.82  1.36  288 
September 30, 2010  8.54  .22  .68  .90  (.42)  (.42)  e    9.02  10.85  32,603  1.80 d  1.80 d  2.49 d  196 
September 30, 2009  8.27  .17  .36  .53  (.26)  (.26)  e  e,h  8.54  7.02  37,157  2.03 d,i  1.92 d  2.24 d  292 
September 30, 2008  9.75  .31  (1.53)  (1.22)  (.26)  (.26)  e    8.27  (12.77)  48,764  1.90 d  1.90 d  3.31 d  170 
September 30, 2007  9.50  .23  .24  .47  (.22)  (.22)  e    9.75  5.00  73,813  1.90 d  1.90 d  2.36 d  151 

Class C                               
September 30, 2011  $8.99  .13  (.10) j  .03  (.27)  (.27)    e,f  $8.75  .22  $43,703  1.82  1.82  1.38  288 
September 30, 2010  8.53  .21  .67  .88  (.42)  (.42)  e    8.99  10.62  43,589  1.80 d  1.80 d  2.45 d  196 
September 30, 2009  8.28  .17  .34  .51  (.26)  (.26)  e  e,h  8.53  6.79  40,389  2.03 d,i  1.92 d  2.25 d  292 
September 30, 2008  9.76  .31  (1.53)  (1.22)  (.26)  (.26)  e    8.28  (12.76)  47,692  1.90 d  1.90 d  3.31 d  170 
September 30, 2007  9.49  .23  .26  .49  (.22)  (.22)  e    9.76  5.21  56,647  1.90 d  1.90 d  2.34 d  151 

Class M                               
September 30, 2011  $9.00  .15  (.10) j  .05  (.29)  (.29)    e,f  $8.76  .43  $7,505  1.57  1.57  1.62  288 
September 30, 2010  8.53  .24  .67  .91  (.44)  (.44)  e    9.00  11.00  8,767  1.55 d  1.55 d  2.73 d  196 
September 30, 2009  8.27  .19  .35  .54  (.28)  (.28)  e  e,h  8.53  7.18  8,859  1.78 d,i  1.67 d  2.55 d  292 
September 30, 2008  9.75  .33  (1.53)  (1.20)  (.28)  (.28)  e    8.27  (12.54)  10,452  1.65 d  1.65 d  3.55 d  170 
September 30, 2007  9.50  .25  .25  .50  (.25)  (.25)  e    9.75  5.27  12,409  1.65 d  1.65 d  2.59 d  151 

Class R                               
September 30, 2011  $9.27  .18  (.11) j  .07  (.31)  (.31)    e,f  $9.03  .68  $3,582  1.32  1.32  1.88  288 
September 30, 2010  8.75  .26  .72  .98  (.46)  (.46)  e    9.27  11.55  3,377  1.30 d  1.30 d  2.94 d  196 
September 30, 2009  8.45  .21  .39  .60  (.30)  (.30)  e  e,h  8.75  7.74  2,594  1.53 d,i  1.42 d  2.71 d  292 
September 30, 2008  9.95  .34  (1.53)  (1.19)  (.31)  (.31)  e    8.45  (12.28)  3,127  1.40 d  1.40 d  3.66 d  170 
September 30, 2007  9.67  .28  .27  .55  (.27)  (.27)  e    9.95  5.77  1,251  1.40 d  1.40 d  2.84 d  151 

Class Y                               
September 30, 2011  $9.10  .21  (.09) j  .12  (.36)  (.36)    e,f  $8.86  1.21  $80,371  .82  .82  2.26  288 
September 30, 2010  8.62  .31  .68  .99  (.51)  (.51)  e    9.10  11.85  595,429  .80 d  .80 d  3.45 d  196 
September 30, 2009  8.34  .25  .37  .62  (.34)  (.34)  e  e,h  8.62  8.17  539,433  1.03 d,i  .92 d  3.29 d  292 
September 30, 2008  9.83  .40  (1.54)  (1.14)  (.35)  (.35)  e    8.34  (11.88)  470,161  .90 d  .90 d  4.30 d  170 
September 30, 2007  9.57  .33  .25  .58  (.32)  (.32)  e    9.83  6.14  463,781  .90 d  .90 d  3.34 d  151 

 

See notes to financial highlights at the end of this section.

54   Prospectus  Prospectus   55 

 



Financial highlights (Continued)

a Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period.

b Total return assumes dividend reinvestment and does not reflect the effect of sales charges.

c Includes amounts paid through expense offset and brokerage/service arrangements.

d Reflects an involuntary contractual expense limitation in effect during the period. For periods prior to September 30, 2009, certain fund expenses were waived in connection with the fund’s investment in Putnam Prime Money Market Fund. As a result of such limitation and/or waivers, the expenses of each class reflect a reduction of the following amounts:

  Percentage of 
  average net assets 

September 30, 2010  0.02% 

September 30, 2009  0.05 

September 30, 2008  0.01 

September 30, 2007  0.01 

e Amount represents less than $0.01 per share.

 

f Reflects a non-recurring reimbursement related to restitution amounts in connection with a distribution plan approved by the Securities and Exchange Commission (SEC) which amounted to less than $0.01 per share outstanding on July 21, 2011. Also reflects a non-recurring reimbursement related to short-term trading related lawsuits, which amounted to less than $0.01 per share outstanding on May 11, 2011.

g Portfolio turnover excludes dollar roll transactions.

h Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Bear, Stearns & Co., Inc. which amounted to less than $0.01 per share outstanding as of May 31, 2009.

i Includes interest accrued in connection with certain terminated derivative contracts, which amounted to 0.11% of average net assets as of September 30, 2009.

 j The amount shown for a share outstanding does not correspond with the aggregate net gain on investments for the period due to the timing of sales and repurchases of fund shares in relation to fluctuating market values of the investments of the fund.

56  Prospectus 

 



Make the most of your Putnam privileges

The following services are available to you as a Putnam mutual fund shareholder.

Systematic investment plan

Invest as much as you wish. The amount you choose will be automatically transferred weekly, semi-monthly or monthly from your checking or savings account.

Systematic withdrawal

Make regular withdrawals monthly, quarterly, semiannually, or annually from your Putnam mutual fund account.

Systematic exchange

Transfer assets automatically from one Putnam account to another on a regular, prearranged basis.

Exchange privilege

Exchange money between Putnam funds. The exchange privilege allows you to adjust your investments as your objectives change. A signature guarantee is required for exchanges of more than $500,000 and shares of all Putnam funds may not be available to all investors.

A short-term trading fee of 1.00% may apply to exchanges of certain fund shares within the time period specified in the applicable fund’s prospectus.

Investors may not maintain, within the same fund, simultaneous plans for systematic investment or exchange (into the fund) and systematic withdrawal or exchange (out of the fund). These privileges are subject to change or termination.

Many of these services can be accessed online at putnam.com.

For more information about any of these services and privileges, call your financial representative or a Putnam customer service representative toll-free at 1-800-225-1581.

Prospectus   57 

 


Putnam family of fundsa

The following is a list of Putnam’s open-end mutual funds offered to the public. Investors should carefully consider the investment objective, risks, charges, and expenses of a fund before investing. For a prospectus containing this and other information for any Putnam fund or product, call your financial advisor at 1-800-225-1581 and ask for a prospectus. Please read the prospectus carefully before investing.

Growth  Value 
Growth Opportunities Fund  Convertible Securities Fund 
International Growth Fund  Equity Income Fund 
Multi-Cap Growth Fund  George Putnam Balanced Fund 
Small Cap Growth Fund  The Putnam Fund for Growth 
Voyager Fund  and Income 
  International Value Fund 
Blend  Multi-Cap Value Fund 
Asia Pacific Equity Fund   Small Cap Value Fund  
Capital Opportunities Fund   
Capital Spectrum Fund  Income 
Emerging Markets Equity Fund  American Government Income Fund 
Equity Spectrum Fund  Diversified Income Trust 
Europe Equity Fund  Floating Rate Income Fund 
Global Equity Fund  Global Income Trust 
International Capital  High Yield Advantage Fund 
Opportunities Fund  High Yield Trust 
International Equity Fund  Income Fund 
Investors Fund  Money Market Fundb 
Multi-Cap Core Fund  Short Duration Income Fund 
Research Fund  U.S. Government Income Trust 

 

a As of December 30, 2011.

b An investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund.

58   Prospectus 

 



Tax-free income  Retirement Income Fund Lifestyle 1d 
AMT-Free Municipal Fund  Retirement Income Fund Lifestyle 2 
Tax Exempt Income Fund  Retirement Income Fund Lifestyle 3e 
Tax Exempt Money Market Fundb   
Tax-Free High Yield Fund   Putnam Global Asset Allocation 
Funds — four investment portfolios 
  that spread your money across a 
State tax-free income funds: c  variety of stocks, bonds, and money 
Arizona, California, Massachusetts,  market investments; 
Michigan, Minnesota, New Jersey,   
New York, Ohio, and Pennsylvania  Dynamic Asset Allocation 
  Balanced Fundf 
Absolute Return  Dynamic Asset Allocation  
Absolute Return 100 Fund  Conservative Fundf 
Absolute Return 300 Fund   Dynamic Asset Allocation 
Absolute Return 500 Fund  Growth Fundf 
Absolute Return 700 Fund  Dynamic Risk Allocation Fund 
   
Global Sector  Putnam RetirementReady® 
Global Consumer Fund  Putnam RetirementReady Funds — 
Global Energy Fund  investment portfolios that offer 
Global Financials Fund  diversification among stocks, bonds, 
Global Health Care Fund  and money market instruments and 
Global Industrials Fund  adjust to become more conservative 
Global Natural Resources Fund   over time based on a target date for 
Global Technology Fund  withdrawing assets. 
Global Telecommunications Fund   
Global Utilities Fund  The funds: 
Putnam Global Sector Fund  Putnam RetirementReady 2055 Fund 
Putnam RetirementReady 2050 Fund 
Asset allocation   Putnam RetirementReady 2045 Fund 
Putnam Retirement Income  Putnam RetirementReady 2040 Fund 
Lifestyle Funds — portfolios with  Putnam RetirementReady 2035 Fund 
managed allocations to stocks, bonds,  Putnam RetirementReady 2030 Fund 
and money market investments to  Putnam RetirementReady 2025 Fund 
generate retirement income.  Putnam RetirementReady 2020 Fund 
  Putnam RetirementReady 2015 Fund 

 

c Not available in all states.
d Formerly Putnam RetirementReady Maturity Fund.
e Formerly Putnam Income Strategies Fund.
f Formerly Putnam Asset Allocation: Balanced Portfolio, Putnam Asset Allocation: Conservative Portfolio, and Putnam Asset Allocation: Growth Portfolio.
 
Prospectus   59 

 



For more information about Putnam Dynamic Asset Allocation Funds

The funds’ SAI and annual and semiannual reports to shareholders include additional information about the funds. The SAI is incorporated by reference into this prospectus, which means it is part of this prospectus for legal purposes. The funds’ annual report discusses the market conditions and investment strategies that significantly affected each fund’s performance during its last fiscal year. You may get free copies of these materials, request other information about any Putnam fund, or make shareholder inquiries, by contacting your financial representative, by visiting Putnam’s website at putnam.com/individual, or by calling Putnam toll-free at 1-800-225-1581.

You may review and copy information about a fund, including its SAI, at the Securities and Exchange Commission’s Public Reference Room in Washington, D.C. You may call the Commission at 1-202-551-8090 for information about the operation of the Public Reference Room. You may also access reports and other information about the funds on the EDGAR Database on the Commission’s Web site at http://www.sec.gov. You may get copies of this information, with payment of a duplication fee, by electronic request at the following E-mail address: publicinfo@sec.gov., or by writing the Commission’s Public Reference Section, Washington, D.C. 20549-1520. You may need to refer to the funds’ file number.

Putnam Investments
One Post Office Square
Boston, MA 02109
1-800-225-1581

Address correspondence to
Putnam Investor Services
P.O. Box 8383
Boston, MA 02266-8383

putnam.com

File No. 811-7121  SP059 272200 1/12 


Prospectus Supplement  July 2, 2012 

 

Putnam Dynamic Asset Allocation Funds Prospectus dated January 30, 2012

The funds will offer class R5 and class R6 shares to qualified employee-benefit plans beginning on July 2, 2012. The prospectus is supplemented as follows to add information about class R5 and class R6 shares.

The front cover page is supplemented to add class R5 and class R6 shares to the list of shares to which the prospectus relates, and to indicate that fund symbols for class R5 and class R6 shares are pending.

The following information is added to Fund summaries:

Putnam Dynamic Asset Allocation Growth Fund
Fees and expenses

Shareholder fees (fees paid directly from your investment)

    Maximum deferred sales charge (load) (as 
  Maximum sales charge (load) imposed on  a percentage of original purchase price or 
Share class  purchases (as a percentage of offering price)  redemption proceeds, whichever is lower) 

Class R5  NONE  NONE 

Class R6  NONE  NONE 

 

Annual fund operating expenses (expenses you pay each year as a percentage of the value of your investment)

    Distribution and  Other  Acquired fund fees  Total annual fund 
Share class  Management fees  service (12b-1) fees  expenses  and expenses  operating expenses 

Class R5  0.60%  N/A  0.22%****  0.02%  0.84% 

Class R6  0.60%  N/A  0.12%****  0.02%  0.74% 

 

**** Other expenses are based on expenses of class A shares for the fund’s last fiscal year, adjusted to reflect the lower investor servicing fees applicable to class R5 and class R6 shares.

Example

Share class  1 year  3 years  5 years  10 years 

Class R5  $86  $268  $466  $1,037 

Class R6  $76  $237  $411  $918 

 

Putnam Dynamic Asset Allocation Balanced Fund
Fees and expenses

Shareholder fees (fees paid directly from your investment)

    Maximum deferred sales charge (load) (as 
  Maximum sales charge (load) imposed on  a percentage of original purchase price or 
Share class  purchases (as a percentage of offering price)  redemption proceeds, whichever is lower) 

Class R5  NONE  NONE 

Class R6  NONE  NONE 

 

Annual fund operating expenses (expenses you pay each year as a percentage of the value of your investment)

    Distribution and  Other  Acquired fund  Total annual fund 
Share class  Management fees  service (12b-1) fees  expenses  fees and expenses  operating expenses 

Class R5  0.53%  N/A  0.22%****  0.01%  0.76% 

Class R6  0.53%  N/A  0.12%****  0.01%  0.66% 

 

**** Other expenses are based on expenses of class A shares for the fund’s last fiscal year, adjusted to reflect the lower investor servicing fees applicable to class R5 and class R6 shares.


275329 7/12 

 



Example

Share class  1 year  3 years  5 years  10 years 

Class R5  $78  $243  $422  $942 

Class R6  $67  $211  $368  $822 

 

Putnam Dynamic Asset Allocation Conservative Fund
Fees and expenses

Shareholder fees (fees paid directly from your investment)

    Maximum deferred sales charge (load) (as 
  Maximum sales charge (load) imposed on  a percentage of original purchase price or 
Share class  purchases (as a percentage of offering price)  redemption proceeds, whichever is lower) 

Class R5  NONE  NONE 

Class R6  NONE  NONE 

 

Annual fund operating expenses (expenses you pay each year as a percentage of the value of your investment)

    Distribution and  Other  Acquired fund fees and  Total annual fund 
Share class  Management fees  service (12b-1) fees  expenses  expenses  operating expenses 

Class R5  0.53%  N/A  0.21%****  0.01%  0.75% 

Class R6  0.53%  N/A  0.14%****  0.01%  0.68% 

 

**** Other expenses are based on expenses of class A shares for the fund’s last fiscal year, adjusted to reflect the lower investor servicing fees applicable to class R5 and class R6 shares.

Example

Share class  1 year  3 years  5 years  10 years 

Class R5  $77  $240  $417  $930 

Class R6  $69  $218  $379  $847 

 

The second sentence in How do I buy fund shares? — Which class of shares is best for me? is amended to read: “Qualified employee-benefit plans may also choose class R, R5 or R6 shares, and certain investors described below may also choose class Y shares.”

The following information is added to How do I buy fund shares? — Here is a summary of the differences among the classes of shares:

Class R5 shares (available only to qualified plans with assets of at least of $50 million)

No initial sales charge; your entire investment goes to work immediately

No deferred sales charge

Lower annual expenses, and higher dividends, than class A, B, C, M or R shares because of no 12b-1 fees and lower investor servicing fees

Lower annual expenses, and higher dividends, than class Y shares because of lower investor servicing fees

Higher annual expenses, and lower dividends, than class R6 shares because of higher investor servicing fees

Class R6 shares (available only to qualified plans with assets of at least $50 million)

No initial sales charge; your entire investment goes to work immediately

No deferred sales charge

Lower annual expenses, and higher dividends, than class A, B, C, M or R shares because of no 12b-1 fees and lower investor servicing fees

Lower annual expenses, and higher dividends, than class Y or R5 shares because of lower investor servicing fees

The last sentence in the subsection Distribution and service (12b-1) plans in the Distribution plans and payments to dealers section is amended to read:

Class R5, R6 and Y shares, for shareholders who are eligible to purchase them, will be less expensive than the other classes of shares because they do not bear sales charges or 12b-1 fees.

The tables in the Financial highlights section for these funds are revised, as set forth below, to include certain financial information derived from financial statements provided in the funds’ most recent shareholder reports.

2 

 



Putnam Dynamic Asset Allocation Growth Fund
Financial highlights

Period ended March 31, 2012 **  CLASS A  CLASS B  CLASS C  CLASS M  CLASS R  CLASS Y 

INVESTMENT OPERATIONS:             

Net asset value, beginning of period  $10.79  $10.60  $10.38  $10.59  $10.60  $10.88 

Net investment income (loss) (a)  .09  .04  .04  .05  .07  .10 

Net realized and unrealized gain (loss) on             
investments  2.31  2.28  2.23  2.28  2.28  2.33 

Total from investment operations  2.40  2.32  2.27  2.33  2.35  2.43 

LESS DISTRIBUTIONS:             

From net investment income  (.04)        (.01)  (.07) 

From net realized gain on investments             

Total distributions  (.04)        (.01)  (.07) 

Redemption fees             

Non-recurring reimbursements             

Net asset value, end of period  $13.15  $12.92  $12.65  $12.92  $12.94  $13.24 

Total return at net asset value (%) (b)*  22.27  21.89  21.87  22.00  22.16  22.43 

RATIOS AND SUPPLEMENTAL DATA:             

Net assets, end of period (in thousands)  $1,148,500  $140,741  $132,027  $27,928  $15,633  $168,065 

Ratio of expenses to average net assets (%) (c) *  .57  .94  .94  .82  .69  .44 

Ratio of net investment income (loss) to average             
net assets (%)*  .71  .33  .33  .45  .58  .83 

Portfolio turnover (%)(d)*  69  69  69  69  69  69 

 

Putnam Dynamic Asset Allocation Balanced Fund
Financial highlights

Period ended March 31, 2012 **  CLASS A  CLASS B  CLASS C  CLASS M  CLASS R  CLASS Y 

INVESTMENT OPERATIONS:             

Net asset value, beginning of period  $9.99  $9.95  $9.80  $9.98  $9.93  $10.00 

Net investment income (loss) (a)  .10  .06  .06  .07  .08  .11 

Net realized and unrealized gain (loss) on             
investments  1.61  1.61  1.58  1.61  1.60  1.62 

Total from investment operations  1.71  1.67  1.64  1.68  1.68  1.73 

LESS DISTRIBUTIONS:             

From net investment income  (.10)  (.06)  (.06)  (.07)  (.08)  (.11) 

Total distributions  (.10)  (.06)  (.06)  (.07)  (.08)  (.11) 

Redemption fees             

Non-recurring reimbursements             

Net asset value, end of period  $11.60  $11.56  $11.38  $11.59  $11.53  $11.62 

Total return at net asset value (%) (b)*  17.13  16.77  16.74  16.89  17.00  17.36 

RATIOS AND SUPPLEMENTAL DATA:             

Net assets, end of period (in thousands)  $904,125  $92,935  $99,429  $22,923  $11,586  $183,061 

Ratio of expenses to average net assets (%) (c) *  .53  .91  .91  .78  .66  .41 

Ratio of expenses to average net assets             
excluding interest expense (%) (c) *  .53  .91  .91  .78  .66  .41 

Ratio of net investment income (loss) to             
average net assets (%)*  .90  .53  .53  .65  .78  1.02 

Portfolio turnover (%)(d)*  88  88  88  88  88  88 

 

3 

 



Putnam Dynamic Asset Allocation Conservative Fund
Financial highlights

Period ended March 31, 2012 **  CLASS A  CLASS B  CLASS C  CLASS M  CLASS R  CLASS Y 

INVESTMENT OPERATIONS:             

Net asset value, beginning of period  $8.83  $8.77  $8.75  $8.76  $9.03  $8.86 

Net investment income (loss) (a)  .11  .07  .07  .08  .10  .12 

Net realized and unrealized gain (loss) on             
investments  .74  .74  .73  .74  .76  .74 

Total from investment operations  .85  .81  .80  .82  .86  .86 

LESS DISTRIBUTIONS:             

From net investment income  (.08)  (.04)  (.04)  (.06)  (.07)  (.09) 

Total distributions  (.08)  (.04)  (.04)  (.06)  (.07)  (.09) 

Redemption fees             

Non-recurring reimbursements             

Net asset value, end of period  $9.60  $9.54  $9.51  $9.52  $9.82  $9.63 

Total return at net asset value (%) (b)*  9.64  9.29  9.21  9.33  9.51  9.75 

RATIOS AND SUPPLEMENTAL DATA:             

Net assets, end of period (in thousands)  $370,776  $26,640  $47,306  $8,430  $3,482  $85,040 

Ratio of expenses to average net assets (%) (c) *  .53  .91  .91  .78  .66  .41 

Ratio of expenses to average net assets             
excluding interest expense (%) (c) *  .53  .91  .91  .78  .66  .41 

Ratio of net investment income (loss) to average             
net assets (%)*  1.17  .80  .80  .91  1.05  1.30 

Portfolio turnover (%)(d)*  120  120  120  120  120  120 

 

* Not annualized

** Unaudited.

(a) Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period.

(b) Total return assumes dividend reinvestment and does not reflect the effect of sales charges.

(c) Includes amounts paid through expense offset and brokerage/service arrangements

(d) Portfolio turnover excludes TBA roll transactions.

4 

 



FUND SYMBOLS  CLASS A  CLASS B  CLASS C  CLASS M  CLASS R  CLASS Y 
Growth Fund  PAEAX  PAEBX  PAECX  PAGMX  PASRX  PAGYX 
Balanced Fund  PABAX  PABBX  AABCX  PABMX  PAARX  PABYX 
Conservative Fund  PACAX  PACBX  PACCX  PACMX  PACRX  PACYX 

 

Putnam Dynamic Asset Allocation Growth Fund 
 
Putnam Dynamic Asset Allocation Balanced Fund 
 
Putnam Dynamic Asset Allocation Conservative Fund 
EACH A SERIES OF PUTNAM ASSET ALLOCATION FUNDS 
 
FORM N-1A 
 
PART B 
 
STATEMENT OF ADDITIONAL INFORMATION (SAI) 
January 30, 2012 

 

This SAI is not a prospectus. If a fund has more than one form of current prospectus, each reference to the prospectus in this SAI shall include all of the fund’s prospectuses, unless otherwise noted. The SAI should be read together with the applicable prospectus. For a free copy of the funds’ annual report or a prospectus dated 1/30/12, as revised from time to time, call Putnam Investor Services at 1-800-225-1581, visit Putnam’s website at putnam.com or write Putnam Investor Services, P.O. Box 8383, Boston, MA 02266-8383.

Part I of this SAI contains specific information about the funds. Part II includes information about these funds and the other Putnam funds.

  sai_6 - 2012/01 
 
  sai_7 - 2012/01 
 
  sai_8 - 2012/01 

 

1 

 



Table of Contents 

 

PART I   
 
FUND ORGANIZATION AND CLASSIFICATION  I-3 
INVESTMENT RESTRICTIONS  I-3 
CHARGES AND EXPENSES  I-5 
PORTFOLIO MANAGERS  I-23 
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND FINANCIAL  I-27 
STATEMENTS   
 
 
PART II   
 
HOW TO BUY SHARES  II-1 
DISTRIBUTION PLANS  II-11 
MISCELLANEOUS INVESTMENTS, INVESTMENT PRACTICES AND RISKS  II-19 
TAXES  II-53 
MANAGEMENT  II-66 
DETERMINATION OF NET ASSET VALUE  II-85 
INVESTOR SERVICES  II-86 
SIGNATURE GUARANTEES  II-90 
REDEMPTIONS  II-90 
SHAREHOLDER LIABILITY  II-91 
DISCLOSURE OF PORTFOLIO INFORMATION  II-91 
PROXY VOTING GUIDELINES AND PROCEDURES  II-93 
SECURITIES RATINGS  II-93 
CLAIMS - PAYING ABILITY RATINGS  II-97 
APPENDIX A - PROXY VOTING GUIDELINES OF THE PUTNAM FUNDS  II-101 
APPENDIX B - FINANCIAL STATEMENTS  II-117 

 

2 

 



SAI
 
PART I 

 

FUND ORGANIZATION AND CLASSIFICATION

The funds are diversified series of Putnam Asset Allocation Funds, a Massachusetts business trust organized on November 4, 1993 (the “Trust”). A copy of the Agreement and Declaration of Trust, which is governed by Massachusetts law, is on file with the Secretary of The Commonwealth of Massachusetts. Prior to November 30, 2011, the funds were also known as Putnam Asset Allocation: Growth Portfolio, Putnam Asset Allocation: Balanced Portfolio and Putnam Asset Allocation: Conservative Portfolio, respectively.

The Trust is an open-end management investment company with an unlimited number of authorized shares of beneficial interest. The Trustees may, without shareholder approval, create two or more series of shares representing separate investment portfolios. Any such series of shares may be divided without shareholder approval into two or more classes of shares having such preferences and special or relative rights and privileges as the Trustees determine. Each fund offers classes of shares with different sales charges and expenses.

Each share has one vote, with fractional shares voting proportionally. Shares of all series and classes will vote together as a single class on all matters except (i) when required by the Investment Company Act of 1940 or when the Trustees have determined that a matter affects one or more series or classes materially differently, shares are voted by individual series or class; and (ii) when the Trustees determine that such a matter affects only the interests of a particular series or class, then only shareholders of such series or class shall be entitled to vote thereon. Shares are freely transferable, are entitled to dividends as declared by the Trustees, and, if the fund were liquidated, would receive the net assets of the fund.

Each fund may suspend the sale of shares at any time and may refuse any order to purchase shares. Although each fund is not required to hold annual meetings of its shareholders, shareholders holding at least 10% of the outstanding shares entitled to vote have the right to call a meeting to elect or remove Trustees, or to take other actions as provided in the Agreement and Declaration of Trust.

INVESTMENT RESTRICTIONS

As fundamental investment restrictions, which may not be changed without a vote of a majority of the outstanding voting securities of a fund created under the Trust, each fund may not and will not:

3 

 



(1) Borrow money in excess of 33 1/3% of the value of its total assets (not including the amount borrowed) at the time the borrowing is made.

(2) Underwrite securities issued by other persons except to the extent that, in connection with the disposition of its portfolio investments, it may be deemed to be an underwriter under certain federal securities laws.

(3) Purchase or sell real estate, although it may purchase securities of issuers which deal in real estate, securities which are secured by interests in real estate, and securities which represent interests in real estate, and it may acquire and dispose of real estate or interests in real estate acquired through the exercise of its rights as a holder of debt obligations secured by real estate or interests therein.

(4) Purchase or sell commodities, except as permitted by applicable law.

(5) Make loans, except by purchase of debt obligations in which the fund may invest consistent with its investment policies (including without limitation debt obligations issued by other Putnam funds), by entering into repurchase agreements, or by lending its portfolio securities.

(6) With respect to 75% of its total assets, invest in securities of any issuer if, immediately after such investment, more than 5% of the total assets of the fund (taken at current value) would be invested in the securities of such issuer; provided that this limitation does not apply to obligations issued or guaranteed as to interest or principal by the U.S. government or its agencies or instrumentalities or to securities issued by other investment companies.

(7) With respect to 75% of its total assets, acquire more than 10% of the outstanding voting securities of any issuer.

(8) Purchase securities if, as a result of such purchase, more than 25% of the funds’ total assets would be invested in any one industry. (Securities of the U.S. government or its agencies or instrumentalities, or of any foreign government or its agencies or instrumentalities, securities of supranational entities, and securities backed by the credit of a governmental entity are not considered to represent industries.)

(9) Issue any class of securities which is senior to the fund’s shares of beneficial interest, except for permitted borrowings.

The Investment Company Act of 1940 provides that a “vote of a majority of the outstanding voting securities” of the fund means the affirmative vote of the lesser of (1) more than 50% of the outstanding fund shares, or (2) 67% or more of the shares present at a meeting if more than 50% of the outstanding fund shares are represented at the meeting in person or by proxy.

4 

 



For purposes of the funds’ fundamental policy on industry concentration (# 8 above), Putnam Investment Management, LLC (Putnam Management), the funds’ investment manager, determines the appropriate industry categories and assigns issuers to them. Industry categories and issuer assignments may change over time in Putnam Management’s discretion and may differ from those shown in shareholder reports and other communications.

The following non-fundamental investment policies may be changed by the Trustees without shareholder approval:

(1) The fund will not invest in (a) securities which are not readily marketable, (b) securities restricted as to resale (excluding securities determined by the Trustees of the Trust (or the person designated by the Trustees of the relevant fund to make such determinations) to be readily marketable), and (c) repurchase agreements maturing in more than seven days, if, as a result, more than 15% of the fund’s net assets (taken at current value) would be invested in securities described in (a), (b) and (c).

(2) The fund will not acquire any securities of registered open-end investment companies or registered unit investment trusts in reliance on Sections 12(d)(1)(F) or (G) of the Investment Company Act of 1940, as amended.

All percentage limitations on investments (other than pursuant to non-fundamental restriction (1)) will apply at the time of the making of an investment and shall not be considered violated unless an excess or deficiency occurs or exists immediately after and as a result of such investment.

CHARGES AND EXPENSES

Management fees

Under a management contract effective January 1, 2010, each fund pays a monthly fee to Putnam Management. The fee is calculated by applying a rate to the fund’s average net assets for the month. The rate is based on the monthly average of the aggregate net assets of all open-end funds sponsored by Putnam Management (excluding fund assets that are invested in other Putnam funds) (“Total Open-End Mutual Fund Average Net Assets”), as determined at the close of each business day during the month, as set forth below:

GROWTH FUND

0.750% of the first $5 billion of Total Open-End Mutual Fund Average Net Assets;

0.700% of the next $5 billion of Total Open-End Mutual Fund Average Net Assets;

0.650% of the next $10 billion of Total Open-End Mutual Fund Average Net Assets;

0.600% of the next $10 billion of Total Open-End Mutual Fund Average Net Assets;

0.550% of the next $50 billion of Total Open-End Mutual Fund Average Net Assets;

5 

 



0.530% of the next $50 billion of Total Open-End Mutual Fund Average Net Assets;

0.520% of the next $100 billion of Total Open-End Mutual Fund Average Net Assets;

and 0.515% of any excess thereafter.

BALANCED FUND & CONSERVATIVE FUND

0.680% of the first $5 billion of Total Open-End Mutual Fund Average Net Assets;

0.630% of the next $5 billion of Total Open-End Mutual Fund Average Net Assets;

0.580% of the next $10 billion of Total Open-End Mutual Fund Average Net Assets;

0.530% of the next $10 billion of Total Open-End Mutual Fund Average Net Assets;

0.480% of the next $50 billion of Total Open-End Mutual Fund Average Net Assets;

0.460% of the next $50 billion of Total Open-End Mutual Fund Average Net Assets;

0.450% of the next $100 billion of Total Open-End Mutual Fund Average Net Assets;

and 0.445% of any excess thereafter.

Under each fund’s prior management contract dated August 3, 2007, each fund paid a quarterly fee to Putnam Management based on the average net assets of each fund, as determined at the close of each business day during the quarter, at the annual rate of:

0.70% of the first $500 million of average net assets of each series;

0.60% of the next $500 million of average net assets;

0.55% of the next $500 million of average net assets;

0.50% of the next $5 billion of average net assets;

0.475% of the next $5 billion of average net assets;

0.455% of the next $5 billion of average net assets;

0.44% of the next $5 billion of average net assets;

and 0.43% of any excess over $21.5 billion.

For the past three fiscal years, pursuant to the applicable management contract, each fund incurred the following fees:

6 

 



      Amount of  Amount management 
    Management  management  fee would have been 
Fund name  Fiscal year  fee paid  fee waived  without waivers 
Growth Fund  2011  $10,514,076  $0  $10,514,076 
  2010  $10,307,695  $0  $10,307,695 
  2009  $8,299,036  $1,043,368  $9,342,404 
Balanced Fund  2011  $7,450,885  $0  $7,450,885 
  2010  $7,483,887  $252,055  $7,735,942 
  2009  $6,599,813  $1,642,008  $8,241,821 
Conservative Fund  2011  $4,920,558  $0  $4,920,558 
  2010  $5,440,716  $250,872  $5,691,588 
  2009  $5,272,306  $481,783  $5,754,089 

 

Brokerage commissions

The following table shows brokerage commissions paid during the fiscal years indicated:

    Brokerage 
Fund name  Fiscal year  commissions 
Growth Fund  2011  $1,707,533 
  2010  $2,984,852 
  2009  $3,164,369 
Balanced Fund  2011  $933,932 
  2010  $1,739,037 
  2009  $2,051,800 
Conservative Fund  2011  $617,947 
  2010  $958,918 
  2009  $1,019,941 

 

7 

 



The portfolio turnover rate for the Conservative fund’s 2011 fiscal year was higher than the portfolio turnover rate for the fund’s 2010 fiscal year due in part to activity relating to a decline in fund assets. Please see the Financial Highlights section of the fund’s most recent shareholder report for further information about the fund’s portfolio turnover over recent periods.

The following table shows transactions placed with brokers and dealers during the most recent fiscal year to recognize research services received by Putnam Management and its affiliates.

  Dollar value of these  Percentage of total  Amount of 
Fund name  transactions  transactions  commissions 
Growth Fund  $950,307,802  5.66%  $1,181,111 
Balanced Fund  $542,044,421  3.53%  $580,023 
Conservative Fund  $453,337,376  3.37%  $377,793 

 

At the end of fiscal 2011, each fund held the following securities of its regular broker-dealers (or affiliates of such broker-dealers):

Growth Fund

Broker-dealers or  Value of securities 
affiliates  held 
Bank of America Corp.  $1,932,727 
Barclays PLC  $1,877,584 
Citigroup, Inc.  $4,551,444 
Deutsche Bank AG  $927,586 
Goldman Sachs Group, Inc.  $2,397,905 
(The)   
JPMorgan Chase & Co.  $5,655,753 
Morgan Stanley  $1,514,700 

 

8 

 



Balanced Fund

Broker-dealers or  Value of securities 
affiliates  held 
Bank of America Corp.  $1,468,396 
Barclays PLC  $1,129,496 
Citigroup, Inc.  $4,857,206 
Deutsche Bank AG  $478,068 
Goldman Sachs Group, Inc.  $3,121,491 
(The)   
JPMorgan Chase & Co.  $5,145,272 
Morgan Stanley  $1,147,500 

 

Conservative Fund

Broker-dealers or  Value of securities 
affiliates  held 
Bank of America Corp.  $429,385 
Barclays PLC  $359,561 
Citigroup, Inc.  $2,710,326 
Deutsche Bank AG  $255,263 
Goldman Sachs Group, Inc.  $1,770,244 
(The)   
JPMorgan Chase & Co.  $1,400,730 
Morgan Stanley  $336,150 

 

Administrative expense reimbursement

The funds reimbursed Putnam Management for administrative services during fiscal 2011, including compensation of certain fund officers and contributions to the Putnam Retirement Plan for their benefit, as follows:

    Portion of total reimbursement 
  Total  for compensation and 
  reimbursement  contributions 
Growth Fund  $51,577  $41,092 
Balanced Fund  $41,149  $32,784 
Conservative Fund  $27,215  $21,683 

 

9 

 



Trustee responsibilities and fees

The Trustees are responsible for generally overseeing the conduct of fund business. Subject to such policies as the Trustees may determine, Putnam Management furnishes a continuing investment program for the funds and makes investment decisions on their behalf. Subject to the control of the Trustees, Putnam Management also manages the funds’ other affairs and business.

The tables below show the value of each Trustee’s holdings in each fund and in all of the Putnam funds as of December 31, 2011.

Name of Trustee  Dollar range of Putnam Dynamic  Aggregate dollar range of shares 
  Asset Allocation Growth Fund  held in all of the Putnam funds 
  shares owned  overseen by Trustee 
Ravi Akhoury  $1-$10,000  over $100,000 
Barbara M. Baumann  $10,001-$50,000  over $100,000 
Jameson A. Baxter  over $100,000  over $100,000 
Charles B. Curtis  over $100,000  over $100,000 
Robert J. Darretta  $1-$10,000  over $100,000 
John A. Hill  over $100,000  over $100,000 
Paul L. Joskow  $10,001-$50,000  over $100,000 
* Elizabeth T. Kennan  $1-$10,000  over $100,000 
Kenneth R. Leibler  $1-$10,000  over $100,000 
Robert E. Patterson  $10,001-$50,000  over $100,000 
George Putnam, III  over $100,000  over $100,000 
W. Thomas Stephens  $1-$10,000  over $100,000 

**Robert L. Reynolds  $1-$10,000  over $100,000 

 

10 

 



Name of Trustee  Dollar range of Putnam  Aggregate dollar range of shares 
  Dynamic Asset Allocation  held in all of the Putnam funds 
  Balanced Fund shares owned  overseen by Trustee 
Ravi Akhoury  $1-$10,000  over $100,000 
Barbara M. Baumann  $10,001-$50,000  over $100,000 
Jameson A. Baxter  over $100,000  over $100,000 
Charles B. Curtis  $1-$10,000  over $100,000 
Robert J. Darretta  $1-$10,000  over $100,000 
John A. Hill  over $100,000  over $100,000 
Paul L. Joskow  over $100,000  over $100,000 
* Elizabeth T. Kennan  $1-$10,000  over $100,000 
Kenneth R. Leibler  $1-$10,000  over $100,000 
Robert E. Patterson  $10,001-$50,000  over $100,000 
George Putnam, III  $10,001-$50,000  over $100,000 
W. Thomas Stephens  $1-$10,000  over $100,000 

**Robert L. Reynolds  $1-$10,000  over $100,000 

 

11 

 



  Dollar range of Putnam Dynamic  Aggregate dollar range of 
Name of Trustee  Asset Allocation Conservative  shares held in all of the 
  Fund shares owned  Putnam funds overseen by 
    Trustee 
Ravi Akhoury  $1-$10,000  over $100,000 
Barbara M. Baumann  $1-$10,000  over $100,000 
Jameson A. Baxter  $10,001-$50,000  over $100,000 
Charles B. Curtis  $1-$10,000  over $100,000 
Robert J. Darretta  $1-$10,000  over $100,000 
John A. Hill  over $100,000  over $100,000 
Paul L. Joskow  $1-$10,000  over $100,000 
* Elizabeth T. Kennan  $1-$10,000  over $100,000 
Kenneth R. Leibler  $1-$10,000  over $100,000 
Robert E. Patterson  $10,001-$50,000  over $100,000 
George Putnam, III  $50,001-$100,000  over $100,000 
W. Thomas Stephens  $50,001-$100,000  over $100,000 

**Robert L. Reynolds  $1-$10,000  over $100,000 

 

* Dr. Kennan was re-appointed to the Board of Trustees by the Independent Trustees effective January 1, 2012.

** Trustee who is an “interested person” (as defined in the Investment Company Act of 1940) of the funds, Putnam Management and/or Putnam Retail Management. Mr. Reynolds is deemed an “interested person” by virtue of his positions as an officer of the fund, Putnam Management and/or Putnam Retail Management. Mr. Reynolds is the President and Chief Executive Officer of Putnam Investments, LLC and President of your fund and each of the other Putnam funds. None of the other Trustees is an “interested person.”

Each independent Trustee of the fund receives an annual retainer fee and an additional fee for each Trustees meeting attended. Independent Trustees also are reimbursed for expenses they incur relating to their services as Trustees.

All of the current independent Trustees of the funds are Trustees of all the Putnam funds and receive fees for their services.

12 

 



The Trustees periodically review their fees to ensure that such fees continue to be appropriate in light of their responsibilities as well as in relation to fees paid to trustees of other mutual fund complexes. The Board Policy and Nominating Committee, which consists solely of independent Trustees of the funds, estimates that committee and Trustee meeting time, together with the appropriate preparation, requires the equivalent of at least four business days per Trustee meeting. The standing committees of the Board of Trustees, and the number of times each committee met, during your fund’s most recently completed fiscal year, are shown in the table below:

Audit and Compliance Committee  10 
Board Policy and Nominating Committee  8 
Brokerage Committee  4 
Contract Committee  10 
Distributions Committee  8 
Executive Committee  3 
Investment Oversight Committees   
Investment Oversight Committee A  8 
Investment Oversight Committee B  8 
Pricing Committee  8 

 

The following tables shows the year each Trustee was first elected a Trustee of the Putnam funds, the fees paid to each Trustee by each fund for fiscal 2011, and the fees paid to each Trustee by all of the Putnam funds during calendar year 2011:

13 

 



COMPENSATION TABLES 

 

Putnam Dynamic Asset Allocation Growth Fund

      Estimated annual  Total 
  Aggregate  Pension or retirement  benefits from all  compensation 
  compensation  benefits accrued as  Putnam funds upon  from all Putnam 
Trustees/Year  from the fund  part of fund expenses  retirement(1)  funds(2) 
Ravi Akhoury/2009  $7,545  N/A  N/A  $303,000 
Barbara M. Baumann/2010(3)  $7,393  N/A  N/A  $297,000 
Jameson A. Baxter/1994(3)(6)  $7,860  $3,423  $110,500  $365,500 
Charles B. Curtis/2001  $7,242  $2,333  $113,900  $291,000 
Robert J. Darretta/2007(3)  $7,545  N/A  N/A  $303,000 
Myra R. Drucker/2004(3)(4)  $3,595  N/A  N/A  $84,750 
John A. Hill/1985(3)(6)  $8,320  $5,858  $161,700  $341,031.25 
Paul L. Joskow/1997(3)  $7,242  $2,295  $113,400  $291,000 
Elizabeth T. Kennan/1992(5)  N/A  $4,534  $108,000  N/A 
Kenneth R. Leibler/2006  $7,545  N/A  N/A  $303,000 
Robert E. Patterson/1984  $7,545  $3,343  $106,500  $303,000 
George Putnam, III/1984  $7,545  $3,122  $130,300  $303,000 
W. Thomas Stephens/1997(7)  $7,545  $2,528  $107,100  $303,000 
Richard B. Worley/2004(4)  $2,367  N/A  N/A  $36,000 

Robert L. Reynolds/2008(8)  N/A  N/A  N/A  N/A 

 

14 

 



Putnam Dynamic Asset Allocation Balanced Fund

  Aggregate    Estimated annual  Total 
  compensation  Pension or retirement  benefits from all  compensation 
  from the  benefits accrued as  Putnam funds upon  from all Putnam 
Trustees/Year  fund  part of fund expenses  retirement(1)  funds(2) 
Ravi Akhoury/2009  $6,008  N/A  N/A  $303,000 
Barbara M. Baumann/2010(3)  $5,888  N/A  N/A  $297,000 
Jameson A. Baxter/1994(3)(6)  $6,259  $2,731  $110,500  $365,500 
Charles B. Curtis/2001  $5,768  $1,861  $113,900  $291,000 
Robert J. Darretta/2007(3)  $6,008  N/A  N/A  $303,000 
Myra R. Drucker/2004(3)(4)  $2,859  N/A  N/A  $84,750 
John A. Hill/1985(3)(6)  $6,625  $4,674  $161,700  $341,031.25 
Paul L. Joskow/1997(3)  $5,768  $1,831  $113,400  $291,000 
Elizabeth T. Kennan/1992(5)  N/A  $3,618  $108,000  N/A 
Kenneth R. Leibler/2006  $6,008  N/A  N/A  $303,000 
Robert E. Patterson/1984  $6,008  $2,667  $106,500  $303,000 
George Putnam, III/1984  $6,008  $2,491  $130,300  $303,000 
W. Thomas Stephens/1997(7)  $6,008  $2,017  $107,100  $303,000 
Richard B. Worley/2004(4)  $1,885  N/A  N/A  $36,000 

Robert L. Reynolds/2008(8)  N/A  N/A  N/A  N/A 

 

15 

 



Putnam Dynamic Asset Allocation Conservative Fund

  Aggregate  Pension or  Estimated annual  Total 
  compensation  retirement benefits  benefits from all  compensation 
  from the  accrued as part of  Putnam funds upon  from all Putnam 
Trustees/Year  fund  fund expenses  retirement(1)  funds(2) 
Ravi Akhoury/2009  $4,011  N/A  N/A  $303,000 
Barbara M. Baumann/2010(3)  $3,918  N/A  N/A  $297,000 
Jameson A. Baxter/1994(3)(6)  $4,108  $2,011  $110,500  $365,500 
Charles B. Curtis/2001  $3,825  $1,373  $113,900  $291,000 
Robert J. Darretta/2007(3)  $4,011  N/A  N/A  $303,000 
Myra R. Drucker/2004(3)(4)  $2,228  N/A  N/A  $84,750 
John A. Hill/1985(3)(6)  $4,539  $3,439  $161,700  $341,031.25 
Paul L. Joskow/1997(3)  $3,825  $1,348  $113,400  $291,000 
Elizabeth T. Kennan/1992(5)  N/A  $2,667  $108,000  N/A 
Kenneth R. Leibler/2006  $4,011  N/A  N/A  $303,000 
Robert E. Patterson/1984  $4,011  $1,961  $106,500  $303,000 
George Putnam, III/1984  $4,011  $1,827  $130,300  $303,000 
W. Thomas Stephens/1997(7)  $4,011  $1,487  $107,100  $303,000 
Richard B. Worley/2004(4)  $1,474  N/A  N/A  $36,000 

Robert L. Reynolds/2008(8)  N/A  N/A  N/A  N/A 

 

(1) Estimated benefits for each Trustee are based on Trustee fee rates for calendar years 2003, 2004 and 2005.

(2) As of December 31, 2011, there were 108 funds in the Putnam family.

(3) Certain Trustees are also owed compensation deferred pursuant to a Trustee Compensation Deferral Plan. As of September 30, 2011, the total amounts of deferred compensation payable by the funds, including income earned on such amounts, to these Trustees were:

Growth Fund: Ms. Baumann - $989; Ms. Baxter - $13,626; Mr. Darretta - $1,979; Ms. Drucker -$4,092; Mr. Hill - $42,225; and Dr. Joskow - $10,837.

Balanced Fund: Ms. Baumann - $1,048; Ms. Baxter - $14,430; Mr. Darretta - $2,096; Ms. Drucker -$4,333; Mr. Hill - $44,718; and Dr. Joskow - $11,477.

Conservative Fund: Ms. Baumann - $451; Ms. Baxter - $6,218; Mr. Darretta - $903; Ms. Drucker -$1,867; Mr. Hill - $19,268; and Dr. Joskow - $4,945.

16 

 



(4) Ms. Drucker and Mr. Worley retired from the Board of Trustees of the Putnam funds on January 30, 2011 and December 14, 2010, respectively.

(5) Dr. Kennan, who retired from the Board of Trustees of the Putnam funds on June 30, 2010, was re-appointed to the Board of Trustees effective January 1, 2012. Upon her retirement, Dr. Kennan became entitled to receive annual retirement benefit payments from the funds commencing on January 15, 2011. In connection with her re-appointment to the Board of Trustees, Dr. Kennan has agreed to suspend the balance of her retirement benefit payments for the duration of her service as a Trustee.

(6) Includes additional compensation to Mr. Hill and Ms. Baxter for service as Chair of the Trustees of the Putnam funds. Ms. Baxter replaced Mr. Hill as Chair, Board of Trustees of the Putnam funds on July 1, 2011.

(7) Mr. Stephens, who retired from the Board of Trustees of the Putnam funds on March 31, 2008, was re-appointed to the Board of Trustees on May 14, 2009. Upon his retirement, Mr. Stephens became entitled to receive annual retirement benefit payments from the funds commencing on January 15, 2009. In connection with his re-appointment to the Board of Trustees, Mr. Stephens has agreed to suspend the balance of his retirement benefit payments for the duration of his service as a Trustee.

(8) Mr. Reynolds is an “interested person” of the fund, Putnam Management and/or Putnam Retail Management.

Under a Retirement Plan for Trustees of the Putnam funds (the Plan), each Trustee who retires with at least five years of service as a Trustee of the funds is entitled to receive an annual retirement benefit equal to one-half of the average annual attendance and retainer fees paid to such Trustee for calendar years 2003, 2004 and 2005. This retirement benefit is payable during a Trustee’s lifetime, beginning the year following retirement, for the number of years of service through December 31, 2006. A death benefit, also available under the Plan, ensures that the Trustee and his or her beneficiaries will receive benefit payments for the lesser of an aggregate period of (i) ten years, or (ii) such Trustee’s total years of service.

The Plan Administrator (currently the Board Policy and Nominating Committee) may terminate or amend the Plan at any time, but no termination or amendment will result in a reduction in the amount of benefits (i) currently being paid to a Trustee at the time of such termination or amendment, or (ii) to which a current Trustee would have been entitled had he or she retired immediately prior to such termination or amendment. The Trustees have terminated the Plan with respect to any Trustee first elected to the board after 2003.

For additional information concerning the Trustees, see “Management” in Part II of this SAI.

Share ownership

17 

 



At December 31, 2011, the officers and Trustees of each fund as a group owned less than 1% of the outstanding shares of each class of each fund, and, except as noted below, no person owned of record or to the knowledge of each fund beneficially 5% or more of any class of shares of the fund.

Growth Fund

Class  Shareholder name and address  Percentage 
    owned 

  National Financial Services, LLC 
For the Exclusive Benefit of our Customers   
A  200 Liberty Street, 5th fl  6.04% 
One World Financial Center   
New York, NY 10281-5503   

  Edward D Jones & Co 
A  Attn: Mutual Fund Shareholder Accounting  5.67% 
201 Progress Pkwy   
Maryland Hts., MO 63043-3009   

  National Financial Services, LLC 
For the Exclusive Benefit of our Customers   
B  200 Liberty Street, 5th fl   8.09%
One World Financial Center   
New York, NY 10281-5503   

  Wells Fargo Advisors 
Special Custody Account for the   
B  Exclusive Benefit of Customer  6.10% 
2801 Market St.   
Saint Louis, MO 63103-2523   

  Citigroup Global Markets 
00109801250   
C  Attn Cindy Tempesta, 7th Fl.   8.47%
333 West 34th St.   
New York, NY 10001-2402   

  Wells Fargo Advisors 
Special Custody Account for the   
C  Exclusive Benefit of Customer   7.95%
2801 Market St.   
Saint Louis, MO 63103-2523   

  MLPF&S For The Sole Benefit of Its Customers 
C  Attn Fund Administration   7.07%
4800 Deer Lake Dr. E Fl 3   
Jacksonville, FL 32246-6484   

 Y*  Electrical Workers Local Union No. 369 Retirement Plan 20.38% 

 

18 

 



Class  Shareholder name and address  Percentage 
    owned 

Y**  Putnam Investments Profit Sharing Plan   13.63%

Y*  Building Service Local 32B-J Supplemental Retirement  8.15% 
  Savings Plan   

Y***  Putnam Retirement Ready 2030 Fund - Class A Shares   7.57%

Y***  Putnam Retirement Ready 2035 Fund - Class A Shares   6.20%

Y*  Connecticut Pipe Trades Local No 777 Annuity Plan   6.12%

 

* The address for the name listed is: c/o Mercer Trust Company, as trustee or agent, Investors Way, Norwood, MA 02062.

** The address for the name listed is: c/o Orchard Trust Company, LLC, as trustee or agent, 8515 E. Orchard Road, Greenwood Village, CO 80111.

*** The address for the name listed is: c/o Putnam Investments, One Post Office Square, Boston, MA 02109.

Balanced Fund

Class  Shareholder name and address  Percentage 
    owned 

  National Financial Services, LLC 
  For the Exclusive Benefit of our Customers   
A  200 Liberty Street, 5th fl   6.42%
  One World Financial Center   
  New York, NY 10281-5503   

  Edward D Jones & Co 
A  Attn: Mutual Fund Shareholder Accounting   5.42%
  201 Progress Pkwy   
  Maryland Hts., MO 63043-3009   

 

19 

 



Class  Shareholder name and address  Percentage 
    owned 

  National Financial Services, LLC 
  For the Exclusive Benefit of our Customers   
B  200 Liberty Street, 5th fl   9.29%
  One World Financial Center   
  New York, NY 10281-5503   

  Wells Fargo Advisors 
  Special Custody Account for the   
B  Exclusive Benefit of Customer   7.10%
  2801 Market St.   
  Saint Louis, MO 63103-2523   

  Charles Schwab & Co Inc. Clearing Account 
B  For the Exclusive Benefit of Their Customers   5.66%
  101 Montgomery St.   
  San Francisco, CA 94104-4151   

  MLPF&S For The Sole Benefit of Its Customers 
  Attn Fund Administration   
B  4800 Deer Lake Dr. E Fl 3   5.47%
  Jacksonville, FL 32246-6484   

  Wells Fargo Advisors 
  Special Custody Account for the   
C  Exclusive Benefit of Customer   7.84%
  2801 Market St.   
  Saint Louis, MO 63103-2523   

  MLPF&S For The Sole Benefit of Its Customers 
C  Attn Fund Administration   6.59%
  4800 Deer Lake Dr. E Fl 3   
  Jacksonville, FL 32246-6484   

  National Financial Services, LLC 
  For the Exclusive Benefit of our Customers   
C  200 Liberty Street, 5th fl   5.65%
  One World Financial Center   
  New York, NY 10281-5503   

M*  DTM Companies 401 K Plan   11.42%

Y*  Electrical Workers Local Union No. 369 Retirement   38.79%
  Plan   

Y*  Connecticut Pipe Trades Local No 777 Annuity Plan   8.13%

 

20 

 



Class  Shareholder name and address  Percentage 
    owned 

Y**  Putnam Retirement Ready 2020 Fund - Class A Shares   7.42%

Y**  Putnam Retirement Ready 2025 Fund - Class A Shares   6.12%

Y*  Building Service Local 32B-J Supplemental Retirement   5.93%
  Savings Plan   

  National Financial Services, LLC 
  For the Exclusive Benefit of our Customers   
Y  200 Liberty Street, 5th fl   5.26%
  One World Financial Center   
  New York, NY 10281-5503   

 

* The address for the name listed is: c/o Mercer Trust Company, as trustee or agent, Investors Way, Norwood, MA 02062.

** The address for the name listed is: c/o Putnam Investments, One Post Office Square, Boston, MA 02109.

Conservative Fund

Class  Shareholder name and address  Percentage 
    owned 

A*  Iron Workers Local #17 Annuity Plan   5.62%

  Wells Fargo Advisors 
  Special Custody Account for the Exclusive Benefit of   
B  Customer   12.10%
  2801 Market St.   
  Saint Louis, MO 63103-2523   

  National Financial Services, LLC 
B  For the Exclusive Benefit of our Customers   8.11%
  200 Liberty Street, 5th fl   
  One World Financial Center   
  New York, NY 10281-5503   

 

21 

 



Class  Shareholder name and address  Percentage 
    owned 

  MLPF&S For The Sole Benefit of Its Customers 
B  Attn Fund Administration   6.56%
  4800 Deer Lake Dr. E Fl 3   
  Jacksonville, FL 32246-6484   

  Charles Schwab & Co Inc. Clearing Account 
B  For the Exclusive Benefit of Their Customers   5.97%
  101 Montgomery St.   
  San Francisco, CA 94104-4151   

  Wells Fargo Advisors 
  Special Custody Account for the Exclusive Benefit of   
C  Customer  9.14% 
  2801 Market St.   
  Saint Louis, MO 63103-2523   

  MLPF&S For The Sole Benefit of Its Customers 
C  Attn Fund Administration  6.13% 
  4800 Deer Lake Dr. E Fl 3   
  Jacksonville, FL 32246-6484   

  National Financial Services, LLC 
  For the Exclusive Benefit of our Customers   5.24%
C  200 Liberty Street, 5th fl   
  One World Financial Center   
  New York, NY 10281-5503   

M*  DTM Companies 401 K Plan  8.43% 

  National Financial Services, LLC 
  For the Exclusive Benefit of our Customers   
M  200 Liberty Street, 5th fl  6.19% 
  One World Financial Center   
  New York, NY 10281-5503   

R*  Haines & Company 401(k) Profit Sharing Plan  12.12% 

  MG Trust Company Cust. Fbo 
R  EOL Management Co. LLC  5.02% 
  700 17th St. Ste. 300   
  Denver, CO 80202-3531   

Y*  Electrical Workers Local Union No. 369 Retirement  43.99% 
  Plan   

Y**  Orchard Trust Co. LLC - Recordkeeping for  13.14% 
  Various Benefit Plans   

Y***  Putnam Retirement Income Fund Lifestyle 1 - Class A  7.77% 
  Shares   

 

22 

 



Class  Shareholder name and address  Percentage 
    owned 

Y*  Connecticut Pipe Trades Local No. 777 Annuity Plan   7.09%

Y***  Putnam Retirement Ready 2015 Fund - Class A Shares   6.25%

 

* The address for the name listed is: c/o Mercer Trust Company, as trustee or agent, Investors Way, Norwood, MA 02062.

** The address for the name listed is: c/o Orchard Trust Company, LLC, as trustee or agent, 8515 E. Orchard Road, Greenwood Village, CO 80111.

*** The address for the name listed is: c/o Putnam Investments, One Post Office Square, Boston, MA 02109.

Distribution fees

During fiscal 2011, the funds paid the following 12b-1 fees to Putnam Retail Management:

  Class A  Class B  Class C  Class M  Class R 
Growth Fund  $3,032,207  $1,698,670  $1,394,363  $219,319  $76,097 
Balanced Fund  $2,422,145  $1,101,519  $1,045,861  $170,159  $55,431 
Conservative Fund  $961,353  $303,903  $458,527  $63,508  $18,660 

 

Class A sales charges and contingent deferred sales charges

Putnam Retail Management received sales charges with respect to class A shares in the following amounts during the periods indicated:

  Total front-  Sales charges retained by  Contingent 
Fiscal  end sales  Putnam Retail Management  deferred 
year  charges  after dealer concessions  sales charges 

 

23 

 



Growth Fund  2011  $1,641,130  $271,202  $331 
  2010  $1,938,221  $314,932  $2,099 
  2009  $1,707,378  $268,609  $434 
Balanced Fund  2011  $1,200,049  $201,089  $15 
  2010  $1,191,104  $203,473  $0 
  2009  $1,023,856  $173,831  $2,033 
Conservative Fund  2011  $488,149  $92,398  $6 
  2010  $478,180  $87,498  $46 
  2009  $416,701  $74,982  $723 

 

Class B contingent deferred sales charges

Putnam Retail Management received contingent deferred sales charges upon redemptions of class B shares in the following amounts during the periods indicated:

  Fiscal  Contingent deferred 
  year  sales charges 
Growth Fund  2011  $146,939 
  2010  $229,230 
  2009  $321,496 
Balanced Fund  2011  $103,395 
  2010  $163,246 
  2009  $269,731 
Conservative Fund  2011  $16,855 
  2010  $37,024 
  2009  $80,662 

 

24 

 



Class C contingent deferred sales charges

Putnam Retail Management received contingent deferred sales charges upon redemptions of class C shares in the following amounts during the periods indicated:

  Fiscal  Contingent deferred 
  year  sales charges 
Growth Fund  2011  $5,180 
  2010  $8,369 
  2009  $12,600 
Balanced Fund  2011  $5,578 
  2010  $4,958 
  2009  $6,616 
Conservative Fund  2011  $2,229 
  2010  $2,145 
  2009  $6,190 

 

Class M sales charges and contingent deferred sales charges

Putnam Retail Management received sales charges with respect to class M shares in the following amounts during the periods indicated:

    Total front-  Sales charges retained by  Contingent 
  Fiscal  end sales  Putnam Retail Management  deferred sales 
  year  charges  after dealer concessions  charges 
Growth Fund  2011  $21,997  $3,561  $0 
  2010  $27,811  $4,822  $0 
  2009  $25,312  $4,183  $0 
Balanced Fund  2011  $12,392  $1,970  $0 
  2010  $29,243  $5,355  $0 
  2009  $20,628  $3,271  $0 
Conservative Fund  2011  $12,685  $2,386  $0 
  2010  $10,230  $1,905  $0 
  2009  $7,717  $1,849  $0 

 

25 

 



Investor servicing fees

During the 2011 fiscal year, each fund incurred the following fees for investor servicing provided by Putnam Investor Services, Inc.

Growth Fund  $3,619,905 
Balanced Fund  $2,946,188 
Conservative Fund  $1,867,057 

 

PORTFOLIO MANAGERS

Other accounts managed

The following tables show the number and approximate assets of other investment accounts (or portions of investment accounts) that the funds’ portfolio managers managed as of the funds’ most recent fiscal year-end. The other accounts may include accounts for which an individual was not designated as a portfolio manager. Unless noted, none of the other accounts pays a fee based on the account’s performance.

Growth Fund

          Other accounts (including separate 
  Other SEC-registered  Other accounts that pool  accounts, managed account 
Portfolio  open-end and closed-end  assets from more than  programs and single-sponsor 
managers  funds  one client  defined contribution plan offerings) 

  Number    Number    Number   
  of    of    of   
  accounts  Assets  accounts  Assets  accounts  Assets 


Jeffrey Knight  128*  $5,260,800,000  5**  $2,238,000,000  3***  $356,800,000 

James Fetch  13*  $3,822,600,000  4**  $2,146,700,000  3***  $356,300,000 

Robert Kea  128*  $5,260,800,000  5**  $2,238,000,000  1  $100,000 

Joshua Kutin  33  $3,015,900,000  5***  $2,238,000,000  3***  $356,400,000 

Robert Schoen  128*  $5,260,800,000  5**  $2,238,000,000  1  $400,000 

Jason Vaillancourt  13*  $3,822,600,000  4**  $2,146,700,000  1  $100,000 

 

* 3 accounts, with total assets of $1,538,200,000, pay an advisory fee based on account performance.

** 1 account, with total assets of $317,400,000, pays an advisory fee based on account performance.

*** 2 accounts, with total assets of $356,100,000, pay an advisory fee based on account performance.

26 

 



Balanced Fund

          Other accounts (including 
          separate accounts, managed 
  Other SEC-registered  Other accounts that pool  account programs and single- 
Portfolio  open-end and closed-end  assets from more than  sponsor defined contribution 
managers  funds  one client  plan offerings) 

  Number    Number    Number   
  of    of    of   
  accounts  Assets  accounts  Assets  accounts  Assets 


Jeffrey Knight  128*  $5,482,100,000  5**  $2,238,000,000  3***  $356,800,000 

James Fetch  13*  $4,043,900,000  4**  $2,146,700,000  3***  $356,300,000 

Robert Kea  128*  $5,482,100,000  5**  $2,238,000,000  1  $100,000 

Joshua Kutin  33  $3,237,200,000  5**  $2,238,000,000  3***  $356,400,000 

Robert Schoen  128*  $5,482,100,000  5**  $2,238,000,000  1  $400,000 

Jason Vaillancourt  13*  $4,043,900,000  4**  $2,146,700,000  1  $100,000 

 

* 3 accounts, with total assets of $1,538,200,000, pay an advisory fee based on account performance.

** 1 account, with total assets of $317,400,000, pays an advisory fee based on account performance.

*** 2 accounts, with total assets of $356,100,000, pay an advisory fee based on account performance.

Conservative Fund

          Other accounts (including 
          separate accounts, managed 
  Other SEC-registered  Other accounts that pool  account programs and single- 
Portfolio  open-end and closed-end  assets from more than  sponsor defined contribution 
managers  funds  one client  plan offerings) 

  Number    Number    Number   
  of    of    of   
  accounts  Assets  accounts  Assets  accounts  Assets 


Jeffrey Knight  128*  $6,197,700,000  5**  $2,238,000,000  3***  $356,800,000 

James Fetch  13*  $4,759,500,000  4**  $2,146,700,000  3***  $356,300,000 

Robert Kea  128*  $6,197,700,000  5**  $2,238,000,000  1  $100,000 

Joshua Kutin  33  $3,952,800,000  5**  $2,238,000,000  3***  $356,400,000 

Robert Schoen  128*  $6,197,700,000  5**  $2,238,000,000  1  $400,000 

Jason Vaillancourt  13*  $4,759,500,000  4**  $2,146,700,000  1  $100,000 

 

* 3 accounts, with total assets of $1,538,200,000, pay an advisory fee based on account performance.

** 1 account, with total assets of $317,400,000, pays an advisory fee based on account performance.

*** 2 accounts, with total assets of $356,100,000, pay an advisory fee based on account performance.

27 

 



See “Management - Portfolio Transactions - Potential conflicts of interest in managing multiple accounts” in Part II of this SAI for information on how Putnam Management addresses potential conflicts of interest resulting from an individual’s management of more than one account.

Compensation of portfolio managers

Putnam’s goal for its products and investors is to deliver strong performance versus peers or performance ahead of the applicable benchmark, depending on the product, over a rolling 3-year period. Portfolio managers are evaluated and compensated, in part, based on their performance relative to this goal across the products they manage. In addition to their individual performance, evaluations take into account the performance of their group and a subjective component.

Each portfolio manager is assigned an industry competitive incentive compensation target consistent with this goal and evaluation framework. Actual incentive compensation may be higher or lower than the target, based on individual, group, and subjective performance, and may also reflect the performance of Putnam as a firm. Typically, performance is measured over the lesser of three years or the length of time a portfolio manager has managed a product.

Incentive compensation includes a cash bonus and may also include grants of deferred cash, stock or options. In addition to incentive compensation, portfolio managers receive fixed annual salaries typically based on level of responsibility and experience.

For the Growth Fund, the Balanced Fund and the Conservative Fund, respectively, Putnam evaluates performance based on the funds’ peer rankings in the Lipper Mixed-Asset Target Allocation Growth Funds, Lipper Mixed-Asset Target Allocation Moderate Funds and the Lipper Mixed-Asset Target Allocation Conservative Funds Categories, which are based on pre-tax performance.

Ownership of securities

The dollar range of shares of funds owned by each portfolio manager at the end of the fund’s last fiscal year, including investments by immediate family members and amounts invested through retirement and deferred compensation plans, was as follows:

Portfolio managers  Dollar range of shares owned 
 
  Growth Fund 

 

28 

 



Jeffrey Knight  $100,001-$500,000 
James Fetch  $100,001-$500,000 
Robert Kea  $50,001-$100,000 
Joshua Kutin  $100,001-$500,000 
Robert Schoen  $10,001-$50,000 
Jason Vaillancourt  $0 
  Balanced Fund 
Jeffrey Knight  $0 
James Fetch  $100,001-$500,000 
Robert Kea  $0 
Joshua Kutin  $0 
Robert Schoen  $100,001-$500,000 
Jason Vaillancourt  $100,001-$500,000 
  Conservative Fund 
Jeffrey Knight  $100,001-$500,000 
James Fetch  $0 
Robert Kea  $0 
Joshua Kutin  $0 
Robert Schoen  $0 
Jason Vaillancourt  $0 

 

29 

 



INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND FINANCIAL STATEMENTS

PricewaterhouseCoopers LLP, 125 High Street, Boston, Massachusetts 02110, is the funds’ independent registered public accounting firm providing audit services, tax return review and other tax consulting services and assistance and consultation in connection with the review of various Securities and Exchange Commission filings. The Report of Independent Registered Public Accounting Firm, financial highlights and financial statements included in the funds’ Annual Report for the funds’ most recent fiscal year are included as Appendix B to this SAI. The financial highlights included in the prospectus and this SAI and the financial statements included in this SAI (which is incorporated by reference into the prospectus) have been so included in reliance upon the reports of the independent registered public accounting firm, given on their authority as experts in auditing and accounting.

30 

 



THE PUTNAM FUNDS
STATEMENT OF ADDITIONAL INFORMATION (“SAI”) 
PART II

 

HOW TO BUY SHARES

Each prospectus describes briefly how investors may buy shares of the fund and identifies the share classes offered by that prospectus. Because of different sales charges and expenses, the investment performance of the classes will vary. This section of the SAI contains more information on how to buy shares. For more information, including your eligibility to purchase certain classes of shares, contact your investment dealer or Putnam Investor Services at 1-800-225-1581. Investors who purchase shares at net asset value through employer-sponsored defined contribution plans should also consult their employer for information about the extent to which the matters described in this section and in the sections that follow apply to them.

General Information

The fund is currently making a continuous offering of its shares. The fund receives the entire net asset value of shares sold. The fund will accept unconditional orders for shares to be executed at the public offering price based on the net asset value per share next determined after the order is placed. In the case of class A shares and class M shares, the public offering price is the net asset value plus the applicable sales charge, if any. (The public offering price is thus calculable by dividing the net asset value by 100% minus the sales charge, expressed as a percentage.) No sales charge is included in the public offering price of other classes of shares. In the case of orders for purchase of shares placed through dealers, the public offering price will be based on the net asset value determined on the day the order is placed, but only if the dealer or a registered transfer agent or registered clearing agent receives the order, together with all required identifying information, before the close of regular trading on the New York Stock Exchange (the “Exchange”). If the dealer or registered transfer agent or registered clearing agent receives the order after the close of the Exchange, the price will be based on the net asset value next determined. If funds for the purchase of shares are sent directly to Putnam Investor Services, they will be invested at the public offering price based on the net asset value next determined after all required identifying information has been collected. Payment for shares of the fund must be in U.S. dollars; if made by check, the check must be drawn on a U.S. bank.

Initial purchases are subject to the minimums stated in the prospectus, except that (i) individual investments under certain employee benefit plans or Tax Qualified Retirement Plans may be lower, and (ii) the minimum investment is waived for investors participating in systematic investment plans or military allotment plans. Information about these plans is available from investment dealers or Putnam Investor Services. Currently Putnam is waiving the minimum for all initial purchases, but reserves the right to reject initial purchases under the minimum in the future, except as noted in the first sentence of this paragraph.

Systematic investment plan. As a convenience to investors, shares may be purchased through a systematic investment plan. Pre-authorized monthly, semi-monthly, or weekly bank drafts for a fixed amount ($200,000 or less) are used to purchase fund shares at the applicable public offering price next determined after Putnam Retail Management Limited Partnership (“Putnam Retail Management”) receives the proceeds from the draft. A shareholder may choose any date or dates in the month for these drafts, but if the date falls on a weekend or holiday, the draft will be processed on the next business day. Further information and application forms are available from the investment dealers or from Putnam Retail Management.

January 24, 2012  II-1 

 



Reinvestment of distributions. Distributions to be reinvested are reinvested without a sales charge in shares of the same class as of the ex-dividend date using the net asset value determined on that date, and are credited to a shareholder's account on the payment date. Dividends for Putnam money market funds are credited to a shareholder's account on the payment date. Distributions for all other funds that declare a distribution daily are reinvested without a sales charge as of the last day of the period for which distributions are paid using the net asset value determined on that date, and are credited to a shareholder's account on the payment date.

Purchasing shares with securities (“in-kind” purchases). In addition to cash, the fund will consider accepting securities as payment for fund shares at the applicable net asset value. Generally, the fund will only consider accepting securities to increase its holdings in a portfolio security, or if Putnam Investment Management, LLC (“Putnam Management”) determines that the offered securities are a suitable investment for the fund and in a sufficient amount for efficient management.

While no minimum has been established, it is expected that the fund would not accept securities with a value of less than $100,000 per issue as payment for shares. The fund may reject in whole or in part any or all offers to pay for purchases of fund shares with securities, may require partial payment in cash for such purchases to provide funds for applicable sales charges, and may discontinue accepting securities as payment for fund shares at any time without notice. The fund will value accepted securities in the manner described in the section "Determination of Net Asset Value" for valuing shares of the fund. The fund will only accept securities that are delivered in proper form. The fund will not accept certain securities, for example, options or restricted securities, as payment for shares. The acceptance of securities by certain funds in exchange for fund shares is subject to additional requirements. For federal income tax purposes, a purchase of fund shares with securities will be treated as a sale or exchange of such securities on which the investor will generally realize a taxable gain or loss. The processing of a purchase of fund shares with securities involves certain delays while the fund considers the suitability of such securities and while other requirements are satisfied. For information regarding procedures for payment in securities, contact Putnam Retail Management. Investors should not send securities to the fund except when authorized to do so and in accordance with specific instructions received from Putnam Retail Management.

Sales Charges and Other Share Class Features—Retail Investors

This section describes certain key features of share classes offered to retail investors and retirement plans that do not purchase shares at net asset value. Much of this information addresses the sales charges, including initial sales charges and contingent deferred sales charges (“CDSCs”) imposed on the different share classes and various commission payments made by Putnam to dealers and other financial intermediaries facilitating shareholders’ investments. This information supplements the descriptions of these share classes and payments included in the prospectus.

Initial sales charges, dealer commissions and CDSCs on shares sold outside the United States may differ from those applied to U.S. sales.

Initial sales charges for class A and class M shares. The public offering price of class A and class M shares is the net asset value plus a sales charge that varies depending on the size of your purchase (calculable as described above). The fund receives the net asset value. The tables below indicate the sales charges applicable to purchases of class A and class M shares of the funds by style category. The variations in sales charges reflect the varying efforts required to sell shares to different categories of purchasers.

The sales charge is allocated between your investment dealer and Putnam Retail Management as shown in the tables below, except when Putnam Retail Management, in its discretion, allocates the entire amount to your investment dealer.

January 24, 2012  II-2 

 



The underwriter's commission, or dealer reallowance, is the sales charge shown in the prospectus less any applicable dealer discount. Putnam Retail Management will give dealers ten days' notice of any changes in the dealer discount. Putnam Retail Management retains the entire sales charge on any retail sales made by it.

For purchases of class A shares by retail investors that qualify for the highest sales charge breakpoint described in the prospectus, Putnam Retail Management pays commissions on sales during the one-year period beginning with the date of the initial purchase qualifying for that breakpoint. Each subsequent one-year measuring period for these purposes begins with the first qualifying purchase following the end of the prior period. These commissions are paid at the rate of 1.00% of the amount of qualifying purchases up to $4 million, 0.50% of the next $46 million of qualifying purchases and 0.25% of qualifying purchases thereafter.

For Growth Funds, Blend Funds, Value Funds, Asset Allocation Funds (excluding funds in the Retirement Income Lifestyle suite), Global Sector Funds and RetirementReady® Funds only:

  CLASS A  CLASS M 
    Amount of sales    Amount of sales 
    charge    charge 
    reallowed to    reallowed to 
  Sales charge as  dealers as a  Sales charge as  dealers as a 
Amount of transaction at  a percentage of  percentage of  a percentage of  percentage of 
offering price ($)  offering price  offering price  offering price  offering price 
 
Under 50,000  5.75%  5.00%  3.50%  3.00% 
50,000 but under 100,000  4.50  3.75  2.50  2.00 
100,000 but under 250,000  3.50  2.75  1.50  1.00 
250,000 but under 500,000  2.50  2.00  1.00  1.00 
500,000 but under 1,000,000  2.00  1.75  1.00  1.00 
1,000,000 and above  NONE  NONE  N/A*  N/A* 

 

For Putnam Absolute Return 500 Fund and Putnam Absolute Return 700 Fund only:

  CLASS A  CLASS M 
    Amount of sales    Amount of sales 
    charge    charge 
    reallowed to    reallowed to 
  Sales charge as  dealers as a  Sales charge as  dealers as a 
Amount of transaction at  a percentage of  percentage of  a percentage of  percentage of 
offering price ($)  offering price  offering price  offering price  offering price 
 
Under 50,000  5.75%  5.00%  3.50%  3.00% 
50,000 but under 100,000  4.50  3.75  2.50  2.00 
100,000 but under 250,000  3.50  2.75  1.50  1.00 
250,000 but under 500,000  2.50  2.00  1.00  1.00 
500,000 and above  NONE  NONE  N/A**  N/A** 

 

January 24, 2012  II-3 

 



For funds in the Retirement Income Lifestyle suite, Taxable Income Funds and Tax-Free Income Funds (except for Money Market Funds, Putnam Floating Rate Income Fund, and Putnam Short Duration Income Fund):

  CLASS A  CLASS M 
    Amount of sales    Amount of sales 
    charge    charge 
    reallowed to    reallowed to 
  Sales charge as  dealers as a  Sales charge as  dealers as a 
Amount of transaction at  a percentage of  percentage of  a percentage of  percentage of 
offering price ($)  offering price  offering price  offering price  offering price 
 
Under 50,000  4.00%  3.50%  3.25%  3.00% 
50,000 but under 100,000  4.00  3.50  2.25  2.00 
100,000 but under 250,000  3.25  2.75  1.25  1.00 
250,000 but under 500,000  2.50  2.00  1.00  1.00 
500,000 and above  NONE  NONE  N/A**  N/A** 

 

For Putnam Floating Rate Income Fund, Putnam Absolute Return 100 Fund and Putnam Absolute Return 300 Fund only:

  CLASS A  CLASS M 
    Amount of sales    Amount of sales 
    charge    charge 
    reallowed to    reallowed to 
  Sales charge as  dealers as a  Sales charge as  dealers as a 
Amount of transaction at  a percentage of  percentage of  a percentage of  percentage of 
offering price ($)  offering price  offering price  offering price  offering price 
 
Under 500,000  1.00%  1.00%  0.75%  0.75% 
500,000 and above  NONE  NONE  N/A**  N/A** 


*The funds will not accept purchase orders for class M shares (other than by qualified employee-benefit plans) where the total of the current purchase, plus existing account balances that are eligible to be linked under a right of accumulation (as described below) is $1 million or more.

**The funds will not accept purchase orders for class M shares (other than by qualified employee-benefit plans) where the total of the current purchase, plus existing account balances that are eligible to be linked under a right of accumulation (as described below) is $500,000 or more.

Purchases of $500,000 or more of class A shares. (For funds in the Retirement Income Lifestyle suite, Taxable Income Funds (excluding Putnam money market funds and Putnam Short Duration Income Fund), Tax-Free Income Funds and Absolute Return Funds only) Purchases of class A shares of one or more Putnam funds of $500,000 or more are not subject to an initial sales charge, but shares purchased by investors other than qualified benefit plans are subject to a CDSC of 1.00% if redeemed before the first day of the month in which the nine-month anniversary of that purchase falls. The conditions above will apply unless the dealer of record has, with Putnam Retail Management’s approval, (i) waived its commission or (ii) agreed to refund its commission to Putnam Retail Management if a CDSC would otherwise apply.

Subject to the exceptions stated in the preceding paragraph, a deferred sales charge of 1.00% will apply to class A shares of Putnam Short Duration Income Fund and to class A and class T shares of Putnam Money Market Fund and Putnam Tax Exempt Money Market Fund that are obtained by exchanging shares from another Putnam fund that were originally purchased without an initial sales charge (if such original purchase

January 24, 2012  II-4 

 



was made at net asset value because it was in an amount equal to $500,000 or more), if the shares are redeemed before the first day of the month in which the nine-month anniversary of the original purchase falls.

The CDSC assessed on redemptions of fewer than all of an investor's class A shares (and, for Putnam Money Market Fund, class T shares) subject to a CDSC will be based on the amount of the redemption minus the amount of any appreciation on the investor's CDSC-subject shares since the purchase of such shares. The CDSC assessed on full redemptions of CDSC-subject shares will be based on the lower of the shares' cost and current NAV. Putnam Retail Management will retain any CDSC imposed on redemptions of such shares to compensate it for the up-front commissions paid to financial intermediaries for such share sales.

Purchases of $1,000,000 or more of class A shares. (For Growth Funds, Blend Funds, Value Funds, Asset Allocation Funds (excluding funds in the Retirement Income Lifestyle suite), Global Sector Funds and RetirementReady® Funds only) Purchases of class A shares of one or more Putnam funds of $1 million or more are not subject to an initial sales charge, but shares purchased by investors other than qualified benefit plans are subject to a CDSC of 1.00% if redeemed before the first day of the month in which the nine-month anniversary of that purchase falls. The conditions above will apply unless the dealer of record has, with Putnam Retail Management’s approval, (i) waived its commission or (ii) agreed to refund its commission to Putnam Retail Management if a CDSC would otherwise apply.

Subject to the exceptions stated in the preceding paragraph, a deferred sales charge of 1.00% will apply to class A shares of Putnam Short Duration Income Fund and to class A and class T shares of Putnam Money Market Fund and Putnam Tax Exempt Money Market Fund that are obtained by exchanging shares from another Putnam fund that were originally purchased without an initial sales charge (if such original purchase was made at net asset value because it was in an amount equal to $1 million or more), if the shares are redeemed before the first day of the month in which the nine-month anniversary of the original purchase falls.

The CDSC assessed on redemptions of fewer than all of an investor's class A shares (or, for Putnam Money Market Fund, class T shares) subject to a CDSC will be based on the amount of the redemption minus the amount of any appreciation on the investor's CDSC-subject shares since the purchase of such shares. The CDSC assessed on full redemptions of CDSC-subject shares will be based on the lower of the shares' cost and current NAV. Putnam Retail Management will retain any CDSC imposed on redemptions of such shares to compensate it for the up-front commissions paid to financial intermediaries for such share sales.

Purchases of class A shares for rollover IRAs. Purchases of class A shares for a Putnam Rollover IRA or a rollover IRA of a Putnam affiliate, from a retirement plan for which an affiliate of Putnam Management or a business partner of such affiliate is the administrator, including subsequent contributions, are not subject to an initial sales charge or CDSC. Putnam Retail Management may pay commissions or finders’ fees of up to 1.00% of the proceeds for such Putnam Rollover IRA purchases to the dealer of record or other third party.

Contingent sales charges for class M shares (rollover IRAs). Purchases of class M shares for a Putnam Rollover IRA with proceeds in any amount from a retirement plan for which an affiliate of Putnam Management or a business partner of such affiliate is the administrator are not subject to an initial sales charge but may be subject to a CDSC on shares redeemed within one year of purchase at the rates set forth below, which are equal to commissions Putnam Retail Management pays to the dealer of record at the time of the sale of class M shares. These purchases will not be subject to a CDSC if the dealer of record has, with Putnam Retail Management’s approval, waived its commission or agreed to refund its commission to Putnam Retail Management if a CDSC would otherwise apply.

January 24, 2012  II-5 

 



  Class M CDSC and dealer commission 
 
All growth, blend, value, global sector and asset allocation   
funds (excluding funds in the Retirement Income Lifestyle  0.65% 
suite), Putnam Absolute Return 500 Fund and Putnam   
Absolute Return 700 Fund:   
All income funds (except Putnam Floating Rate Income   
Fund and Putnam Money Market Fund) and funds in the  0.40% 
Retirement Income Lifestyle suite:   
 
Putnam Absolute Return 100 Fund, Putnam Absolute  0.30% 
Return 300 Fund and Putnam Floating Rate Income Fund   
 
Putnam Money Market Fund and Putnam Short Duration  0.15% 
Income Fund   

 

Commission payments and CDSCs for class B and class C shares. Except in the case of Putnam Money Market Fund and Putnam Short Duration Income Fund as noted below, Putnam Retail Management will pay a 4% commission on sales of class B shares of the fund only to those financial intermediaries who have entered into service agreements with Putnam Retail Management. For tax-exempt funds, this commission includes a 0.20% pre-paid service fee (except for Putnam Tax-Free High Yield Fund and Putnam AMT-Free Municipal Fund, each of which has a 0.25% pre-paid service fee). For Putnam Floating Rate Income Fund, Putnam Absolute Return 100 Fund and Putnam Absolute Return 300 Fund, Putnam Retail Management will pay a 1.00% commission to financial intermediaries selling class B shares of the fund.

Except in the case of Putnam Money Market Fund and Putnam Short Duration Income Fund, Putnam Retail Management pays financial intermediaries a 1.00% commission on sales of class C shares of a fund.

Putnam Retail Management will retain any CDSC imposed on redemptions of class B and class C shares to compensate it for the cost of paying the up-front commissions paid to financial intermediaries for class B or class C share sales. Purchases of class C shares may be made without a CDSC if the dealer of record has, with Putnam Retail Management’s approval, waived its commission or agreed to refund its commission to Putnam Retail Management.

Conversion of class B shares into class A shares. Class B shares will automatically convert to class A shares on or around the end of the month eight years after the purchase date (for Putnam Small Cap Value Fund, on or around the end of the month six years after the purchase date; for Putnam Small Cap Growth Fund, on or around the end of the month five years after the purchase date; and for Multi-Cap Value Fund, on or around the end of the month five and one-half years after the purchase date). Class B shares acquired by exchanging class B shares of another Putnam fund will convert to class A shares based on the time of the initial purchase. The conversion period of the acquired fund will apply, unless the initial fund’s CDSC schedule is higher than that of the acquired fund. In that case, the conversion period and CDSC schedule of the initial fund will apply. Class B shares acquired through reinvestment of distributions will convert to class A shares based on the date of the initial purchase to which such shares relate. For this purpose, class B shares acquired through reinvestment of distributions will be attributed to particular purchases of class B shares in accordance with such procedures as the Trustees may determine from time to time. The conversion of class B shares to class A shares is subject to the condition that such conversions will not constitute taxable events for Federal tax purposes. Shareholders should consult with their tax advisers regarding the state and local tax consequences of the conversion of class B shares to class A shares, or any other exchange or conversion of shares. Average annual total return performance information for class B shares shown in the fund's prospectus does not assume conversion to class A shares.

January 24, 2012  II-6 

 



Sales without sales charges, contingent deferred sales charges or short-term trading fees

The fund may sell shares without a sales charge or CDSC to the following categories of investors:

(i) current and former Trustees of the fund, their family members, business and personal associates; current and former employees of Putnam Management and certain current and former corporate affiliates, their family members, business and personal associates; employee benefit plans for the foregoing; and partnerships, trusts or other entities in which any of the foregoing has a substantial interest;

(ii) employer-sponsored retirement plans, for the repurchase of shares in connection with repayment of plan loans made to plan participants (if the sum loaned was obtained by redeeming shares of a Putnam fund sold with a sales charge) (not applicable to tax-exempt funds);

(iii) clients of administrators or other service providers of employer-sponsored benefit plans which have entered into agreements with Putnam Retail Management (not applicable to tax-exempt funds);

(iv) registered representatives and other employees of broker-dealers having sales agreements with Putnam Retail Management; employees of financial institutions having sales agreements with Putnam Retail Management or otherwise having an arrangement with any such broker-dealer or financial institution with respect to sales of fund shares; and their immediate family members (spouses and children under age 21, including step-children and adopted children);

(v) investors meeting certain requirements who sold shares of certain Putnam closed-end funds pursuant to a tender offer by such closed-end fund;

(vi) a trust department of any financial institution purchasing shares of the fund in its capacity as trustee of any trust (other than a tax-qualified retirement plan trust), through an arrangement approved by Putnam Retail Management, if the value of the shares of the fund and other Putnam funds purchased or held by all such trusts exceeds $1 million in the aggregate;

(vii) "wrap accounts" maintained for clients of broker-dealers, financial institutions or financial intermediaries who have entered into agreements with Putnam Retail Management with respect to such accounts;

(viii) college savings plans that qualify for tax-exempt treatment under section 529 of the Internal Revenue Code of 1986, as amended (the “Code”); and

(ix) investors who invest liquidation proceeds from Putnam closed-end funds.

In the case of paragraph (i) above, the availability of shares at NAV has been determined to be appropriate because involvement by Putnam Retail Management and other brokers in purchases by these investors is typically minimal.

In addition to the categories enumerated above, in connection with settlements reached between certain firms and the Financial Industry Regulating Authority (“FINRA”) and/or Securities and Exchange Commission (the “SEC”) regarding sales of class B and class C shares in excess of certain dollar thresholds, the fund will permit shareholders who are clients of these firms (and applicable affiliates of such firms) to redeem class B and class C shares of the fund and concurrently purchase class A shares (in an amount to be determined by the dealer of record and Putnam Retail Management in accordance with the terms of the applicable settlement) without paying an initial sales charge.

January 24, 2012  II-7 

 



The fund may issue its shares at net asset value without an initial sales charge or a CDSC in connection with the acquisition of substantially all of the securities owned by other investment companies or personal holding companies. The CDSC will be waived on redemptions to pay premiums for insurance under Putnam’s insured investor program.

Application of CDSC to Systematic Withdrawal Plans (“SWP”). Investors who set up a SWP for a share account (see "INVESTOR SERVICES — Plans Available to Shareholders -- Systematic Withdrawal Plan") may withdraw through the SWP up to 12% of the net asset value of the account (calculated as set forth below) each year without incurring any CDSC. Shares not subject to a CDSC (such as shares representing reinvestment of distributions) will be redeemed first and will count toward the 12% limitation. If there are insufficient shares not subject to a CDSC, shares subject to the lowest CDSC liability will be redeemed next until the 12% limit is reached. The 12% figure is calculated on a pro rata basis at the time of the first payment made pursuant to an SWP and recalculated thereafter on a pro rata basis at the time of each SWP payment. Therefore, shareholders who have chosen an SWP based on a percentage of the net asset value of their account of up to 12% will be able to receive SWP payments without incurring a CDSC. However, shareholders who have chosen a specific dollar amount (for example, $100 per month from the fund that pays income distributions monthly) for their periodic SWP payment should be aware that the amount of that payment not subject to a CDSC may vary over time depending on the net asset value of their account. For example, if the net asset value of the account is $10,000 at the time of payment, the shareholder will receive $100 free of the CDSC (12% of $10,000 divided by 12 monthly payments). However, if at the time of the next payment the net asset value of the account has fallen to $9,400, the shareholder will receive $94 free of any CDSC (12% of $9,400 divided by 12 monthly payments) and $6 subject to the lowest applicable CDSC. This SWP privilege may be revised or terminated at any time.

Other exceptions to application of CDSC. No CDSC is imposed on the redemption of shares of any class subject to a CDSC to the extent that the shares redeemed (i) are no longer subject to the holding period therefor, (ii) resulted from reinvestment of distributions, or (iii) were exchanged for shares of another Putnam fund, provided that the shares acquired in such exchange or subsequent exchanges (including shares of a Putnam money market fund or Putnam Short Duration Income Fund) will continue to remain subject to the CDSC, if applicable, until the applicable holding period expires. In determining whether the CDSC applies to each redemption, shares not subject to a CDSC are redeemed first.

The fund will waive any CDSC on redemptions, in the case of individual, joint or Uniform Transfers to Minors Act accounts, in the event of death or post-purchase disability of a shareholder, for the purpose of paying benefits pursuant to tax-qualified retirement plans ("Benefit Payments"), or, in the case of living trust accounts, in the event of the death or post-purchase disability of the settlor of the trust. Benefit Payments currently include, without limitation, (1) distributions from an IRA due to death or post-purchase disability, (2) a return of excess contributions to an IRA or 401(k) plan, and (3) distributions from retirement plans qualified under Section 401(a) of the Code or from a 403(b) plan due to death, disability, retirement or separation from service. These waivers may be changed at any time.

Exceptions to application of short-term trading fee. In addition to the exceptions noted in the fund’s prospectus, the short-term trading fee will not apply in circumstances in which a CDSC would be waived as stated above under “Other exceptions to application of CDSC.”

Ways to Reduce Initial Sales Charges—Class A and M Shares

There are several ways in which an investor may obtain reduced sales charges on purchases of class A shares and class M shares. The variations in sales charges reflect the varying efforts required to sell shares to separate categories of purchasers. These provisions may be altered or discontinued at any time.

January 24, 2012  II-8 

 



Right of accumulation. A purchaser of class A shares or class M shares may qualify for a right of accumulation discount by combining all current purchases by such person with the value of certain other shares of any class of Putnam funds already owned. The applicable sales charge is based on the total of:

(i) the investor's current purchase(s); and

(ii) the higher of (x) the maximum public offering price (at the close of business on the previous day) or (y) the initial value of total purchases (less the value of shares redeemed on the applicable redemption date) of:

(a) all shares held in accounts registered to the investor and other accounts eligible to be linked to the investor’s accounts (as described below) in all of the Putnam funds (except closed-end and money market funds and Putnam Short Duration Income Fund, unless acquired as described in (b) below); and

(b) any shares of money market funds or Putnam Short Duration Income Fund acquired by exchange from other Putnam funds.

For shares held on December 31, 2007, the initial value will be the value of those shares at the maximum public offering price on that date.

The following persons may qualify for a right of accumulation discount:

(i) an individual, or a "company" as defined in Section 2(a)(8) of the Investment Company Act of 1940, as amended (the “1940 Act”) (which includes corporations which are corporate affiliates of each other);

(ii) an individual, his or her spouse and their children under age 21, purchasing for his, her or their own account;

(iii) a trustee or other fiduciary purchasing for a single trust estate or single fiduciary account (including a pension, profit-sharing, or other employee benefit trust created pursuant to a plan qualified under Section 401 of the Code and Simplified Employer Pension Plans (SEPs) created pursuant to Section 408(k) of the Code);

(iv) tax-exempt organizations qualifying under Section 501(c)(3) of the Code, (not including tax-exempt organizations qualifying under Section 403(b)(7) (a "403(b) plan") of the Code; and

(v) employee benefit plans of a single employer or of affiliated employers, other than 403(b) plans.

A combined purchase currently may also include shares of any class of other continuously offered Putnam funds (other than money market funds and Putnam Short Duration Income Fund) purchased at the same time, if the dealer places the order for such shares directly with Putnam Retail Management.

For individual investors, Putnam Investor Services automatically links accounts the registrations of which are under the same last name and address. Account types eligible to be linked for the purpose of qualifying for a right of accumulation discount include the following (in each case as registered to the investor, his or her spouse and his or her children under the age of 21):

(i) individual accounts;

(ii) joint accounts;

(iii) accounts established as part of a plan established pursuant to Section 403(b) of the Code (“403(b) plans”) or an IRA other than a Simple IRA, SARSEP or SEP IRA;

January 24, 2012  II-9 

 



(iv) shares owned through accounts in the name of the investor’s (or spouse’s or minor child’s) dealer or other financial intermediary (with documentation identifying to the satisfaction of Putnam Investor Services the beneficial ownership of such shares); and

(v) accounts established as part of a Section 529 college savings plan managed by Putnam Management.

Shares owned by a plan participant as part of an employee benefit plan of a single employer or of affiliated employers (other than 403(b) plans) or a single fiduciary account opened by a trustee or other fiduciary (including a pension, profit-sharing, or other employee benefit trust created pursuant to a plan qualified under Section 401 of the Code) are not eligible for linking to other accounts attributable to such person to qualify for the right of accumulation discount, although all current purchases made by each such plan may be combined with existing aggregate balances of such plan in Putnam funds for purposes of determining the sales charge applicable to shares purchased at such time by the plan.

To obtain the right of accumulation discount on a purchase through an investment dealer, when each purchase is made the investor or dealer must provide Putnam Retail Management with sufficient information to verify that the purchase qualifies for the privilege or discount. The shareholder must furnish this information to Putnam Investor Services when making direct cash investments. Sales charge discounts under a right of accumulation apply only to current purchases. No credit for right of accumulation purposes is given for any higher sales charge paid with respect to previous purchases for the investor’s account or any linked accounts.

Statement of Intention. Investors may also obtain the reduced sales charges for class A shares or class M shares shown in the prospectus for investments of a particular amount by means of a written Statement of Intention (also referred to as a Letter of Intention), which expresses the investor's intention to invest that amount (including certain "credits," as described below) within a period of 13 months in shares of any class of the fund or any other continuously offered Putnam fund (excluding Putnam money market funds and Putnam Short Duration Income Fund), including through an account established as part of a Section 529 college savings plan managed by Putnam Management. Each purchase of class A shares or class M shares under a Statement of Intention will be made at the lesser of (i) the public offering price applicable at the time of such purchase and (ii) the public offering price applicable on the date the Statement of Intention is executed to a single transaction of the total dollar amount indicated in the Statement of Intention.

An investor may receive a credit toward the amount indicated in the Statement of Intention equal to the maximum public offering price as of the close of business on the previous day of all shares he or she owns, or which are eligible to be linked for purposes of the right of accumulation described above, on the date of the Statement of Intention which are eligible for purchase under a Statement of Intention (plus any shares of money market funds and Putnam Short Duration Income Fund acquired by exchange of such eligible shares). Investors do not receive credit for shares purchased by the reinvestment of distributions. Investors qualifying for the "combined purchase privilege" (see above) may purchase shares under a single Statement of Intention.

The Statement of Intention is not a binding obligation upon the investor to purchase the full amount indicated. The minimum initial investment under a Statement of Intention is 5% of such amount, and must be invested immediately. Class A shares or class M shares purchased with the first 5% of such amount will be held in escrow to secure payment of the higher sales charge applicable to the shares actually purchased if the full amount indicated is not purchased. When the full amount indicated has been purchased, the escrow will be released. If an investor desires to redeem escrowed shares before the full amount has been purchased, the shares will be released from escrow only if the investor pays the sales charge that, without regard to the Statement of Intention, would apply to the total investment made to date.

If an investor purchases more than the dollar amount indicated on the Statement of Intention and qualifies for a further reduced sales charge, the sales charge will be adjusted for the entire amount purchased at the end of the 13-month period, upon recovery from the investor's dealer of its portion of the sales charge adjustment. Once received from the dealer, which may take a period of time or may never occur, the sales charge adjustment will

January 24, 2012  II-10 

 



be used to purchase additional shares at the then current offering price applicable to the actual amount of the aggregate purchases. These additional shares will not be considered as part of the total investment for the purpose of determining the applicable sales charge pursuant to the Statement of Intention. No sales charge adjustment will be made unless and until the investor's dealer returns any excess commissions previously received.

If an investor purchases less than the dollar amount indicated on the Statement of Intention within the 13-month period, the sales charge will be adjusted upward for the entire amount purchased at the end of the 13-month period. This adjustment will be made by redeeming shares from the account to cover the additional sales charge, the proceeds of which will be paid to the investor's dealer and Putnam Retail Management. Putnam Retail Management will make a corresponding downward adjustment to the amount of the reallowance payable to the dealer with respect to purchases made prior to the investor’s failure to fulfill the conditions of the Statement of Intention. If the account exceeds an amount that would otherwise qualify for a reduced sales charge, that reduced sales charge will be applied. Adjustments to sales charges and dealer reallowances will not be made in the case of the shareholder’s death prior to the expiration of the 13-month period.

Statements of Intention are not available for certain employee benefit plans.

Statement of Intention forms may be obtained from Putnam Retail Management or from investment dealers. In addition, shareholders may complete the applicable portion of the fund’s standard account application. Interested investors should read the Statement of Intention carefully.

Commissions on Sales to Employee Benefit Plans

Purchases of class A and class R shares. On sales of class A shares at net asset value to certain qualified benefit plans and health reimbursement accounts and sales of class R shares, Putnam Retail Management may, at its discretion, pay commissions to the dealer of record on net monthly purchases up to the following rates: 1.00% of the first $1 million, 0.75% of the next $1 million and 0.50% thereafter.

For commission payments made by Putnam Retail Management to dealers and other financial intermediaries with respect to other classes of shares offered to employee benefit plans and other tax-favored plan investors, see the corresponding sub-heading under “—Sales Charges and Other Share Class Features—Retail Investors.”

DISTRIBUTION PLANS

If the fund or a class of shares of the fund has adopted a distribution (12b-1) plan, the prospectus describes the principal features of the plan. This SAI contains additional information which may be of interest to investors.

Continuance of a plan is subject to annual approval by a vote of the Trustees, including a majority of the Trustees who are not interested persons of the fund and who have no direct or indirect interest in the plan or related arrangements (the "Qualified Trustees"), cast in person at a meeting called for that purpose. All material amendments to a plan must be likewise approved by the Trustees and the Qualified Trustees. No plan may be amended in order to increase materially the costs which the fund may bear for distribution pursuant to such plan without also being approved by a majority of the outstanding voting securities of the fund or the relevant class of the fund, as the case may be. A plan terminates automatically in the event of its assignment and may be terminated without penalty, at any time, by a vote of a majority of the Qualified Trustees or by a vote of a majority of the outstanding voting securities of the fund or the relevant class of the fund, as the case may be.

January 24, 2012  II-11 

 



The fund makes payments under each plan to Putnam Retail Management to compensate Putnam Retail Management for services provided and expenses incurred by it for purposes of promoting the sale of the relevant class of shares, reducing redemptions of shares or maintaining or improving services provided to shareholders by Putnam Retail Management and investment dealers.

Putnam Retail Management compensates qualifying dealers (including, for this purpose, certain financial institutions) for sales of shares and the maintenance of shareholder accounts.

Putnam Retail Management may suspend or modify its payments to dealers. The payments are also subject to the continuation of the relevant distribution plan, the terms of the service agreements between the dealers and Putnam Retail Management and any applicable limits imposed by FINRA.

Financial institutions receiving payments from Putnam Retail Management as described above may be required to comply with various state and federal regulatory requirements, including among others those regulating the activities of securities brokers or dealers.

Except as otherwise agreed between Putnam Retail Management and a dealer, for purposes of determining the amounts payable to dealers for shareholder accounts for which such dealers are designated as the dealer of record, "average net asset value" means the product of (i) the average daily share balance in such account(s) and (ii) the average daily net asset value of the relevant class of shares over the quarter.

Class A shares:

Putnam Retail Management makes quarterly (or in certain cases monthly) payments to dealers at up to the annual rates set forth below (as a percentage of the average net asset value of class A shares for which such dealers are designated the dealer of record) except as described below. No payments are made during the first year after purchase on shares purchased at net asset value by shareholders that invest at least $1 million, unless the dealer of record has waived the sales commission, or, in the case of dealers of record for a qualified benefit plan investing at least $1 million, where such dealer has agreed to a reduced sales commission.

Rate*  Fund 

0.25%  All funds currently making payments under a class A 
  distribution plan, except for those listed below 

0.20% for shares purchased before 3/21/05;  Putnam Tax-Free High Yield Fund 
0.25% for shares purchased on or after 3/21/05**   

0.20% for shares purchased before 4/1/05;  Putnam AMT-Free Municipal Fund 
0.25% for shares purchased on or after 4/1/05   

0.20% for shares purchased on or before 12/31/89;  Putnam Convertible Securities Fund 
0.25% for shares purchased after 12/31/89  George Putnam Balanced Fund 
  Putnam Global Equity Fund 
  Putnam Global Natural Resources Fund 
  Putnam Global Health Care Fund 
  The Putnam Fund for Growth and Income 
  Putnam Investors Fund 
  Putnam Voyager Fund 

0.20% for shares purchased on or before 3/31/90;  Putnam High Yield Trust 
0.25% for shares purchased after 3/31/90  Putnam U.S. Government Income Trust 

 

January 24, 2012  II-12 

 



Rate*  Fund 

0.20% for shares purchased on or before 1/1/90;  Putnam Equity Income Fund 
0.25% for shares purchased after 1/1/90   

0.20% for shares purchased on or before 3/31/91;  Putnam Income Fund 
0.25% for shares purchased after 3/31/91;   

0.10%  Putnam Short Duration Income Fund 

0.15% for shares purchased on or before 3/6/92;  Putnam Michigan Tax Exempt Income Fund 
0.20% for shares purchased after 3/6/92 but before  Putnam Minnesota Tax Exempt Income Fund 
4/1/05;  Putnam Ohio Tax Exempt Income Fund 
0.25% for shares purchased on or after 4/1/05   

0.15% for shares purchased on or before 5/11/92;  Putnam Massachusetts Tax Exempt Income Fund 
0.20% for shares purchased after 5/11/92 but before   
4/1/05;   
0.25% for shares purchased on or after 4/1/05   

0.15% for shares purchased on or before 12/31/92;  Putnam California Tax Exempt Income Fund 
0.20% for shares purchased after 12/31/92 but  Putnam New Jersey Tax Exempt Income Fund 
before 4/1/05;  Putnam New York Tax Exempt Income Fund 
0.25% for shares purchased on or after 4/1/05  Putnam Tax Exempt Income Fund 

0.15% for shares purchased on or before 3/5/93;  Putnam Arizona Tax Exempt Income Fund 
0.20% for shares purchased after 3/5/93 but before   
4/1/05;   
0.25% for shares purchased on or after 4/1/05   

0.15% for shares purchased on or before 7/8/93;  Putnam Pennsylvania Tax Exempt Income Fund 
0.20% for shares purchased after 7/8/93 but before   
4/1/05;   
0.25% for shares purchased on or after 4/1/05   

0.00%  Putnam Money Market Fund 
  Putnam Tax Exempt Money Market Fund 


*For purposes of this table, shares are deemed to be purchased on date of settlement (
i.e., once purchased and paid for). Shares issued in connection with dividend reinvestments are considered to be purchased on the date of their issuance, not the issuance of the original shares.

**Shares of Putnam Tax-Free High Yield Fund issued in connection with the merger of Putnam Municipal Income Fund into that fund pay a commission at the annual rate of 0.20% or 0.25%, based on the date of the original purchase of the shareholder’s corresponding shares of Putnam Municipal Income Fund, as set forth below: 0.20% for shares purchased on or before 5/7/92; 0.25% for shares purchased after 5/7/92.

Class B shares:

Putnam Retail Management makes quarterly (or in certain cases monthly) payments to dealers at the annual rates set forth below (as a percentage of the average net asset value of class B shares for which such dealers are designated the dealer of record).

January 24, 2012  II-13 

 



Rate  Fund 

0.25%  All funds currently making payments under a class B 
  distribution plan, except for those listed below 

0.25%, except that the first year's service fees of  Putnam AMT-Free Municipal Fund 
0.25% are prepaid at time of sale  Putnam Tax-Free High Yield Fund 

0.20%, except that the first year’s service fees of  Putnam Arizona Tax Exempt Income Fund 
0.20% are prepaid at time of sale  Putnam California Tax Exempt Income Fund 
  Putnam Massachusetts Tax Exempt Income Fund 
  Putnam Michigan Tax Exempt Income Fund 
  Putnam Minnesota Tax Exempt Income Fund 
  Putnam New Jersey Tax Exempt Income Fund 
  Putnam New York Tax Exempt Income Fund 
  Putnam Ohio Tax Exempt Income Fund 
  Putnam Pennsylvania Tax Exempt Income Fund 
  Putnam Tax Exempt Income Fund 

0.00%  Putnam Money Market Fund 
  Putnam Short Duration Income Fund 

 

Class C shares:

Putnam Retail Management makes quarterly (or in certain cases monthly) payments to dealers at the annual rates set forth below (as a percentage of the average net asset value of class C shares for which such dealers are designated the dealer of record). No payments are made during the first year after purchase unless the shareholder has made arrangements with Putnam Retail Management and the dealer of record has waived the sales commission, except that payments for Putnam Money Market Fund and Putnam Short Duration Income Fund will be made beginning in the first year.

Rate  Fund 

1.00%  All funds currently making payments under a class C 
  distribution plan, except the fund listed below 

0.50%  Putnam Money Market Fund 
  Putnam Short Duration Income Fund 

 

January 24, 2012  II-14 

 



Different rates may apply to shares sold outside the United States.

Class M shares:

Putnam Retail Management makes quarterly (or in certain cases monthly) payments to dealers at the annual rates set forth below (as a percentage of the average net asset value of class M shares for which such dealers are designated the dealer of record), except as follows. No payments are made during the first year after purchase on shares purchased at net asset value for Putnam Rollover IRAs, unless the dealer of record has waived the sales commission.

Rate  Fund 

0.65%  All growth, blend, value, global sector and asset 
  allocation funds (excluding funds in the Retirement 
  Income Lifestyle suite) currently making payments 
  under a class M distribution plan, and Putnam 
  Absolute Return 500 Fund and Putnam Absolute 
  Return 700 Fund. 

0.40%  All income funds currently making payments under a 
  class M distribution plan (except for Putnam Floating 
  Rate Income Fund, Putnam Money Market Fund and 
  Putnam Short Duration Income Fund) and funds in 
  the Retirement Income Lifestyle suite. 

0.30%  Putnam Absolute Return 100 Fund, Putnam Absolute 
  Return 300 Fund and Putnam Floating Rate Income 
  Fund 

0.15%  Putnam Money Market Fund 
  Putnam Short Duration Income Fund 

 

Putnam Retail Management’s payments to dealers for plans investing in class M shares for which such dealers are designated the dealer of record may equal up to the annual rate of 0.75% of the average net asset value of such class M shares for Putnam Absolute Return 500 Fund and Putnam Absolute Return 700 Fund as well as all growth, blend, value, global sector and asset allocation funds currently making payments under a class M distribution plan and up to the annual rate of 0.50% of the average net asset value of such class M shares for all income funds currently making payments under a class M distribution plan (except for Putnam Floating Rate Income Fund, Putnam Absolute Return 100 Fund and Putnam Absolute Return 300 Fund, Putnam Money Market Fund and Putnam Short Duration Income Fund).

Different rates may apply to shares sold outside the United States.

Class R shares:

Putnam Retail Management makes quarterly (or in certain cases monthly) payments to dealers at up to the annual rates set forth below (as a percentage of the average net asset value of class R shares for which such dealers are designated the dealer of record).

Rate  Fund 

0.50%  All funds currently making payments under a class R 
  distribution plan 

 

January 24, 2012  II-15 

 



A portion of the class R distribution fee payable to dealers may be paid to third parties who provide services to plans investing in class R shares and participants in such plans.

Class T shares:

Putnam Retail Management makes quarterly (or in certain cases monthly) payments to dealers at the annual rates set forth below (as a percentage of the average net asset value of class T shares for which such dealers are designated the dealer of record).

Rate  Fund 

0.25%  Putnam Money Market Fund 

 

Additional Dealer Payments

As described earlier in this section, dealers may receive different commissions, sales charge reallowances and other payments with respect to sales of different classes of shares of the funds. These payments may include servicing payments to retirement plan administrators and other institutions up to the same levels as described above. For purposes of this section the term “dealer” includes any broker, dealer, bank, bank trust department, registered investment advisor, financial planner, retirement plan administrator and any other institution having a selling, services, or any similar agreement with Putnam Retail Management or one of its affiliates.

Putnam Retail Management and its affiliates pay additional compensation to selected dealers under the categories described below. These categories are not mutually exclusive, and a single dealer may receive payments under all categories. These payments may create an incentive for a dealer firm or its representatives to recommend or offer shares of the fund or other Putnam funds to its customers. These additional payments are made pursuant to agreements with dealers and do not change the price paid by investors for the purchase of a share or the amount a fund will receive as proceeds from such sales or the distribution (12b-1) fees and the expenses paid by the fund as shown under the heading “Fees and Expenses” in the prospectus.

Marketing Support Payments. Putnam Retail Management and its affiliates make payments to certain dealers for marketing support services. These payments are individually negotiated with each dealer firm, taking into account the marketing support services provided by the dealer, including business planning assistance, educating dealer personnel about the Putnam funds and shareholder financial planning needs, placement on the dealer’s preferred or recommended fund company list, and access to sales meetings, sales representatives and management representatives of the dealer, as well as the size of the dealer’s relationship with Putnam Retail Management. Putnam Retail Management and its affiliates compensate dealers differently depending upon, among other factors, the level and/or type of marketing support provided by the dealer. Payments are generally based on one or more of the following factors: average net assets of Putnam’s retail mutual funds attributable to that dealer, gross or net sales of Putnam’s retail mutual funds attributable to that dealer, reimbursement of ticket charges (fees that a dealer firm charges its representatives for effecting transactions in fund shares) or a negotiated lump sum payment for services rendered. In addition, payments typically apply to retail sales and assets, but may not, in certain situations, apply to other specific types of sales or assets, such as to retirement plans or fee-based advisory programs.

Although the total of marketing support payments made to dealers in any year may vary, on average, the aggregate payments are not expected, on an annual basis, to exceed 0.085% of the average assets of Putnam’s retail mutual funds attributable to the dealers.

The following dealers (and such dealers’ respective affiliates) received marketing support payments from Putnam Retail Management and its affiliates during the calendar year ended December 31, 2011:

January 24, 2012  II-16 

 



American Portfolios Financial Services, Inc.  Merrill Lynch, Pierce, Fenner & Smith, Inc. 

Ameriprise Financial Services, Inc.  MetLife Securities, Inc. 

AXA Advisors, LLC  Morgan Stanley Smith Barney LLC 

BancWest Investment Services, Inc.  Multi-Financial Securities Corporation 

Cadaret, Grant & Co. Inc.  National Planning Corporation 

Cambridge Investment Research, Inc.  New England Securities Corporation 

CCO Investment Services Corp.  NFP Securities, Inc. 

Chase Investment Services Corp.  Northwestern Mutual Investment Services, LLC 

Citigroup Global Markets Inc.  Oppenheimer & Co. Inc. 

Commonwealth Equity Services  PrimeVest Financial Services, Inc. 

CUNA Brokerage Services, Inc.  Raymond James & Associates, Inc. 

CUSO Financial Services, L.P.  Raymond James Financial Services, Inc. 

Financial Network Investment Corporation  RBC Capital Markets Corporation 

FSC Securities Corporation  Royal Alliance Associates 

Genworth Financial Securities Corp.  Sagepoint Financial, Inc. 

Great-West Life & Annuity Insurance Company  Securities America Financial Corporation, Inc. 

HD Vest Investment Securities, Inc.  SII Investments 

ING Financial Partners  Stifel, Nicolaus & Company, Incorporated 

INVEST Financial Corporation  SunTrust Investment Services, Inc. 

Investment Centers of America, Inc.  Tower Square Securities, Inc. 

Janney Montgomery Scott LLC  U.S. Bancorp Investments, Inc. 

Lincoln Financial Advisors Corp.  UBS Financial Services Inc. 

Lincoln Financial Securities Corporation  UVEST Financial Services, Inc. 

Lincoln Investment Planning, Inc.  Walnut Street Securities, Inc. 

LPL Financial Corporation  Wells Fargo Advisors, LLC 

MMC Securities Corp.  Woodbury Financial Services, Inc. 

M&T Securities, Inc.   


Additional dealers may receive marketing support payments in 2012 and in future years. Any additions, modifications or deletions to the list of dealers identified above that have occurred since December 31, 2011 are not reflected. You can ask your dealer about any payments it receives from Putnam Retail Management and its affiliates.

Program Servicing Payments. Putnam Retail Management and its affiliates will also make payments to certain dealers that sell Putnam fund shares through retirement plans and other investment programs to compensate dealers for a variety of services they provide to such programs. A dealer may perform program services itself or may arrange with a third party to perform program services. In addition to participant recordkeeping, reporting, or transaction processing, program services may include services rendered in connection with fund/investment selection and monitoring, employee enrollment and education, plan balance rollover or separation, or other similar services. Payments by Putnam Retail Management and its affiliates for program servicing support to any one dealer are not expected, with certain limited exceptions, to exceed 0.20% of the total assets in the program on an annual basis. In addition, Putnam Retail Management and its affiliates will make one-time or annual payments to selected dealers receiving program servicing payments in reimbursement of printing costs for literature for participants, account maintenance fees or fees for establishment of Putnam funds on the dealer’s system. The amounts of these payments may, but will not normally (except in cases where the aggregate assets in the program are small), cause the aggregate amount of the program servicing payments to such dealer on an annual basis to exceed the amounts set forth above.

January 24, 2012  II-17 

 



The following dealers (and such dealers’ respective affiliates) received program servicing payments from Putnam Retail Management and its affiliates during the calendar year ended December 31, 2011:

ADP Broker-Dealer, Inc.  Merrill Lynch, Pierce, Fenner & Smith, Inc. 

Ascensus, Inc.  MidAtlantic Capital Corporation 

Benefit Plans Administrators  MSCS Financial Services, LLC 

Charles Schwab & Co., Inc.  National Financial Services LLC 

Charles Schwab Trust Company  Nationwide Investment Services Corporation 

City National Bank  Nationwide Life Insurance Company 

CompuSys/Erisa Group  Newport Retirement Services, Inc. 

Correll Co.  NYLIFE Distributors LLC 

CPI Qualified Plan Consultants, Inc.  Paychex Securities Corporation 

DailyAccess Corporation  Pershing LLC 

Digital Retirement Solutions  Plan Administrators, Inc. 

Dyatech, LLC  The Princeton Retirement Group, Inc. 

ExpertPlan, Inc.  Principal Life Insurance Co. 

Fidelity Investments Institutional Operations Company, Inc.  Raymond James & Associates, Inc. 

Genworth Life and Annuity Insurance Co.  Raymond James Financial Services, Inc. 

Genworth Life Insurance Co of New York  Reliance Trust Company 

Great-West Life & Annuity Insurance Company  SunTrust Bank 

GWFS Equities, Inc.  TD Ameritrade Trust Company 

Hartford Life Insurance Company  The Prudential Insurance Company of America 

Hartford Securities Distribution Company, Inc.  The Vanguard Group Inc. 

Hewitt Associates LLC  Transamerica Advisors Life Insurance Company 

July Business Services  Transamerica Advisors Life Insurance Company of New York 

Leggette & Company, Inc.  VALIC Retirement Services Company 

Lincoln Retirement Services Company, LLC  Wilmington Trust Company 

Massachusetts Mutual Life Insurance Co.  Wilmington Trust Retirement & Institutional Services Co. 

Mercer HR Services LLC   


Additional dealers may receive program servicing payments in 2012 and in future years. Any additions, modifications or deletions to the list of dealers identified above that have occurred since December 31, 2011 are not reflected. You can ask your dealer about any payments it receives from Putnam Retail Management and its affiliates.

Other Payments. From time to time, Putnam Retail Management, at its expense, may provide additional compensation to dealers which sell or arrange for the sale of shares of the fund to the extent not prohibited by laws or the rules of any self-regulatory agency, such as FINRA. Such compensation provided by Putnam Retail Management may include financial assistance to dealers that enable Putnam Retail Management to participate in and/or present at dealer-sponsored conferences or seminars, sales or training programs for invited registered representatives and other dealer employees, dealer entertainment, and other dealer-sponsored events, and travel expenses, including lodging incurred by registered representatives and other employees in connection with prospecting, retention and due diligence trips. Putnam Retail Management makes payments for entertainment events it deems appropriate, subject to Putnam Retail Management’s internal guidelines and applicable law. These payments may vary upon the nature of the event.

Certain dealers also receive payments from the funds’ transfer agent in recognition of sub-accounting or other services they provide to shareholders or plan participants who invest in the fund or other Putnam funds through their retirement plan. These payments are not expected, with certain exceptions both for affiliated and unaffiliated entities noted in the discussion under the heading “MANAGEMENT – Investor Servicing Agent,” to exceed 0.13% of the total assets of such shareholders or plan participants in the fund

January 24, 2012  II-18 

 



or other Putnam funds on an annual basis. See the discussion under the heading “MANAGEMENT –Investor Servicing Agent” for more details.

You can ask your dealer for information about payments it receives from Putnam Retail Management or its affiliates and the services it provides for those payments.

In addition to payments to dealers described above, Putnam Investor Services or Putnam Retail Management may, at the direction of a retirement plan’s sponsor, reimburse or pay direct expenses of the plan that would otherwise be payable by the plan. Putnam Investor Services also, at its expense, may make payments to financial intermediaries for introducing to Putnam Investor Services, and/or assisting Putnam Investor Services in the provision of services to, certain retirement plans administered by Putnam Investor Services. Such payments to any one financial intermediary are not expected to exceed an annual rate of 0.05% of a plan’s average net assets.

MISCELLANEOUS INVESTMENTS, INVESTMENT PRACTICES AND RISKS

As noted in the prospectus, in addition to the main investment strategies and the principal risks described in the prospectus, the fund may employ other investment practices and may be subject to other risks, which are described below. Because the following is a combined description of investment strategies of all of the Putnam funds, certain matters described herein may not apply to your fund. Unless a strategy or policy described below is specifically prohibited or limited by the investment restrictions discussed in the fund’s prospectus or in this SAI, or by applicable law, the fund may engage in each of the practices described below without limit. This section contains information on the investments and investment practices listed below. With respect to funds for which Putnam Investments Limited (“PIL”) and/or The Putnam Advisory Company, LLC (“PAC”) serves as sub-investment manager (as described in the fund’s prospectus), references to Putnam Management in this section include PIL and/or PAC, as appropriate.

Alternative Investment Strategies  Mortgage-backed and Asset-backed Securities 

Bank Loans  Options on Securities 

Borrowing and Other Forms of Leverage  Preferred Stocks and Convertible Securities 

Derivatives  Private Placements and Restricted Securities 

Exchange-Traded Notes  Real Estate Investment Trusts (REITs) 

Floating Rate and Variable Rate Demand Notes  Redeemable Securities 

Foreign Currency Transactions  Repurchase Agreements 

Foreign Investments and Related Risks  Securities Loans 

Forward Commitments and Dollar Rolls  Securities of Other Investment Companies 

Futures Contracts and Related Options  Short-term Trading 

Hybrid Instruments  Special Purpose Acquisition Companies 

Inflation-Protected Securities  Structured Investments 

Initial Public Offerings (IPOs)  Swap Agreements 

Interfund Borrowing and Lending  Tax-exempt Securities 

Inverse Floaters  Warrants 

Lower-rated Securities  Zero-coupon and Payment-in-kind Bonds 

Money Market Instruments   

 

Alternative Investment Strategies

At times, Putnam Management may judge that market conditions may make pursuing a fund's investment strategies inconsistent with the best interests of its shareholders. Putnam Management then may temporarily use alternative strategies that are mainly designed to limit the fund's losses. In implementing these strategies, the fund may invest primarily in, among other things, debt securities, preferred stocks, U.S. Government and agency obligations, cash or money market instruments (including, to the extent permitted by law or applicable

January 24, 2012  II-19 

 



exemptive relief, money market funds), or any other securities Putnam Management considers consistent with such defensive strategies.

Bank Loans

The fund may invest in bank loans. By purchasing a loan, the fund acquires some or all of the interest of a bank or other lending institution in a loan to a particular borrower. The fund may act as part of a lending syndicate, and in such cases would be purchasing a “participation” in the loan. The fund may also purchase loans by assignment from another lender. Many loans are secured by the assets of the borrower, and most impose restrictive covenants which must be met by the borrower. These loans are typically made by a syndicate of banks, represented by an agent bank which has negotiated and structured the loan and which is responsible generally for collecting interest, principal, and other amounts from the borrower on its own behalf and on behalf of the other lending institutions in the syndicate, and for enforcing its and their other rights against the borrower. Each of the lending institutions, including the agent bank, lends to the borrower a portion of the total amount of the loan, and retains the corresponding interest in the loan.

The fund’s ability to receive payments of principal and interest and other amounts in connection with loan participations held by it will depend primarily on the financial condition of the borrower (and, in some cases, the lending institution from which it purchases the loan). The value of collateral, if any, securing a loan can decline, or may be insufficient to meet the borrower’s obligations or difficult to liquidate. In addition, the fund’s access to collateral may be limited by bankruptcy or other insolvency laws. The failure by the fund to receive scheduled interest or principal payments on a loan would adversely affect the income of the fund and would likely reduce the value of its assets, which would be reflected in a reduction in the fund's net asset value. Banks and other lending institutions generally perform a credit analysis of the borrower before originating a loan or participating in a lending syndicate. In selecting the loans in which the fund will invest, however, Putnam Management will not rely solely on that credit analysis, but will perform its own investment analysis of the borrowers. Putnam Management's analysis may include consideration of the borrower's financial strength and managerial experience, debt coverage, additional borrowing requirements or debt maturity schedules, changing financial conditions, and responsiveness to changes in business conditions and interest rates. Putnam Management will generally not have access to non-public information to which other investors in syndicated loans may have access. Because loans in which the fund may invest are not generally rated by independent credit rating agencies, a decision by the fund to invest in a particular loan will depend almost exclusively on Putnam Management's, and the original lending institution's, credit analysis of the borrower. Investments in loans may be of any quality, including “distressed” loans, and will be subject to the fund’s credit quality policy. The loans in which the fund may invest include those that pay fixed rates of interest and those that pay floating rates – i.e., rates that adjust periodically based on a known lending rate, such as a bank’s prime rate.

Loans may be structured in different forms, including novations, assignments and participating interests. In a novation, the fund assumes all of the rights of a lending institution in a loan, including the right to receive payments of principal and interest and other amounts directly from the borrower and to enforce its rights as a lender directly against the borrower. The fund assumes the position of a co-lender with other syndicate members. As an alternative, the fund may purchase an assignment of a portion of a lender's interest in a loan. In this case, the fund may be required generally to rely upon the assigning bank to demand payment and enforce its rights against the borrower, but would otherwise be entitled to all of such bank's rights in the loan. The fund may also purchase a participating interest in a portion of the rights of a lending institution in a loan. In such case, it will be entitled to receive payments of principal, interest and premium, if any, but will not generally be entitled to enforce its rights directly against the agent bank or the borrower, and must rely for that purpose on the lending institution. The fund may also acquire a loan interest directly by acting as a member of the original lending syndicate.

The fund will in many cases be required to rely upon the lending institution from which it purchases the loan to collect and pass on to the fund such payments and to enforce the fund's rights under the loan. As a result, an

January 24, 2012  II-20 

 



insolvency, bankruptcy or reorganization of the lending institution may delay or prevent the fund from receiving principal, interest and other amounts with respect to the underlying loan. When the fund is required to rely upon a lending institution to pay to the fund principal, interest and other amounts received by it, Putnam Management will also evaluate the creditworthiness of the lending institution.

The borrower of a loan in which the fund holds an interest may, either at its own election or pursuant to terms of the loan documentation, prepay amounts of the loan from time to time. There is no assurance that the fund will be able to reinvest the proceeds of any loan prepayment at the same interest rate or on the same terms as those of the original loan.

Corporate loans in which the fund may invest are generally made to finance internal growth, mergers, acquisitions, stock repurchases, leveraged buy-outs and other corporate activities. A significant portion of the corporate loans purchased by the fund may represent interests in loans made to finance highly leveraged corporate acquisitions, known as "leveraged buy-out" transactions, leveraged recapitalization loans and other types of acquisition financing. The highly leveraged capital structure of the borrowers in such transactions may make such loans especially vulnerable to adverse changes in economic or market conditions. In addition, loans generally are subject to restrictions on transfer, and only limited opportunities may exist to sell such participations in secondary markets. As a result, the fund may be unable to sell loans at a time when it may otherwise be desirable to do so or may be able to sell them only at a price that is less than their fair market value. The fund may hold investments in loans for a very short period of time when opportunities to resell the investments that Putnam Management believes are attractive arise.

Certain of the loans acquired by the fund may involve revolving credit facilities under which a borrower may from time to time borrow and repay amounts up to the maximum amount of the facility. In such cases, the fund would have an obligation to advance its portion of such additional borrowings upon the terms specified in the loan participation. To the extent that the fund is committed to make additional loans under such a participation, it will at all times set aside on its books liquid assets in an amount sufficient to meet such commitments. Certain of the loan participations acquired by the fund may also involve loans made in foreign (i.e., non-U.S.) currencies. The fund's investment in such participations would involve the risks of currency fluctuations described above with respect to investments in the foreign securities.

With respect to its management of investments in bank loans, Putnam Management will normally seek to avoid receiving material, non-public information (“Confidential Information”) about the issuers of bank loans being considered for acquisition by the fund or held in the fund’s portfolio. In many instances, borrowers may offer to furnish Confidential Information to prospective investors, and to holders, of the issuer’s loans. Putnam Management’s decision not to receive Confidential Information may place Putnam Management at a disadvantage relative to other investors in loans (which could have an adverse effect on the price the fund pays or receives when buying or selling loans). Also, in instances where holders of loans are asked to grant amendments, waivers or consent, Putnam Management’s ability to assess their significance or desirability may be adversely affected. For these and other reasons, it is possible that Putnam Management’s decision not to receive Confidential Information under normal circumstances could adversely affect the fund’s investment performance.

Notwithstanding its intention generally not to receive material, non-public information with respect to its management of investments in loans, Putnam Management may from time to time come into possession of material, non-public information about the issuers of loans that may be held in the fund’s portfolio. Possession of such information may in some instances occur despite Putnam Management’s efforts to avoid such possession, but in other instances Putnam Management may choose to receive such information (for example, in connection with participation in a creditors’ committee with respect to a financially distressed issuer). As, and to the extent, required by applicable law, Putnam Management's ability to trade in these loans for the account of the fund could potentially be limited by its possession of such information. Such limitations on Putnam Management's ability to trade could have an adverse effect on the fund by, for example, preventing the

January 24, 2012  II-21 

 



fund from selling a loan that is experiencing a material decline in value. In some instances, these trading restrictions could continue in effect for a substantial period of time.

In some instances, other accounts managed by Putnam Management or an affiliate may hold other securities issued by borrowers whose loans may be held in the fund’s portfolio. These other securities may include, for example, debt securities that are subordinate to the loans held in the fund’s portfolio, convertible debt or common or preferred equity securities. In certain circumstances, such as if the credit quality of the issuer deteriorates, the interests of holders of these other securities may conflict with the interests of the holders of the issuer’s loans. In such cases, Putnam Management may owe conflicting fiduciary duties to the fund and other client accounts. Putnam Management will endeavor to carry out its obligations to all of its clients to the fullest extent possible, recognizing that in some cases certain clients may achieve a lower economic return, as a result of these conflicting client interests, than if Putnam Management's client accounts collectively held only a single category of the issuer’s securities.

Borrowing and Other Forms of Leverage

The fund may borrow money to the extent permitted by its investment policies and restrictions and applicable law. When the fund borrows money or otherwise leverages its portfolio, the value of an investment in the fund will be more volatile and other investment risks will tend to be compounded. This is because leverage tends to exaggerate the effect of any increase or decrease in the value of the fund’s holdings. In addition to borrowing money from banks, the fund may engage in certain other investment transactions that may be viewed as forms of financial leverage – for example, using dollar rolls, investing collateral from loans of portfolio securities, entering into when-issued, delayed-delivery or forward commitment transactions or using derivatives such as swaps, futures, forwards, and options. Because the fund either (1) sets aside cash (or other assets determined to be liquid by Putnam Management in accordance with procedures established by the Trustees) on its books in respect of such transactions during the period in which the transactions are open or (2) otherwise “covers” its obligations under the transactions, such as by holding offsetting investments, the fund does not consider these transactions to be borrowings for purposes of its investment restrictions or “senior securities” for purposes of the 1940 Act. In some cases (e.g., with respect to futures and forwards that are contractually required to “cash-settle”), the fund is permitted under relevant guidance from the SEC or SEC staff to set aside assets with respect to an investment transaction in the amount of its net (marked-to-market) obligations thereunder, rather than the full notional amount of the transaction. By setting aside assets equal only to its net obligations, the fund will have the ability to employ leverage to a greater extent than if it set aside assets equal to the notional amount of the transaction, which may increase the risk associated with such investments.

Each Putnam fund (other than Putnam RetirementReady® Funds, Putnam Global Sector Fund and Putnam Money Market Liquidity Fund) participates in committed and uncommitted lines of credit with State Street Bank and Trust Company. These lines of credit are intended to provide a temporary source of cash in extraordinary or emergency circumstances, such as unexpected shareholder redemption requests. The fund may pay a commitment or other fee to maintain a line of credit, in addition to the stated interest rate.

Derivatives

Certain of the instruments in which the fund may invest, such as futures contracts, options, hybrid instruments, forward contracts, swap agreements and structured investments, are considered to be "derivatives." Derivatives are financial instruments whose value depends upon, or is derived from, the value or other attributes of an underlying asset, such as a security or an index. Further information about these instruments and the risks involved in their use is included elsewhere in the prospectus and in this SAI. The fund’s use of derivatives may cause the fund to recognize higher amounts of short-term capital gains, which are generally taxed to shareholders at ordinary income tax rates. The fund’s use of commodity-linked derivatives can bear on or be limited by the fund’s intention to qualify as a “regulated investment company” under the Code, as discussed in “Taxes” below. Investments in derivatives may be applied toward meeting a requirement to invest in a particular kind of investment if the derivatives have economic characteristics similar to that investment.

January 24, 2012  II-22 

 



The fund’s use of certain derivatives may in some cases involve forms of financial leverage, which involves risk and may increase the volatility of the fund’s net asset value. See “—Borrowing and Other Forms of Leverage.” In its use of derivatives, the fund may take both long positions (the values of which move in the same direction as the prices of the underlying investments, pools of investments, indexes or currencies), and short positions (the values of which move in the opposite direction from the prices of the underlying investments, pools of investments indexes or currencies).

Short positions may involve greater risks than long positions, as the risk of loss may be theoretically unlimited (unlike a long position, in which the risk of loss may be limited to the amount invested). The fund may use derivatives that combine “long” and “short” positions in order to capture the difference between underlying investments, pools of investments, indices or currencies.

Exchange Traded Notes

The fund may invest in exchange traded notes (“ETNs”). ETNs are typically senior, unsecured, unsubordinated debt securities whose returns are linked to the performance of a particular market index less applicable fees and expenses. ETNs are listed on an exchange and traded in the secondary market. The fund may hold the ETN until maturity, at which time the issuer is obligated to pay a return linked to the performance of the relevant market index. ETNs do not make periodic interest payments and principal is not protected.

The market value of an ETN may be influenced by, among other things, time to maturity, level of supply and demand of the ETN, volatility and lack of liquidity in the underlying assets, changes in the applicable interest rates, the current performance of the market index to which the ETN is linked, and the credit rating of the ETN issuer. The market value of an ETN may differ from the performance of the applicable market index and there may be times when an ETN trades at a premium or discount. This difference in price may be due to the fact that the supply and demand in the market for ETNs at any point in time is not always identical to the supply and demand in the market for the securities underlying the market index that the ETN seeks to track. A change in the issuer’s credit rating may also impact the value of an ETN despite the underlying market index remaining unchanged. ETNs are also subject to tax risk. No assurance can be given that the Internal Revenue Service (the “IRS”) will accept, or a court will uphold, how the fund characterizes and treats ETNs for tax purposes.

An ETN that is tied to a specific market index may not be able to replicate and maintain exactly the composition and relative weighting of securities, commodities or other components in the applicable market index. ETNs also incur certain expenses not incurred by their applicable market index, and the fund would bear a proportionate share of any fees and expenses borne by the ETN in which it invests.

The fund’s decision to sell its ETN holdings may be limited by the availability of a secondary market. In addition, although an ETN may be listed on an exchange, the issuer may not be required to maintain the listing and there can be no assurance that a secondary market will exist for an ETN. Some ETNs that use leverage in an effort to amplify the returns of an underlying market index can, at times, be relatively illiquid and may therefore be difficult to purchase or sell at a fair price. Leveraged ETNs may offer the potential for greater return, but the potential for loss and speed at which losses can be realized also are greater.

ETNs are generally similar to structured investments and hybrid instruments. For discussion of these investments and the risks generally associated with them, see “Hybrid Instruments” and “Structured Investments” in this SAI.

Floating Rate and Variable Rate Demand Notes

January 24, 2012  II-23 

 



The fund may purchase taxable or tax-exempt floating rate and variable rate demand notes for short-term cash management or other investment purposes. Floating rate and variable rate demand notes and bonds may have a stated maturity in excess of one year, but may have features that permit a holder to demand payment of principal plus accrued interest upon a specified number of days notice. Frequently, such obligations are secured by letters of credit or other credit support arrangements provided by banks. The issuer has a corresponding right, after a given period, to prepay in its discretion the outstanding principal of the obligation plus accrued interest upon a specific number of days notice to the holders. The interest rate of a floating rate instrument may be based on a known lending rate, such as a bank's prime rate, and is reset whenever such rate is adjusted. The interest rate on a variable rate demand note is reset at specified intervals at a market rate.

Foreign Currency Transactions

To manage its exposure to foreign currencies, the fund may engage in foreign currency exchange transactions, including purchasing and selling foreign currency, foreign currency options, foreign currency forward contracts and foreign currency futures contracts and related options. In addition, the fund may engage in these transactions for the purpose of increasing its return. Foreign currency transactions involve costs, and, if unsuccessful, may reduce the fund’s return.

Generally, the fund may engage in both "transaction hedging" and "position hedging." The fund may also engage in foreign currency transactions for non-hedging purposes, subject to applicable law. When it engages in transaction hedging, the fund enters into foreign currency transactions with respect to specific receivables or payables, generally arising in connection with the purchase or sale of portfolio securities. The fund will engage in transaction hedging when it desires to "lock in" the U.S. dollar price of a security it has agreed to purchase or sell, or the U.S. dollar equivalent of a dividend or interest payment in a foreign currency. By transaction hedging the fund will attempt to protect itself against a possible loss resulting from an adverse change in the relationship between the U.S. dollar and the applicable foreign currency during the period between the date on which the security is purchased or sold, or on which the dividend or interest payment is earned, and the date on which such payments are made or received. The fund may also engage in position hedging to protect against a decline in the value relative to the U.S. dollar of the currencies in which its portfolio securities are denominated or quoted (or an increase in the value of the currency in which securities the fund intends to buy are denominated or quoted).

The fund may purchase or sell a foreign currency on a spot (or cash) basis at the prevailing spot rate in connection with the settlement of transactions in portfolio securities denominated in that foreign currency or for other hedging or non-hedging purposes. If conditions warrant, for hedging or non-hedging purposes, the fund may also enter into contracts to purchase or sell foreign currencies at a future date ("forward contracts") and purchase and sell foreign currency futures contracts. The fund may also purchase or sell exchange-listed and over-the-counter call and put options on foreign currency futures contracts and on foreign currencies.

A foreign currency futures contract is a standardized exchange-traded contract for the future delivery of a specified amount of a foreign currency at a price set at the time of the contract. Foreign currency futures contracts traded in the United States are designed by and traded on exchanges regulated by the Commodity Futures Trading Commission (the "CFTC"), such as the New York Mercantile Exchange, and have margin requirements.

A foreign currency forward contract is a negotiated agreement to exchange currency at a future time, which may be any fixed number of days from the date of the contract as agreed by the parties, at a price set at the time of the contract. The contract price may be higher or lower than the current spot rate. In the case of a cancelable forward contract, the holder has the unilateral right to cancel the contract at maturity by paying a specified fee. Forward foreign currency exchange contracts differ from foreign currency futures contracts in certain respects. For example, the maturity date of a forward contract may be any fixed number of days from the date of the contract agreed upon by the parties, rather than a predetermined date in a given month. Forward contracts may be in any amount agreed upon by the parties rather than predetermined amounts. In addition,

January 24, 2012  II-24 

 



forward contracts are traded in the interbank market conducted directly between currency traders (usually large commercial banks) and their customers, so that no intermediary is required. A forward contract generally has no deposit requirement, and no commissions are charged at any stage for trades.

At the maturity of a forward or futures contract, the fund either may accept or make delivery of the currency specified in the contract, or at or prior to maturity enter into a closing transaction involving the purchase or sale of an offsetting contract. Closing transactions with respect to forward contracts are usually effected with the currency trader who is a party to the original forward contract. Closing transactions with respect to futures contracts may be effected only on a commodities exchange or board of trade which provides a secondary market in such contracts; a clearing corporation associated with the exchange assumes responsibility for closing out such contracts.

Although the fund intends to purchase or sell foreign currency futures contracts only on exchanges or boards of trade where there appears to be an active secondary market, there is no assurance that a secondary market on an exchange or board of trade will exist for any particular contract or at any particular time. In such event, it may not be possible to close a futures position and, in the event of adverse price movements, the fund would continue to be required to make daily cash payments of variation margin.

It is impossible to forecast with precision the market value of portfolio securities at the expiration or maturity of a forward or futures contract. Accordingly, it may be necessary for the fund to purchase additional foreign currency on the spot market (and bear the expense of such purchase) if the market value of the security or securities being hedged is less than the amount of foreign currency the fund is obligated to deliver and a decision is made to sell the security or securities and make delivery of the foreign currency. Conversely, it may be necessary to sell on the spot market some of the foreign currency received upon the sale of the portfolio security or securities if the market value of such security or securities exceeds the amount of foreign currency the fund is obligated to deliver.

As noted above, the fund may purchase or sell exchange-listed and over-the-counter call and put options on foreign currency futures contracts and on foreign currencies. A put option on a futures contract gives the fund the right to assume a short position in the futures contract until the expiration of the option. A put option on a currency gives the fund the right to sell the currency at an exercise price until the expiration of the option. A call option on a futures contract gives the fund the right to assume a long position in the futures contract until the expiration of the option. A call option on a currency gives the fund the right to purchase the currency at the exercise price until the expiration of the option.

Foreign currency options are traded primarily in the over-the-counter market, although options on foreign currencies are also listed on several exchanges. Options are traded not only on the currencies of individual nations, but also on the euro, the joint currency of most countries in the European Union.

The fund will only purchase or write foreign currency options when Putnam Management believes that a liquid secondary market exists for such options. There can be no assurance that a liquid secondary market will exist for a particular option at any specific time. Options on foreign currencies may be affected by all of those factors which influence foreign exchange rates and investments generally.

The fund's currency hedging transactions may call for the delivery of one foreign currency in exchange for another foreign currency and may at times not involve currencies in which its portfolio securities are then denominated. Putnam Management will engage in such "cross hedging" activities when it believes that such transactions provide significant hedging opportunities for the fund. Cross hedging transactions by the fund involve the risk of imperfect correlation between changes in the values of the currencies to which such transactions relate and changes in the value of the currency or other asset or liability which is the subject of the hedge.

January 24, 2012  II-25 

 



Transaction and position hedging do not eliminate fluctuations in the underlying prices of the securities that the fund owns or intends to purchase or sell. They simply establish a rate of exchange which one can achieve at some future point in time. Additionally, although these techniques tend to minimize the risk of loss due to a decline in the value of the hedged currency, they involve costs to the fund and tend to limit any potential gain which might result from the increase in value of such currency.

The fund may also engage in non-hedging currency transactions. For example, Putnam Management may believe that exposure to a currency is in the fund's best interest but that securities denominated in that currency are unattractive. In this situation, the fund may purchase a currency forward contract or option in order to increase its exposure to the currency. In accordance with SEC regulations, the fund will set aside liquid assets on its books to cover forward contracts used for non-hedging purposes.

In addition, the fund may seek to increase its current return or to offset some of the costs of hedging against fluctuations in current exchange rates by writing covered call options and covered put options on foreign currencies. The fund receives a premium from writing a call or put option, which increases the fund's current return if the option expires unexercised or is closed out at a net profit. The fund may terminate an option that it has written prior to its expiration by entering into a closing purchase transaction in which it purchases an option having the same terms as the option written.

The value of any currency, including U.S. dollars and foreign currencies, may be affected by complex political and economic factors applicable to the issuing country. In addition, the exchange rates of foreign currencies (and therefore the values of foreign currency options, forward contracts and futures contracts) may be affected significantly, fixed, or supported directly or indirectly by U.S. and foreign government actions. Government intervention may increase risks involved in purchasing or selling foreign currency options, forward contracts and futures contracts, since exchange rates may not be free to fluctuate in response to other market forces.

The value of a foreign currency option, forward contract or futures contract reflects the value of an exchange rate, which in turn reflects relative values of two currencies -- the U.S. dollar and the foreign currency in question. Although foreign exchange dealers do not charge a fee for currency conversion, they do realize a profit based on the difference (the "spread") between prices at which they are buying and selling various currencies. Thus, a dealer may offer to sell a foreign currency to the fund at one rate, while offering a lesser rate of exchange should the fund desire to resell that currency to the dealer. Because foreign currency transactions occurring in the interbank market involve substantially larger amounts than those that may be involved in the exercise of foreign currency options, forward contracts and futures contracts, investors may be disadvantaged by having to deal in an odd-lot market for the underlying foreign currencies in connection with options at prices that are less favorable than for round lots. Foreign governmental restrictions or taxes could result in adverse changes in the cost of acquiring or disposing of foreign currencies.

There is no systematic reporting of last sale information for foreign currencies and there is no regulatory requirement that quotations available through dealers or other market sources be firm or revised on a timely basis. Available quotation information is generally representative of very large round-lot transactions in the interbank market and thus may not reflect exchange rates for smaller odd-lot transactions (less than $1 million) where rates may be less favorable. The interbank market in foreign currencies is a global, around-the-clock market. To the extent that options markets are closed while the markets for the underlying currencies remain open, significant price and rate movements may take place in the underlying markets that cannot be reflected in the options markets.

The decision as to whether and to what extent the fund will engage in foreign currency exchange transactions will depend on a number of factors, including prevailing market conditions, the composition of the fund's portfolio and the availability of suitable transactions. Accordingly, there can be no assurance that the fund will engage in foreign currency exchange transactions at any given time or from time to time.

January 24, 2012  II-26 

 



Foreign Investments and Related Risks

Foreign securities are normally denominated and traded in foreign currencies. As a result, the value of the fund's foreign investments and the value of its shares may be affected favorably or unfavorably by changes in currency exchange rates relative to the U.S. dollar. In addition, the fund is required to compute and distribute its income in U.S. dollars. Therefore, if the exchange rate for a foreign currency declines after a fund's income has been earned and translated into U.S. dollars (but before payment), the fund could be required to liquidate portfolio securities to make such distributions. Similarly, if an exchange rate declines between the time a fund incurs expenses in U.S. dollars and the time such expenses are paid, the amount of such currency required to be converted into U.S. dollars in order to pay such expenses in U.S. dollars will be greater than the equivalent amount in any such currency of such expenses at the time they were incurred.

There may be less information publicly available about a foreign issuer than about a U.S. issuer, and foreign issuers may not be subject to accounting, auditing and financial reporting standards and practices comparable to those in the United States. In addition, there may be less (or less effective) regulation of exchanges, brokers and listed companies in some foreign countries. The securities of some foreign issuers are less liquid and at times more volatile than securities of comparable U.S. issuers. Foreign brokerage commissions, custodial expenses and other fees are also generally higher than in the United States.

Foreign settlement procedures and trade regulations may be more complex and involve certain risks (such as delay in payment or delivery of securities or in the recovery of the fund's assets held abroad) and expenses not present in the settlement of investments in U.S. markets. For example, settlement of transactions involving foreign securities or foreign currencies (see below) may occur within a foreign country, and the fund may accept or make delivery of the underlying securities or currency in conformity with any applicable U.S. or foreign restrictions or regulations, and may pay fees, taxes or charges associated with such delivery. Such investments may also involve the risk that an entity involved in the settlement may not meet its obligations.

In addition, foreign securities may be subject to the risk of nationalization or expropriation of assets, imposition of currency exchange controls, foreign withholding taxes or restrictions on the repatriation of foreign currency, confiscatory taxation, political, social or financial instability and diplomatic developments which could affect the value of the fund's investments in certain foreign countries. Dividends or interest on, or proceeds from the sale of, foreign securities may be subject to foreign withholding taxes, and special U.S. tax considerations may apply.

Note on MSCI Indices. MSCI, Inc. (MSCI) publishes two versions of its indices reflecting the reinvestment of dividends using two different methodologies: gross dividends and net dividends. While both versions reflect reinvested dividends, they differ with respect to the manner in which taxes associated with dividend payments are treated. In calculating the net dividends version, MSCI incorporates reinvested dividends applying the withholding tax rate applicable to foreign non-resident institutional investors that do not benefit from double taxation treaties. Putnam Management believes that the net dividends version of MSCI indices better reflects the returns U.S. investors might expect were they to invest directly in the component securities of an MSCI index.

Legal remedies available to investors in certain foreign countries may be more limited than those available with respect to investments in the United States or in other foreign countries. The laws of some foreign countries may limit the fund's ability to invest in securities of certain issuers organized under the laws of those foreign countries.

The risks described above, including the risks of nationalization or expropriation of assets, typically are increased in connection with investments in developing countries, also known as "emerging markets." For example, political and economic structures in these countries may be in their infancy and developing rapidly, and such countries may lack the social, political and economic stability characteristic of more developed countries. Certain of these countries have in the past failed to recognize private property rights and have at

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times nationalized and expropriated the assets of private companies. High rates of inflation or currency devaluations may adversely affect the economies and securities markets of such countries. Investments in emerging markets may be considered speculative.

The currencies of certain emerging market countries have experienced devaluations relative to the U.S. dollar, and future devaluations may adversely affect the value of assets denominated in such currencies. Many emerging market countries have experienced substantial, and in some periods extremely high, rates of inflation or deflation for many years, and future inflation may adversely affect the economies and securities markets of such countries.

In addition, unanticipated political or social developments may affect the value of investments in emerging markets and the availability of additional investments in these markets. The small size, limited trading volume and relative inexperience of the securities markets in these countries may make investments in securities traded in emerging markets illiquid and more volatile than investments in securities traded in more developed countries, and the fund may be required to establish special custodial or other arrangements before making investments in securities traded in emerging markets. There may be little financial or accounting information available with respect to issuers of emerging market securities, and it may be difficult as a result to assess the value or prospects of an investment in such securities.

American Depositary Receipts (“ADRs”) as well as other “hybrid” forms of ADRs, including European Depositary Receipts (“EDRs”) and Global Depositary Receipts (“GDRs”), are certificates evidencing ownership of shares of a foreign issuer. These certificates are issued by depository banks and generally trade on an established market in the United States or elsewhere. The underlying shares are held in trust by a custodian bank or similar financial institution in the issuer’s home country. The depository bank may not have physical custody of the underlying securities at all times and may charge fees for various services, including forwarding dividends and interest and corporate actions. ADRs are alternatives to directly purchasing the underlying foreign securities in their national markets and currencies. However, ADRs continue to be subject to many of the risks associated with investing in foreign securities.

Certain of the foregoing risks may also apply to some extent to securities of U.S. issuers that are denominated in foreign currencies or that are traded in foreign markets, or securities of U.S. issuers having significant foreign operations.

Forward Commitments and Dollar Rolls

The fund may enter into contracts to purchase securities for a fixed price at a future date beyond customary settlement time ("forward commitments") if the fund sets aside on its books liquid assets in an amount sufficient to meet the purchase price, or if the fund enters into offsetting contracts for the forward sale of other securities it owns. In the case of to-be-announced ("TBA") purchase commitments, the unit price and the estimated principal amount are established when the fund enters into a contract, with the actual principal amount being within a specified range of the estimate. Forward commitments may be considered securities in themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of decline in the value of the fund's other assets. Where such purchases are made through dealers, the fund relies on the dealer to consummate the sale. The dealer's failure to do so may result in the loss to the fund of an advantageous yield or price. Although the fund will generally enter into forward commitments with the intention of acquiring securities for its portfolio or for delivery pursuant to options contracts it has entered into, the fund may dispose of a commitment prior to settlement if Putnam Management deems it appropriate to do so. The fund may realize short-term profits or losses upon the sale of forward commitments.

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The fund may enter into TBA sale commitments to hedge its portfolio positions or to sell securities it owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities, or an offsetting TBA purchase commitment deliverable on or before the sale commitment date, are held as "cover" for the transaction. Unsettled TBA sale commitments are valued at current market value of the underlying securities. If the TBA sale commitment is closed through the acquisition of an offsetting purchase commitment, the fund realizes a gain or loss on the commitment without regard to any unrealized gain or loss on the underlying security. If the fund delivers securities under the commitment, the fund realizes a gain or loss from the sale of the securities based upon the unit price established at the date the commitment was entered into.

The fund may enter into dollar roll transactions (generally using TBAs) in which it sells a fixed income security for delivery in the current month and simultaneously contracts to purchase similar securities (for example, same type, coupon and maturity) at an agreed upon future time. By engaging in a dollar roll transaction, the fund foregoes principal and interest paid on the security that is sold, but receives the difference between the current sales price and the forward price for the future purchase. The fund would also be able to earn interest on the proceeds of the sale before they are reinvested. The fund accounts for dollar rolls as purchases and sales. Because cash (or other assets determined to be liquid by Putnam Management in accordance with procedures established by the Trustees) in the amount of the fund’s commitment under a dollar roll is set aside on the fund’s books, the fund does not consider these transactions to be borrowings for purposes of its investment restrictions.

The obligation to purchase securities on a specified future date involves the risk that the market value of the securities that the fund is obligated to purchase may decline below the purchase price. In addition, in the event the other party to the transaction files for bankruptcy, becomes insolvent or defaults on its obligation, the fund may be adversely affected.

Futures Contracts and Related Options

Subject to applicable law, the fund may invest without limit in futures contracts and related options for hedging and non-hedging purposes, such as to manage the effective duration of the fund's portfolio or as a substitute for direct investment. A financial futures contract sale creates an obligation by the seller to deliver the type of financial instrument called for in the contract in a specified delivery month for a stated price. A financial futures contract purchase creates an obligation by the purchaser to take delivery of the type of financial instrument called for in the contract in a specified delivery month at a stated price. The specific instruments delivered or taken, respectively, at settlement date are not determined until on or near that date. The determination is made in accordance with the rules of the exchange on which the futures contract sale or purchase was made. Futures contracts are traded in the United States only on commodity exchanges or boards of trade -- known as "contract markets" -- approved for such trading by the CFTC, and must be executed through a futures commission merchant or brokerage firm which is a member of the relevant contract market. Examples of futures contracts that the fund may use (which may include single-security futures) include, without limitation, U.S. Treasury security futures, index futures, corporate or municipal bond futures, Government National Mortgage Association certificate futures, interest rate swap futures, and Eurodollar futures. In addition, as described elsewhere in this SAI, the fund may use foreign currency futures.

Although futures contracts (other than index futures and futures based on the volatility or variance experienced by an index) by their terms call for actual delivery or acceptance of commodities or securities, in most cases the contracts are closed out before the settlement date without the making or taking of delivery. Index futures and futures based on the volatility or variance experienced by an index do not call for actual delivery or acceptance of commodities or securities, but instead require cash settlement of the futures contract on the settlement date specified in the contract. Such contracts may also be closed out before the settlement date. Closing out a futures contract sale is effected by purchasing a futures contract for the same aggregate amount of the specific type of financial instrument or commodity with the same delivery date. If the price of the initial

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sale of the futures contract exceeds the price of the offsetting purchase, the seller is paid the difference and realizes a gain. Conversely, if the price of the offsetting purchase exceeds the price of the initial sale, the seller realizes a loss. If the fund is unable to enter into a closing transaction, the amount of the fund's potential loss is unlimited. The closing out of a futures contract purchase is effected by the purchaser's entering into a futures contract sale. If the offsetting sale price exceeds the purchase price, the purchaser realizes a gain, and if the purchase price exceeds the offsetting sale price, he realizes a loss.

Unlike when the fund purchases or sells a security, no price is paid or received by the fund upon the purchase or sale of a futures contract. Instead, upon entering into a contract, the fund is required to deliver to the futures broker an amount of liquid assets. This amount is known as "initial margin." The nature of initial margin in futures transactions is different from that of margin in security transactions in that futures contract margin does not involve the borrowing of funds to finance the transactions. Rather, initial margin is similar to a performance bond or good faith deposit which is returned to the fund upon termination of the futures contract, assuming all contractual obligations have been satisfied. Futures contracts also involve brokerage costs.

Subsequent payments, called "variation margin" or "maintenance margin," to and from the broker are made on a daily basis as the price of the underlying security or commodity fluctuates, making the long and short positions in the futures contract more or less valuable, a process known as "marking to the market." For example, when the fund has purchased a futures contract on a security and the price of the underlying security has risen, that position will have increased in value and the fund will receive from the broker a variation margin payment based on that increase in value. Conversely, when the fund has purchased a security futures contract and the price of the underlying security has declined, the position would be less valuable and the fund would be required to make a variation margin payment to the broker.

The fund may elect to close some or all of its futures positions at any time prior to their expiration in order to reduce or eliminate a position then currently held by the fund. The fund may close its positions by taking opposite positions which will operate to terminate the fund's position in the futures contracts. Final determinations of variation margin are then made, additional cash is required to be paid by or released to the fund, and the fund realizes a loss or a gain. Such closing transactions involve additional commission costs.

The fund does not intend to purchase or sell futures or related options for other than hedging purposes, if, as a result, the sum of the initial margin deposits on the fund's existing futures and related options positions and premiums paid for outstanding options on futures contracts would exceed 5% of the fund's net assets.

The fund has claimed an exclusion from the definition of the term "commodity pool operator" under the Commodity Exchange Act (the "CEA"), and therefore, is not subject to registration or regulation as a pool operator under the CEA.

Index futures. An index futures contract is a contract to buy or sell units of an index at a specified future date at a price agreed upon when the contract is made. Entering into a contract to buy units of an index is commonly referred to as buying or purchasing a contract or holding a long position in the index. Entering into a contract to sell units of an index is commonly referred to as selling a contract or holding a short position. A unit is the current value of the index. The fund may enter into stock index futures contracts, debt index futures contracts, or other index futures contracts appropriate to its objective(s). The fund may also purchase and sell options on index futures contracts.

For example, the Standard & Poor's 500 Composite Stock Price Index ("S&P 500") is composed of 500 selected U.S. common stocks. The S&P 500 assigns relative weightings to the common stocks included in the Index, and the value fluctuates with changes in the market values of those common stocks. In the case of the S&P 500, contracts are currently to buy or sell 250 units. Thus, if the value of the S&P 500 were $150, one contract would be worth $37,500 (250 units x $150). The stock index futures contract specifies that no delivery of the actual stocks making up the index will take place. Instead, settlement in cash must occur upon the termination of the contract, with the settlement being the difference between the contract price and the

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actual level of the stock index at the expiration of the contract. For example, if the fund enters into a futures contract to buy 250 units of the S&P 500 at a specified future date at a contract price of $150 and the S&P 500 is at $154 on that future date, the fund will gain $1,000 (250 units x gain of $4). If the fund enters into a futures contract to sell 250 units of the stock index at a specified future date at a contract price of $150 and the S&P 500 is at $152 on that future date, the fund will lose $500 (250 units x loss of $2).

Options on futures contracts. The fund may purchase and write call and put options on futures contracts it may buy or sell and enter into closing transactions with respect to such options to terminate existing positions. In return for the premium paid, options on futures contracts give the purchaser the right to assume a position in a futures contract at the specified option exercise price at any time during the period of the option. Upon exercise of the option, the delivery of the futures position by the writer of the option to the holder of the option will be accompanied by delivery of the accumulated balance in the writer's futures margin account which represents the amount by which the market price of the futures contract, at exercise, exceeds (in the case of a call) or is less than (in the case of a put) the exercise price of the option on the future. If an option is exercised on the last trading day prior to its expiration date, the settlement will be made entirely in cash equal to the difference between the exercise price of the option and the closing level of the underlying asset on which the future is based on the expiration date. Purchasers of options who fail to exercise their options prior to the exercise date suffer a loss of the premium paid.

The fund may use options on futures contracts in lieu of writing or buying options directly on the underlying securities or indices or purchasing and selling the underlying futures contracts. For example, to hedge against a possible decrease in the value of its portfolio securities, the fund may purchase put options or write call options on futures contracts rather than selling futures contracts. Similarly, the fund may purchase call options or write put options on futures contracts as a substitute for the purchase of futures contracts to hedge against a possible increase in the price of securities which the fund expects to purchase. Such options generally operate in the same manner, and involve the same risks, as options purchased or written directly on the underlying investments. In addition, the fund will be required to deposit initial margin and maintenance margin with respect to put and call options on futures contracts written by it pursuant to brokers' requirements similar to those described above in connection with the discussion of futures contracts. The writing of an option on a futures contract involves risks similar to those relating to the sale of futures contracts.

Compared to the purchase or sale of futures contracts, the purchase of call or put options on futures contracts generally involves less potential risk to the fund because the maximum amount at risk is the premium paid for the options (plus transaction costs). However, there may be circumstances when the purchase of a call or put option on a futures contract would result in a loss to the fund when the purchase or sale of a futures contract would not, such as when there is no movement in the prices of the hedged investments.

As an alternative to purchasing call and put options on index futures, the fund may purchase and sell call and put options on the underlying indices themselves. Such options would be used in a manner identical to the use of options on index futures.

Risks of transactions in futures contracts and related options. Successful use of futures contracts by the fund is subject to Putnam Management's ability to predict movements in various factors affecting securities markets, including interest rates and market movements, and, in the case of index futures and futures based on the volatility or variance experienced by an index, Putnam Management’s ability to predict the future level of the index or the future volatility or variance experienced by an index. For example, it is possible that, where the fund has sold futures to hedge its portfolio against a decline in the market, the index on which the futures are written may advance and the value of securities held in the fund's portfolio may decline. If this occurred, the fund would lose money on the futures and also experience a decline in value in its portfolio securities. It is also possible that, if the fund has hedged against the possibility of a decline in the market adversely affecting securities held in its portfolio and securities prices increase instead, the fund will lose part or all of the benefit of the increased value of those securities it has hedged because it will have offsetting losses in its futures

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positions. In addition, in such situations, if the fund has insufficient cash, it may have to sell securities to meet daily variation margin requirements at a time when it is disadvantageous to do so.

The use of options and futures strategies also involves the risk of imperfect correlation among movements in the prices of the securities or other assets underlying the futures and options purchased and sold by the fund, of the options and futures contracts themselves, and, in the case of hedging transactions, of the securities which are the subject of a hedge. In addition to the possibility that there may be an imperfect correlation, or no correlation at all, between movements in the futures used by the fund and the portion of the portfolio being hedged, the prices of futures may not correlate perfectly with movements in the underlying asset due to certain market distortions. First, all participants in the futures market are subject to margin deposit and maintenance requirements. Rather than meeting additional margin deposit requirements, investors may close futures contracts through offsetting transactions which could distort the normal relationship between the underlying asset and futures markets. Second, margin requirements in the futures market are less onerous than margin requirements in the securities market, and as a result the futures market may attract more speculators than the securities market does. Increased participation by speculators in the futures market may also cause temporary price distortions. Due to the possibility of price distortions in the futures market and also because of the imperfect correlation between movements in the underlying asset and movements in the prices of related futures, even a correct forecast of general market trends by Putnam Management may still not result in a profitable position.

There is no assurance that higher than anticipated trading activity or other unforeseen events might not, at times, render certain market clearing facilities inadequate, and thereby result in the institution by exchanges of special procedures which may interfere with the timely execution of customer orders.

To reduce or eliminate a position held by the fund, the fund may seek to close out such position. The ability to establish and close out positions will be subject to the development and maintenance of a liquid secondary market. It is not certain that this market will develop or continue to exist for a particular futures contract or option. Reasons for the absence of a liquid secondary market on an exchange include the following: (i) there may be insufficient trading interest in certain contracts or options; (ii) restrictions may be imposed by an exchange on opening transactions or closing transactions or both; (iii) trading halts, suspensions or other restrictions may be imposed with respect to particular classes or series of contracts or options, or underlying securities; (iv) unusual or unforeseen circumstances may interrupt normal operations on an exchange; (v) the facilities of an exchange or a clearing corporation may not at all times be adequate to handle current trading volume; or (vi) one or more exchanges could, for economic or other reasons, decide or be compelled at some future date to discontinue the trading of contracts or options (or a particular class or series of contracts or options), in which event the secondary market on that exchange for such contracts or options (or in the class or series of contracts or options) would cease to exist, although outstanding contracts or options on the exchange that had been issued by a clearing corporation as a result of trades on that exchange would continue to be exercisable in accordance with their terms.

Hybrid Instruments

These instruments are generally considered derivatives and include indexed or structured securities, and combine the elements of futures contracts or options with those of debt, preferred equity or a depository instrument. A hybrid instrument may be a debt security, preferred stock, warrant, convertible security, certificate of deposit or other evidence of indebtedness on which a portion of or all interest payments, and/or the principal or stated amount payable at maturity, redemption or retirement, is determined by reference to prices, changes in prices, or differences between prices, of securities, currencies, intangibles, goods, articles or commodities (collectively, “underlying assets”), or by another objective index, economic factor or other measure, including interest rates, currency exchange rates, or commodities or securities indices (collectively, “benchmarks”). Hybrid instruments may take a number of forms, including, but not limited to, debt instruments with interest or principal payments or redemption terms determined by reference to the value of an

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index at a future time, preferred stock with dividend rates determined by reference to the value of a currency, or convertible securities with the conversion terms related to a particular commodity.

The risks of investing in hybrid instruments reflect a combination of the risks of investing in securities, options, futures and currencies. An investment in a hybrid instrument may entail significant risks that are not associated with a similar investment in a traditional debt instrument that has a fixed principal amount, is denominated in U.S. dollars or bears interest either at a fixed rate or a floating rate determined by reference to a common, nationally published benchmark. The risks of a particular hybrid instrument will depend upon the terms of the instrument, but may include the possibility of significant changes in the benchmark(s) or the prices of the underlying assets to which the instrument is linked. Such risks generally depend upon factors unrelated to the operations or credit quality of the issuer of the hybrid instrument, which may not be foreseen by the purchaser, such as economic and political events, the supply and demand of the underlying assets and interest rate movements. Hybrid instruments may be highly volatile and their use by the fund may not be successful.

Hybrid instruments may bear interest or pay preferred dividends at below market (or even relatively nominal) rates. Alternatively, hybrid instruments may bear interest at above market rates but bear an increased risk of principal loss (or gain). The latter scenario may result if “leverage” is used to structure the hybrid instrument. Leverage risk occurs when the hybrid instrument is structured so that a given change in a benchmark or underlying asset is multiplied to produce a greater value change in the hybrid instrument, thereby magnifying the risk of loss as well as the potential for gain.

Hybrid instruments can be an efficient means of creating exposure to a particular market, or segment of a market, with the objective of enhancing total return. For example, a fund may wish to take advantage of expected declines in interest rates in several European countries, but avoid the transaction costs associated with buying and currency-hedging the foreign bond positions. One solution would be to purchase a U.S. dollar-denominated hybrid instrument whose redemption price is linked to the average three year interest rate in a designated group of countries. The redemption price formula would provide for payoffs of less than par if rates were above the specified level. Furthermore, a fund could limit the downside risk of the security by establishing a minimum redemption price so that the principal paid at maturity could not be below a predetermined minimum level if interest rates were to rise significantly. The purpose of this arrangement, known as a structured security with an embedded put option, would be to give the fund the desired European bond exposure while avoiding currency risk, limiting downside market risk, and lowering transaction costs. Of course, there is no guarantee that the strategy will be successful and the fund could lose money if, for example, interest rates do not move as anticipated or credit problems develop with the issuer of the hybrid instrument.

Hybrid instruments are potentially more volatile and carry greater market risks than traditional debt instruments. Depending on the structure of the particular hybrid instrument, changes in a benchmark may be magnified by the terms of the hybrid instrument and have an even more dramatic and substantial effect upon the value of the hybrid instrument. Also, the prices of the hybrid instrument and the benchmark or underlying asset may not move in the same direction or at the same time.

Hybrid instruments may also carry liquidity risk since the instruments are often “customized” to meet the portfolio needs of a particular investor, and therefore, the number of investors that are willing and able to buy such instruments in the secondary market may be smaller than that for more traditional debt securities. Under certain conditions, the redemption value of such an investment could be zero. In addition, because the purchase and sale of hybrid investments could take place in an over-the-counter market without the guarantee of a central clearing organization, or in a transaction between the fund and the issuer of the hybrid instrument, the creditworthiness of the counterparty of the issuer of the hybrid instrument would be an additional risk factor the fund would have to consider and monitor. In addition, uncertainty regarding the tax treatment of hybrid instruments may reduce demand for such instruments. Hybrid instruments also may not be subject to regulation by the CFTC, which generally regulates the trading of commodity futures by U.S. persons, the SEC,

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which regulates the offer and sale of securities by and to U.S. persons, or any other governmental regulatory authority.

Inflation-Protected Securities

The fund may invest in U.S. Treasury Inflation Protected Securities (“U.S. TIPS”), which are fixed income securities issued by the U.S. Department of Treasury, the principal amounts of which are adjusted daily based upon changes in the rate of inflation. The fund may also invest in other inflation-protected securities issued by non-U.S. governments or by private issuers. U.S. TIPS pay interest on a semi-annual basis, equal to a fixed percentage of the inflation-adjusted principal amount. The interest rate on these bonds is fixed at issuance, but over the life of the bond this interest may be paid on an increasing or decreasing principal value that has been adjusted for inflation.

Repayment of the original bond principal upon maturity (as adjusted for inflation) is guaranteed for U.S. TIPS, even during a period of deflation. However, because the principal amount of U.S. TIPS would be adjusted downward during a period of deflation, the fund will be subject to deflation risk with respect to its investments in these securities. In addition, the current market value of the bonds is not guaranteed, and will fluctuate. If the fund purchases U.S. TIPS in the secondary market whose principal values have been adjusted upward due to inflation since issuance, the fund may experience a loss if there is a subsequent period of deflation. The fund may also invest in other inflation-related bonds which may or may not provide a guarantee of principal. If a guarantee of principal is not provided, the adjusted principal value of the bond repaid at maturity may be less than the original principal amount.

The periodic adjustment of U.S. TIPS is currently tied to the CPI-U, which is calculated by the U.S. Department of Treasury. The CPI-U is a measurement of changes in the cost of living, made up of components such as housing, food, transportation and energy. Inflation-protected bonds issued by a non-U.S. government are generally adjusted to reflect a comparable inflation index, calculated by that government. There can no assurance that the CPI-U or any non-U.S. inflation index will accurately measure the real rate of inflation in the prices of goods and services. If interest rates rise due to reasons other than inflation (for example, due to changes in currency exchange rates), investors in these securities may not be protected to the extent that the increase is not reflected in the bond's inflation measure. In addition, there can be no assurance that the rate of inflation in a non-U.S. country will be correlated to the rate of inflation in the United States.

In general, the value of inflation-protected bonds is expected to fluctuate in response to changes in real interest rates, which are in turn tied to the relationship between nominal interest rates and the rate of inflation. Therefore, if inflation were to rise at a faster rate than nominal interest rates, real interest rates might decline, leading to an increase in value of inflation-protected bonds. In contrast, if nominal interest rates increased at a faster rate than inflation, real interest rates might rise, leading to a decrease in value of inflation-protected bonds. If inflation is lower than expected during the period the fund holds the security, the fund may earn less on the security than on a conventional bond. Any increase in principal value is taxable in the year the increase occurs, even though holders do not receive cash representing the increase at that time. As a result, when the fund invests in inflation-protected securities, it could be required at times to liquidate other investments, including when it is not advantageous to do so, in order to satisfy its distribution requirements as a regulated investment company and to eliminate any fund-level income tax liability under the Internal Revenue Code.

The U.S. Treasury began issuing inflation-protected bonds in 1997. Certain non-U.S. governments, such as the United Kingdom, Canada and Australia, have a longer history of issuing inflation-protected bonds, and there may be a more liquid market in certain of these countries for these securities.

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Initial Public Offerings

The fund may purchase debt or equity securities in initial public offerings (“IPOs”). These securities, which are often issued by unseasoned companies, may be subject to many of the same risks of investing in companies with smaller market capitalizations. Securities issued in IPOs have no trading history, and information about the companies may be available for very limited periods. Securities issued in an IPO frequently are very volatile in price, and the fund may hold securities purchased in an IPO for a very short period of time. As a result, the fund’s investments in IPOs may increase portfolio turnover, which increases brokerage and administrative costs and may result in taxable distributions to shareholders.

At any particular time or from time to time the fund may not be able to invest in securities issued in IPOs, or invest to the extent desired because, for example, only a small portion (if any) of the securities being offered in an IPO may be made available to the fund. In addition, under certain market conditions a relatively small number of companies may issue securities in IPOs. Similarly, as the number of Putnam funds to which IPO securities are allocated increases, the number of securities issued to any one fund may decrease. The investment performance of the fund during periods when it is unable to invest significantly or at all in IPOs may be lower than during periods when the fund is able to do so. In addition, as the fund increases in size, the impact of IPOs on the fund’s performance will generally decrease.

Interfund Borrowing and Lending

To satisfy redemption requests or to cover unanticipated cash shortfalls, the fund has entered into a Master Interfund Lending Agreement by and among each Putnam fund and Putnam Management (the “Interfund Lending Agreement”) under which the fund would lend or borrow money for temporary purposes directly to or from another Putnam fund (an “Interfund Loan”), subject to meeting the conditions of an SEC exemptive order granted to the fund permitting such Interfund Loans. All Interfund Loans would consist only of uninvested cash reserves that the lending fund otherwise would invest in short-term repurchase agreements or other short-term instruments. At this time, Putnam Money Market Liquidity Fund is the only Putnam fund expected to make its uninvested cash reserves available for Interfund Loans.

If the fund has outstanding borrowings, any Interfund Loans to the fund (a) would be at an interest rate equal to or lower than that of any outstanding bank loan, (b) would be secured at least on an equal priority basis with at least an equivalent percentage of collateral to loan value as any outstanding bank loan that requires collateral, and (c) would have a maturity no longer than any outstanding bank loan (and in any event not over seven days). In addition, if an event of default were to occur under any agreement evidencing an outstanding bank loan to the fund, the event of default would automatically (without need for action or notice by the lending fund) constitute an immediate event of default under the Interfund Lending Agreement entitling the lending fund to call the Interfund Loan (and exercise all rights with respect to any collateral) and such a call would be deemed made if the lending bank exercises its right to call its loan under its agreement with the borrowing fund.

The fund may make an unsecured borrowing under the Interfund Lending Agreement if its outstanding borrowings from all sources immediately after the interfund borrowing total 10% or less of its total assets; provided, that if the fund has a secured loan outstanding from any other lender, including but not limited to another Putnam fund, the fund’s Interfund Loan would be secured on at least an equal priority basis with at least an equivalent percentage of collateral to loan value as any outstanding loan secured by collateral. If the fund’s total outstanding borrowings immediately after an interfund borrowing would be greater than 10% of its total assets, the fund may borrow through the credit facility on a secured basis only. All secured Interfund Loans would be secured by the pledge of segregated collateral with a market value equal to at least 102% of the outstanding principal value of the Interfund Loan. The fund may not borrow from any source if its total outstanding borrowings immediately after the borrowing would exceed the limits imposed by Section 18 of the 1940 Act or the fund’s fundamental investment restrictions.

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The fund may not lend to another Putnam fund under the Interfund Lending Agreement if the Interfund Loan would cause its aggregate outstanding Interfund Loans to exceed 15% of the fund’s current net assets at the time of the Interfund Loan. The fund’s Interfund Loans to any one fund may not exceed 5% of the lending fund’s net assets. The duration of Interfund Loans would be limited to the time required to receive payment for securities sold, but in no event may the duration exceed seven days. Interfund Loans effected within seven days of each other would be treated as separate loan transactions for purposes of this condition. Each Interfund Loan may be called on one business day’s notice by a lending fund and may be repaid on any day by a borrowing fund.

The limitations detailed above and the other conditions of the SEC exemptive order permitting interfund lending are designed to minimize the risks associated with interfund lending for both the lending fund and the borrowing fund. However, no borrowing or lending activity is without risk. If the fund borrows money from another fund, there is a risk that the Interfund Loan could be called on one day’s notice or not renewed, in which case the fund may have to borrow from a bank at higher rates if an Interfund Loan were not available from another fund. A delay in repayment to a lending fund could result in a lost opportunity or additional lending costs, and interfund loans are subject to the risk that the borrowing fund could be unable to repay the loan when due.

Inverse Floaters

These securities have variable interest rates that typically move in the opposite direction from movements in prevailing short-term interest rate levels – rising when prevailing short-term interest rate fall, and vice versa. The prices of inverse floaters can be considerably more volatile than the prices of bonds with comparable maturities. The fund currently does not intend to invest more than 15% of its assets in inverse floating obligations.

Investment Ratings

The securities in which money market funds invest must be rated in one of the two highest short-term rating categories (without regard for gradations or subcategories) by one or more Nationally Recognized Statistical Rating Organizations (NRSROs) or be deemed by Putnam Management to be of comparable quality to securities having such ratings. Money market funds will rely on the two highest ratings given to a security by the NRSROs for purposes of complying with this requirement. If one or both of the two highest ratings are in the second highest short-term rating category, the security is treated as a Second Tier Security. Generally, Rule 2a-7 of the 1940 Act prohibits a money market fund from investing more than 3% of its assets in Second Tier Securities. Money market funds comply with these rating requirements at the time a security is acquired. If a security is downgraded to Second Tier after its acquisition, the money market funds may continue to hold the security even if the portfolio exceeds Rule 2a-7’s limits on Second Tier Securities. Other factors, such as substantial redemptions, may cause a money market fund’s portfolio to exceed Rule 2a-7 limits on the acquisition of securities. A money market fund may continue to hold securities in excess of these limits, even if the fund has the right to tender the security for purchase for its amortized cost value.

Lower-rated Securities

The fund may invest in lower-rated fixed-income securities (commonly known as "junk bonds"). The lower ratings reflect a greater possibility that adverse changes in the financial condition of the issuer or in general economic conditions, or both, or an unanticipated rise in interest rates, may impair the ability of the issuer to make payments of interest and principal. The inability (or perceived inability) of issuers to make timely payment of interest and principal would likely make the values of securities held by the fund more volatile and could limit the fund's ability to sell its securities at prices approximating the values the fund had placed on such securities. In the absence of a liquid trading market for securities held by it, the fund at times may be unable to establish the fair value of such securities.

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Securities ratings are based largely on the issuer's historical financial condition and the rating agencies' analysis at the time of rating. Consequently, the rating assigned to any particular security is not necessarily a reflection of the issuer's current financial condition, which may be better or worse than the rating would indicate. In addition, the rating assigned to a security by Moody's Investors Service, Inc. or Standard & Poor's (or by any other nationally recognized securities rating agency) does not reflect an assessment of the volatility of the security's market value or the liquidity of an investment in the security. See "SECURITIES RATINGS."

Like those of other fixed-income securities, the values of lower-rated securities fluctuate in response to changes in interest rates. A decrease in interest rates will generally result in an increase in the value of the fund's fixed-income assets. Conversely, during periods of rising interest rates, the value of the fund's fixed-income assets will generally decline. The values of lower-rated securities may often be affected to a greater extent by changes in general economic conditions and business conditions affecting the issuers of such securities and their industries. Negative publicity or investor perceptions may also adversely affect the values of lower-rated securities. Changes by nationally recognized securities rating agencies in their ratings of any fixed-income security and changes in the ability of an issuer to make payments of interest and principal may also affect the value of these investments. Changes in the value of portfolio securities generally will not affect income derived from these securities, but will affect the fund's net asset value. The fund will not necessarily dispose of a security when its rating is reduced below its rating at the time of purchase. However, Putnam Management will monitor the investment to determine whether its retention will assist in meeting the fund's investment objective(s).

Issuers of lower-rated securities are often highly leveraged, so that their ability to service their debt obligations during an economic downturn or during sustained periods of rising interest rates may be impaired. Such issuers may not have more traditional methods of financing available to them and may be unable to repay outstanding obligations at maturity by refinancing. The risk of loss due to default in payment of interest or repayment of principal by such issuers is significantly greater because such securities frequently are unsecured and subordinated to the prior payment of senior indebtedness.

At times, a substantial portion of the fund's assets may be invested in an issue of which the fund, by itself or together with other funds and accounts managed by Putnam Management or its affiliates, holds all or a major portion. Although Putnam Management generally considers such securities to be liquid because of the availability of an institutional market for such securities, it is possible that, under adverse market or economic conditions or in the event of adverse changes in the financial condition of the issuer, the fund could find it more difficult to sell these securities when Putnam Management believes it advisable to do so or may be able to sell the securities only at prices lower than if they were more widely held. Under these circumstances, it may also be more difficult to determine the fair value of such securities for purposes of computing the fund's net asset value. In order to enforce its rights in the event of a default, the fund may be required to participate in various legal proceedings or take possession of and manage assets securing the issuer's obligations on such securities. This could increase the fund's operating expenses and adversely affect the fund's net asset value. In the case of tax-exempt funds, any income derived from the fund's ownership or operation of such assets would not be tax-exempt. The ability of a holder of a tax-exempt security to enforce the terms of that security in a bankruptcy proceeding may be more limited than would be the case with respect to securities of private issuers. In addition, the fund's intention to qualify as a "regulated investment company" under the Internal Revenue Code may limit the extent to which the fund may exercise its rights by taking possession of such assets.

To the extent the fund invests in securities in the lower rating categories, the achievement of the fund's goals is more dependent on Putnam Management's investment analysis than would be the case if the fund were investing in securities in the higher rating categories.

Money Market Instruments

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Money market instruments, or short-term debt instruments, consist of obligations such as commercial paper, bank obligations (i.e., certificates of deposit and bankers’ acceptances), repurchase agreements and various government obligations, such as Treasury bills. These instruments have a remaining maturity of one year or less and are generally of high credit quality. Money market instruments may be structured to be, or may employ a trust or other form so that they are, eligible investments for money market funds. For example, put features can be used to modify the maturity of a security or interest rate adjustment features can be used to enhance price stability. If a structure fails to function as intended, adverse tax or investment consequences may result. Neither the Internal Revenue Service (IRS) nor any other regulatory authority has ruled definitively on certain legal issues presented by certain structured securities. Future tax or other regulatory determinations could adversely affect the value, liquidity, or tax treatment of the income received from these securities or the nature and timing of distributions made by the funds.

Commercial paper is a money market instrument issued by banks or companies to raise money for short-term purposes. Unlike some other debt obligations, commercial paper is typically unsecured. Commercial paper may be issued as an asset-backed security (that is, backed by a pool of assets representing the obligations of a number of different issuers), in which case certain of the risks discussed in “Mortgage-backed and Asset-backed securities” would apply. Commercial paper is traded primarily among institutions.

Putnam Money Market Fund and Putnam Tax Exempt Money Market Fund may invest in bankers’ acceptances issued by banks with deposits in excess of $2 billion (or the foreign currency equivalent) at the close of the last calendar year. If the Trustees change this minimum deposit requirement, shareholders would be notified. Other Putnam funds may invest in bankers’ acceptances without regard to this requirement.

In accordance with rules issued by the SEC, the fund may from time to time invest all or a portion of its cash balances in money market and/or short-term bond funds advised by Putnam Management. In connection with such investments, Putnam Management may waive a portion of the advisory fees otherwise payable by the fund. See “Charges and expenses” in Part I of this SAI for the amount, if any, waived by Putnam Management in connection with such investments.

Mortgage-backed and Asset-backed Securities

Mortgage-backed securities, including collateralized mortgage obligations ("CMOs") and certain stripped mortgage-backed securities, represent a participation in, or are secured by, mortgage loans. Asset-backed securities are structured like mortgage-backed securities, but instead of mortgage loans or interests in mortgage loans, the underlying assets may include such items as motor vehicle installment sales or installment loan contracts, leases of various types of real and personal property and receivables from credit card agreements.

Mortgage-backed securities have yield and maturity characteristics corresponding to the underlying assets. Unlike traditional debt securities, which may pay a fixed rate of interest until maturity, when the entire principal amount comes due, payments on certain mortgage-backed securities include both interest and a partial repayment of principal. Besides the scheduled repayment of principal, repayments of principal may result from the voluntary prepayment, refinancing or foreclosure of the underlying mortgage loans. If property owners make unscheduled prepayments of their mortgage loans, these prepayments will result in early payment of the applicable mortgage-backed securities. In that event the fund may be unable to invest the proceeds from the early payment of the mortgage-backed securities in an investment that provides as high a yield as the mortgage-backed securities. Consequently, early payment associated with mortgage-backed securities may cause these securities to experience significantly greater price and yield volatility than that experienced by traditional fixed-income securities. The occurrence of mortgage prepayments is affected by factors including the level of interest rates, general economic conditions, the location and age of the mortgage and other social and demographic conditions. During periods of falling interest rates, the rate of mortgage prepayments tends to increase, thereby tending to decrease the life of mortgage-backed securities. During periods of rising interest rates, the rate of mortgage prepayments usually decreases, thereby tending to increase

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the life of mortgage-backed securities. If the life of a mortgage-backed security is inaccurately predicted, the fund may not be able to realize the rate of return it expected.

Adjustable rate mortgage securities (“ARMs”), like traditional mortgage-backed securities, are interests in pools of mortgage loans that provide investors with payments consisting of both principal and interest as mortgage loans in the underlying mortgage pool are paid off by the borrowers. Unlike fixed-rate mortgage-backed securities, ARMs are collateralized by or represent interests in mortgage loans with variable rates of interest. These interest rates are reset at periodic intervals, usually by reference to an interest rate index or market interest rate. Although the rate adjustment feature may act as a buffer to reduce sharp changes in the value of adjustable rate securities, these securities are still subject to changes in value based on, among other things, changes in market interest rates or changes in the issuer’s creditworthiness. Because the interest rates are reset only periodically, changes in the interest rate on ARMs may lag changes in prevailing market interest rates. Also, some ARMs (or the underlying mortgages) are subject to caps or floors that limit the maximum change in the interest rate during a specified period or over the life of the security. As a result, changes in the interest rate on an ARM may not fully reflect changes in prevailing market interest rates during certain periods. The fund may also invest in “hybrid” ARMs, whose underlying mortgages combine fixed-rate and adjustable rate features.

Mortgage-backed and asset-backed securities are less effective than other types of securities as a means of "locking in" attractive long-term interest rates. One reason is the need to reinvest prepayments of principal; another is the possibility of significant unscheduled prepayments resulting from declines in interest rates. These prepayments would have to be reinvested at lower rates. The automatic interest rate adjustment feature of mortgages underlying ARMs likewise reduces the ability to lock-in attractive rates. As a result, mortgage-backed and asset-backed securities may have less potential for capital appreciation during periods of declining interest rates than other securities of comparable maturities, although they may have a similar risk of decline in market value during periods of rising interest rates. Prepayments may also significantly shorten the effective maturities of these securities, especially during periods of declining interest rates. Conversely, during periods of rising interest rates, a reduction in prepayments may increase the effective maturities of these securities, subjecting them to a greater risk of decline in market value in response to rising interest rates than traditional debt securities, and, therefore, potentially increasing the volatility of the fund.

At times, some mortgage-backed and asset-backed securities will have higher than market interest rates and therefore will be purchased at a premium above their par value. Prepayments may cause losses on securities purchased at a premium.

CMOs may be issued by a U.S. government agency or instrumentality or by a private issuer. Although payment of the principal of, and interest on, the underlying collateral securing privately issued CMOs may be guaranteed by the U.S. government or its agencies or instrumentalities, these CMOs represent obligations solely of the private issuer and are not insured or guaranteed by the U.S. government, its agencies or instrumentalities or any other person or entity.

Prepayments could cause early retirement of CMOs. CMOs are designed to reduce the risk of prepayment for investors by issuing multiple classes of securities, each having different maturities, interest rates and payment schedules, and with the principal and interest on the underlying mortgages allocated among the several classes in various ways. Payment of interest or principal on some classes or series of CMOs may be subject to contingencies or some classes or series may bear some or all of the risk of default on the underlying mortgages. CMOs of different classes or series are generally retired in sequence as the underlying mortgage loans in the mortgage pool are repaid. If enough mortgages are repaid ahead of schedule, the classes or series of a CMO with the earliest maturities generally will be retired prior to their maturities. Thus, the early retirement of particular classes or series of a CMO would have the same effect as the prepayment of mortgages underlying other mortgage-backed securities. Conversely, slower than anticipated prepayments can extend the effective maturities of CMOs, subjecting them to a greater risk of decline in market value in response to rising interest rates than traditional debt securities, and, therefore, potentially increasing their volatility.

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Prepayments could result in losses on stripped mortgage-backed securities. Stripped mortgage-backed securities are usually structured with two classes that receive different portions of the interest and principal distributions on a pool of mortgage loans. The yield to maturity on an interest only or “IO” class of stripped mortgage-backed securities is extremely sensitive not only to changes in prevailing interest rates but also to the rate of principal payments (including prepayments) on the underlying assets. A rapid rate of principal prepayments may have a measurable adverse effect on the fund's yield to maturity to the extent it invests in IOs. If the assets underlying the IO experience greater than anticipated prepayments of principal, the fund may fail to recoup fully its initial investment in these securities. Conversely, principal only or “POs” tend to increase in value if prepayments are greater than anticipated and decline if prepayments are slower than anticipated. The secondary market for stripped mortgage-backed securities may be more volatile and less liquid than that for other mortgage-backed securities, potentially limiting the fund's ability to buy or sell those securities at any particular time. The fund currently does not intend to invest more than 35% of its assets in IOs and POs under normal market conditions.

The risks associated with other asset-backed securities (including in particular the risks of issuer default and of early prepayment) are generally similar to those described above for CMOs. In addition, because asset-backed securities generally do not have the benefit of a security interest in the underlying assets that is comparable to a mortgage, asset-backed securities present certain additional risks that are not present with mortgage-backed securities. The ability of an issuer of asset-backed securities to enforce its security interest in the underlying assets may be limited. For example, revolving credit receivables are generally unsecured and the debtors on such receivables are entitled to the protection of a number of state and federal consumer credit laws, many of which give debtors the right to set-off certain amounts owed, thereby reducing the balance due. Automobile receivables generally are secured, but by automobiles, rather than by real property.

Asset-backed securities may be collateralized by the fees earned by service providers. The value of asset-backed securities may be substantially dependent on the servicing of the underlying asset and are therefore subject to risks associated with negligence by, or defalcation of, their servicers. In certain circumstances, the mishandling of related documentation may also affect the rights of the security holders in and to the underlying collateral. The insolvency of entities that generate receivables or that utilize the assets may result in added costs and delays in addition to losses associated with a decline in the value of the underlying assets.

Options on Securities

Writing covered options. The fund may write covered call options and covered put options on optionable securities held in its portfolio or that it has an absolute and immediate right to acquire without additional cash consideration (or, if additional cash consideration is required, cash or other assets determined to be liquid by Putnam Management in accordance with procedures established by the Trustees, in such amount as are set aside on the fund’s books), when in the opinion of Putnam Management such transactions are consistent with the fund's investment objective(s) and policies. Call options written by the fund give the purchaser the right to buy the underlying securities from the fund at a stated exercise price; put options give the purchaser the right to sell the underlying securities to the fund at a stated price.

The fund may write only covered options, which means that, so long as the fund is obligated as the writer of a call option, it will own the underlying securities subject to the option (or comparable securities satisfying the cover requirements of securities exchanges) or have an absolute and immediate right to acquire without additional cash consideration (or, if additional cash consideration is required, cash or other assets determined to be liquid by Putnam Management in accordance with procedures established by the Trustees, in such amount as are set aside on the fund’s books). In the case of put options, the fund will set aside on its books assets determined to be liquid by Putnam Management in accordance with procedures established by the Trustees and equal in value to the price to be paid if the option is exercised. In addition, the fund will be considered to have covered a put or call option if and to the extent that it holds an option that offsets some or

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all of the risk of the option it has written. The fund may write combinations of covered puts and calls on the same underlying security.

The fund will receive a premium from writing a put or call option, which increases the fund's return in the event the option expires unexercised or is closed out at a profit. The amount of the premium reflects, among other things, the relationship between the exercise price and the current market value of the underlying security, the volatility of the underlying security, the amount of time remaining until expiration, current interest rates, and the effect of supply and demand in the options market and in the market for the underlying security. By writing a call option, if the fund holds the security, the fund limits its opportunity to profit from any increase in the market value of the underlying security above the exercise price of the option but continues to bear the risk of a decline in the value of the underlying security. If the fund does not hold the underlying security, the fund bears the risk that, if the market price exceeds the option strike price, the fund will suffer a loss equal to the difference at the time of exercise. By writing a put option, the fund assumes the risk that it may be required to purchase the underlying security for an exercise price higher than its then-current market value, resulting in a potential capital loss unless the security subsequently appreciates in value.

The fund may terminate an option that it has written prior to its expiration by entering into a closing purchase transaction, in which it purchases an offsetting option. The fund realizes a profit or loss from a closing transaction if the cost of the transaction (option premium plus transaction costs) is less or more than the premium received from writing the option. If the fund writes a call option but does not own the underlying security, and when it writes a put option, the fund may be required to deposit cash or securities with its broker as "margin," or collateral, for its obligation to buy or sell the underlying security. As the value of the underlying security varies, the fund may have to deposit additional margin with the broker. Margin requirements are complex and are fixed by individual brokers, subject to minimum requirements currently imposed by the Federal Reserve Board and by stock exchanges and other self-regulatory organizations.

Purchasing put options. The fund may purchase put options to protect its portfolio holdings in an underlying security against a decline in market value. Such protection is provided during the life of the put option since the fund, as holder of the option, is able to sell the underlying security at the put exercise price regardless of any decline in the underlying security's market price. In order for a put option to be profitable, the market price of the underlying security must decline sufficiently below the exercise price to cover the premium and transaction costs. By using put options in this manner, the fund will reduce any profit it might otherwise have realized from appreciation of the underlying security by the premium paid for the put option and by transaction costs. The fund may also purchase put options for other investment purposes, including to take a short position in the security underlying the put option.

Purchasing call options. The fund may purchase call options to hedge against an increase in the price of securities that the fund wants ultimately to buy. Such hedge protection is provided during the life of the call option since the fund, as holder of the call option, is able to buy the underlying security at the exercise price regardless of any increase in the underlying security's market price. In order for a call option to be profitable, the market price of the underlying security must rise sufficiently above the exercise price to cover the premium and transaction costs. The fund may also purchase call options for other investment purposes.

Risk factors in options transactions. The successful use of the fund's options strategies depends on the ability of Putnam Management to forecast correctly interest rate and market movements. For example, if the fund were to write a call option based on Putnam Management's expectation that the price of the underlying security would fall, but the price were to rise instead, the fund could be required to sell the security upon exercise at a price below the current market price. Similarly, if the fund were to write a put option based on Putnam Management's expectation that the price of the underlying security would rise, but the price were to fall instead, the fund could be required to purchase the security upon exercise at a price higher than the current market price.

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When the fund purchases an option, it runs the risk that it will lose its entire investment in the option in a relatively short period of time, unless the fund exercises the option or enters into a closing sale transaction before the option's expiration. If the price of the underlying security does not rise (in the case of a call) or fall (in the case of a put) to an extent sufficient to cover the option premium and transaction costs, the fund will lose part or all of its investment in the option. This contrasts with an investment by the fund in the underlying security, since the fund will not realize a loss if the security's price does not change.

The effective use of options also depends on the fund's ability to terminate option positions at times when Putnam Management deems it desirable to do so. There is no assurance that the fund will be able to effect closing transactions at any particular time or at an acceptable price. If a secondary market in options were to become unavailable, the fund could no longer engage in closing transactions. Lack of investor interest might adversely affect the liquidity of the market for particular options or series of options. A market may discontinue trading of a particular option or options generally. In addition, a market could become temporarily unavailable if unusual events -- such as volume in excess of trading or clearing capability -- were to interrupt its normal operations.

A market may at times find it necessary to impose restrictions on particular types of options transactions, such as opening transactions. For example, if an underlying security ceases to meet qualifications imposed by the market or the Options Clearing Corporation, new series of options on that security will no longer be opened to replace expiring series, and opening transactions in existing series may be prohibited. If an options market were to become unavailable, the fund as a holder of an option would be able to realize profits or limit losses only by exercising the option, and the fund, as option writer, would remain obligated under the option until expiration or exercise.

Disruptions in the markets for the securities underlying options purchased or sold by the fund could result in losses on the options. For example, if a fund is unable to purchase a security underlying a put option it had purchased, the fund may be unable to exercise the put option. If trading is interrupted in an underlying security, the trading of options on that security is normally halted as well. As a result, the fund as purchaser or writer of an option will be unable to close out its positions until options trading resumes, and it may be faced with considerable losses if trading in the security reopens at a substantially different price. In addition, the Options Clearing Corporation or other options markets may impose exercise restrictions. If a prohibition on exercise is imposed at the time when trading in the option has also been halted, the fund as purchaser or writer of an option will be locked into its position until one of the two restrictions has been lifted. If the Options Clearing Corporation were to determine that the available supply of an underlying security appears insufficient to permit delivery by the writers of all outstanding calls in the event of exercise, it may prohibit indefinitely the exercise of put options. The fund, as holder of such a put option, could lose its entire investment if it is unable to exercise the put option prior to its expiration.

Foreign-traded options are subject to many of the same risks presented by internationally-traded securities. In addition, because of time differences between the United States and various foreign countries, and because different holidays are observed in different countries, foreign options markets may be open for trading during hours or on days when U.S. markets are closed. As a result, option premiums may not reflect the current prices of the underlying interest in the United States.

Over-the-counter ("OTC") options purchased by the fund and assets held to cover OTC options written by the fund may, under certain circumstances, be considered illiquid securities for purposes of any limitation on the fund's ability to invest in illiquid securities. The fund may use both European-style options, which are only exercisable immediately prior to their expiration, and American-style options, which are exercisable at any time prior to the expiration date.

In addition to options on securities and futures, the fund may also enter into options on futures, swaps, or other instruments as described elsewhere in this SAI.

Preferred Stocks and Convertible Securities

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The fund may invest in preferred stocks or convertible securities. A preferred stock generally pays dividends at a specified rate and has preference over common stock in the payment of dividends and the liquidation of an issuer's assets but is junior to the debt securities of the issuer in those same respects. The market prices of preferred stocks are subject to changes in interest rates and are more sensitive to changes in an issuer's creditworthiness than are the prices of debt securities. Shareholders of preferred stock may suffer a loss of value if dividends are not paid. Under ordinary circumstances, preferred stock does not carry voting rights. In addition, many preferred stocks may be called or redeemed prior to their maturity by the issuer under certain conditions.

Convertible securities include bonds, debentures, notes, preferred stocks and other securities that may be converted into or exchanged for, at a specific price or formula within a particular period of time, a prescribed amount of common stock or other equity securities of the same or a different issuer. Convertible securities entitle the holder to receive interest paid or accrued on debt or dividends paid or accrued on preferred stock until the security matures or is redeemed, converted or exchanged.

The market value of a convertible security is a function of its "investment value" and its "conversion value." A security's "investment value" represents the value of the security without its conversion feature (i.e., a nonconvertible fixed income security). The investment value may be determined by reference to its credit quality and the current value of its yield to maturity or probable call date. At any given time, investment value is dependent upon such factors as the general level of interest rates, the yield of similar nonconvertible securities, the financial strength of the issuer and the seniority of the security in the issuer's capital structure. A security's "conversion value" is determined by multiplying the number of shares the holder is entitled to receive upon conversion or exchange by the current price of the underlying security.

If the conversion value of a convertible security is significantly below its investment value, the convertible security will trade like nonconvertible debt or preferred stock and its market value will not be influenced greatly by fluctuations in the market price of the underlying security. Conversely, if the conversion value of a convertible security is near or above its investment value, the market value of the convertible security will be more heavily influenced by fluctuations in the market price of the underlying security. Convertible securities generally have less potential for gain than common stocks.

The fund's investments in convertible securities may at times include securities that have a mandatory conversion feature, pursuant to which the securities convert automatically into common stock or other equity securities at a specified date and a specified conversion ratio, or that are convertible at the option of the issuer. Because conversion of the security is not at the option of the holder, the fund may be required to convert the security into the underlying common stock even at times when the value of the underlying common stock or other equity security has declined substantially.

The fund's investments in preferred stocks and convertible securities, particularly securities that are convertible into securities of an issuer other than the issuer of the convertible security, may be illiquid. The fund may not be able to dispose of such securities in a timely fashion or for a fair price, which could result in losses to the fund.

Private Placements and Restricted Securities

The fund may invest in securities that are purchased in private placements and, accordingly, are subject to restrictions on resale as a matter of contract or under federal securities laws. Because there may be relatively few potential purchasers for such investments, especially under adverse market or economic conditions or in the event of adverse changes in the financial condition of the issuer, the fund could find it more difficult to sell such securities when Putnam Management believes it advisable to do so or may be able to sell such securities only at prices lower than if such securities were more widely held. At times, it may also be more difficult to determine the fair value of such securities for purposes of computing the fund's net asset value.

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While such private placements may offer attractive opportunities for investment not otherwise available on the open market, the securities so purchased are often "restricted securities," i.e., securities which cannot be sold to the public without registration under the Securities Act of 1933 (the “Securities Act”) or the availability of an exemption from registration (such as Rules 144 or 144A), or which are "not readily marketable" because they are subject to other legal or contractual delays in or restrictions on resale.

The absence of a trading market can make it difficult to ascertain a market value for illiquid investments. Disposing of illiquid investments may involve time-consuming negotiation and legal expenses, and it may be difficult or impossible for the fund to sell them promptly at an acceptable price. The fund may have to bear the extra expense of registering such securities for resale and the risk of substantial delay in effecting such registration. In addition, market quotations are less readily available. The judgment of Putnam Management may at times play a greater role in valuing these securities than in the case of publicly traded securities.

Generally speaking, restricted securities may be sold only to qualified institutional buyers, or in a privately negotiated transaction to a limited number of purchasers, or in limited quantities after they have been held for a specified period of time and other conditions are met pursuant to an exemption from registration, or in a public offering for which a registration statement is in effect under the Securities Act. The fund may be deemed to be an "underwriter" for purposes of the Securities Act when selling restricted securities to the public, and in such event the fund may be liable to purchasers of such securities if the registration statement prepared by the issuer, or the prospectus forming a part of it, is materially inaccurate or misleading. The SEC Staff currently takes the view that any delegation by the Trustees of the authority to determine that a restricted security is readily marketable (as described in the investment restrictions of the funds) must be pursuant to written procedures established by the Trustees and the Trustees have delegated such authority to Putnam Management.

Real Estate Investment Trusts (REITs)

The fund may invest in REITs. REITs are pooled investment vehicles that invest primarily in either real estate or real estate related loans. Like regulated investment companies such as the fund, REITs are not taxed on income distributed to shareholders provided that they comply with certain requirements under the Internal Revenue Code. The fund will indirectly bear its proportionate share of any expenses paid by REITs in which it invests in addition to the fund’s own expenses.

REITs involve certain unique risks in addition to those risks associated with investing in the real estate industry in general (such as possible declines in the value of real estate, lack of availability of mortgage funds, or extended vacancies of property). REITs are generally classified as equity REITs, mortgage REITs or a combination of equity and mortgage REITs. Equity REITs invest the majority of their assets directly in real property and derive income primarily from the collection of rents. Equity REITs can also realize capital gains by selling properties that have appreciated in value. Mortgage REITs invest the majority of their assets in real estate mortgages and derive income from the collection of interest payments. Equity REITs may be affected by changes in the value of the underlying property owned by the REITs, while mortgage REITs may be affected by the risk of borrower default, the likelihood of which is increased for mortgage REITs that invest in sub-prime mortgages. REITs, and mortgage REITs in particular, are also subject to interest rate risk. REITs are dependent upon their operators’ management skills, are generally not diversified (except to the extent the Internal Revenue Code requires), and are subject to heavy cash flow dependency and the risk of default by borrowers. REITs are also subject to the possibility of failing to qualify for tax-free pass-through of income under the Code or failing to maintain their exemptions from registration under the 1940 Act. REITs may have limited financial resources, may trade less frequently and in a limited volume, and may be subject to more abrupt or erratic price movements than more widely held securities.

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The fund's investment in a REIT may require the fund to accrue and distribute income not yet received or may result in the fund making distributions that constitute a return of capital to fund shareholders for federal income tax purposes. In addition, distributions by a fund from REITs will not qualify for the corporate dividends-received deduction, or, generally, for treatment as qualified dividend income.

Redeemable Securities

Certain securities held by the fund may permit the issuer at its option to "call" or redeem its securities. If an issuer were to redeem securities held by the fund during a time of declining interest rates, the fund may not be able to reinvest the proceeds in securities providing the same investment return as the securities redeemed.

Repurchase Agreements

The fund, unless it is a money market fund, may enter into repurchase agreements amounting to not more than 25% of its total assets, except that this 25% limitation does not apply to repurchase agreements entered into in connection with short sales. Money market funds may invest without limit in repurchase agreements. A repurchase agreement is a contract under which the fund, the buyer under the contract, acquires a security subject to the obligation of the seller (or repurchase agreement counterparty) to repurchase, and the fund to resell, the security at a fixed time and price, which represents the fund's cost plus interest (or, for repurchase agreements under which the fund acquires a security and then sells it short, the fund’s cost of “borrowing” the security). A repurchase agreement with a stated maturity of longer than one week is considered an illiquid investment. It is the fund's present intention to enter into repurchase agreements only with banks and registered broker-dealers. The fund may enter into repurchase agreements, including with respect to securities it wishes to sell short. See “Short Sales” in this SAI. Certain of the repurchase agreements related to securities sold short may provide that, at the option of the fund, settlement may be made by delivery of cash equal to the difference between (a) the sum of (i) the market value of the securities sold short at the time the repurchase agreement is closed out and (ii) transaction costs associated with the acquisition in the market by the repurchase agreement counterparty of the securities sold short and (b) the repurchase price specified in the repurchase agreement.

The fund may be exposed to the credit risk of the repurchase agreement counterparty (or seller) in the event that the counterparty is unable to close out the repurchase agreement in accordance with its terms. If the seller defaults, the fund could realize a loss on the sale of the underlying security to the extent that the proceeds of the sale including accrued interest are less than the resale price provided in the agreement including interest. In addition, if the seller should be involved in bankruptcy or insolvency proceedings, the fund may incur delay and costs in selling the underlying security or may suffer a loss of principal and interest if the fund is treated as an unsecured creditor and required to return the underlying collateral to the seller's estate.

Pursuant to an exemptive order issued by the SEC, the fund may transfer uninvested cash balances into a joint account, along with cash of other Putnam funds and certain other accounts. These balances may be invested in one or more repurchase agreements and/or short-term money market instruments.

Securities Loans

The fund may make secured loans of its portfolio securities, on either a short-term or long-term basis, amounting to not more than 25% of its total assets, thereby realizing additional income. The risks in lending portfolio securities, as with other extensions of credit, consist of possible delay in recovery of the securities or possible loss of rights in the collateral should the borrower fail financially. If a borrower defaults, the value of the collateral may decline before the fund can dispose of it. As a matter of policy, securities loans are made to broker-dealers pursuant to agreements requiring that the loans be continuously secured by collateral consisting of cash or short-term debt obligations at least equal at all times to the value of the securities on loan, "marked-to-market" daily. The borrower pays to the fund an amount equal to any dividends or interest received on securities lent. The fund retains all or a portion of the interest received on investment of the cash collateral or

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receives a fee from the borrower. Although voting rights, or rights to consent, with respect to the loaned securities may pass to the borrower, the fund retains the right to call the loans at any time on reasonable notice, and it will do so to enable the fund to exercise voting rights on any matters materially affecting the investment. The fund may also call such loans in order to sell the securities. The fund may pay fees in connection with arranging loans of its portfolio securities.

Securities of Other Investment Companies

Securities of other investment companies, including shares of open- and closed-end investment companies and unit investment trusts (which may include exchange-traded funds (“ETFs”)), represent interests in collective investment portfolios that, in turn, invest directly in underlying instruments. The fund may invest in other investment companies when it has more uninvested cash than Putnam Management believes is advisable, when it receives cash collateral from securities lending arrangements, when there is a shortage of direct investments available, or when Putnam Management believes that investment companies offer attractive values.

Investment companies may be structured to perform in a similar fashion to a broad-based securities index or may focus on a particular strategy or class of assets. ETFs typically seek to track the performance or dividend yield of specific indexes or companies in related industries. These indexes may be broad-based, sector-based or international. Investing in investment companies involves substantially the same risks as investing directly in the underlying instruments, but also involves expenses at the investment company-level, such as portfolio management fees and operating expenses. These expenses are in addition to the fees and expenses of the fund itself, which may lead to duplication of expenses while the fund owns another investment company’s shares. In addition, investing in investment companies involves the risk that they will not perform in exactly the same fashion, or in response to the same factors, as the underlying instruments or index. To the extent the fund invests in other investment companies that are professionally managed, its performance will also depend on the investment and research abilities of investment managers other than Putnam Management.

Open-end investment companies typically offer their shares continuously at net asset value plus any applicable sales charge and stand ready to redeem shares upon shareholder request. The shares of certain other types of investment companies, such as ETFs and closed-end investment companies, typically trade on a stock exchange or over-the-counter at a premium or a discount to their net asset value. In the case of closed-end investment companies, the number of shares is typically fixed. The securities of closed-end investment companies and ETFs carry the risk that the price the fund pays or receives may be higher or lower than the investment company’s net asset value. ETFs and closed-end investment companies are also subject to certain additional risks, including the risks of illiquidity and of possible trading halts due to market conditions or other reasons, based on the policies of the relevant exchange. The shares of investment companies, particularly closed-end investment companies, may also be leveraged, which would increase the volatility of the fund’s net asset value.

The extent to which the fund can invest in securities of other investment companies, including ETFs, is generally limited by federal securities laws.

Short Sales

The fund may engage in short sales of securities either as a hedge against potential declines in value of a portfolio security or to realize appreciation when a security that the fund does not own declines in value. Short sales are transactions in which the fund sells a security it does not own to a third party by borrowing the security in anticipation of purchasing the same security at the market price on a later date to close out the short position. The fund may also engage in short sales by entering into a repurchase agreement with respect to the security it wishes to sell short. See “– Repurchase Agreements” in this SAI. The fund will incur a gain if the price of the security declines between the date of the short sale and the date on which the fund replaces the borrowed security (or closes out the related repurchase agreement); and the fund will incur a loss if the price of the security increases between those dates. Such a loss is theoretically unlimited since the potential increase in

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the market price of the security sold short is not limited. Until the security is replaced, the fund must pay the lender (or repurchase agreement counterparty) any dividends or interest that accrues during the period of the loan (or repurchase agreement). To borrow (or enter into a repurchase agreement with respect to) the security, the fund also may be required to pay a premium, which would increase the cost of the security sold. The fund’s successful use of short sales is subject to Putnam Management’s ability to accurately predict movements in the market price of the security sold short. Short selling may involve financial leverage because the fund is exposed both to changes in the market price of the security sold short and to changes in the value of securities purchased with the proceeds of the short sale, effectively leveraging its assets. Under adverse market conditions, a fund may have difficulty purchasing securities to meet its short sale delivery obligations, and may be required to close out its short position at a time when the fund would not choose to do so, and may therefore have to sell portfolio securities to raise the capital necessary to meet its short sale obligations at a time when fundamental investment considerations may not favor such sales. While the fund has an open short position, it will segregate, by appropriate notation on its books or the books of its custodian, cash or liquid assets at least equal in value to the market value of the securities sold short. The segregated amount will be “marked-to-market” daily. Because of this segregation, the fund does not consider these transactions to be “senior securities” for purposes of the 1940 Act. In connection with short sale transactions, the fund may be required to pledge certain additional assets for the benefit of the securities lender (or repurchase agreement counterparty) and the fund may, while such assets remain pledged, be limited in its ability to invest those assets in accordance with the fund’s investment strategies. Certain of the repurchase agreements related to securities sold short may provide that, at the option of the fund, in lieu of delivering the securities sold short, settlement may be made by delivery of cash equal to the difference between (a) the sum of (i) the market value of the securities sold short at the time the repurchase agreement is closed out and (ii) transaction costs associated with the acquisition in the market by the repurchase agreement counterparty of the securities sold short and (b) the repurchase price specified in the repurchase agreement. Because that cash amount represents the fund’s maximum loss in the event of the insolvency of the counterparty, the fund will, except where the local market practice for foreign securities to be sold short requires payment prior to delivery of such securities, treat such amount, rather than the full notional amount of the repurchase agreement, as its “investment” in securities of the counterparty for purposes of all applicable investment restrictions, including its fundamental policy with respect to diversification.

Short-term Trading

In seeking the fund's objective(s), Putnam Management will buy or sell portfolio securities whenever Putnam Management believes it appropriate to do so. From time to time the fund will buy securities intending to seek short-term trading profits. A change in the securities held by the fund is known as "portfolio turnover" and generally involves some expense to the fund. This expense may include brokerage commissions or dealer markups and other transaction costs on both the sale of securities and the reinvestment of the proceeds in other securities. If sales of portfolio securities cause the fund to realize net short-term capital gains, such gains will be taxable as ordinary income. As a result of the fund's investment policies, under certain market conditions the fund's portfolio turnover rate may be higher than that of other mutual funds. Portfolio turnover rate for a fiscal year is the ratio of the lesser of purchases or sales of portfolio securities to the monthly average of the value of portfolio securities -- excluding securities whose maturities at acquisition were one year or less. The fund's portfolio turnover rate is not a limiting factor when Putnam Management considers a change in the fund's portfolio.

Special Purpose Acquisition Companies

The fund may invest in stock, warrants, and other securities of special purpose acquisition companies (“SPACs”) or similar special purpose entities that pool funds to seek potential acquisition opportunities. Unless and until an acquisition is completed, a SPAC generally invests its assets (less a portion retained to cover expenses) in U.S. Government securities, money market securities and cash; if an acquisition that meets the requirements for the SPAC is not completed within a pre-established period of time, the invested funds are

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returned to the entity’s shareholders. Because SPACs and similar entities are in essence blank check companies without an operating history or ongoing business other than seeking acquisitions, the value of their securities is particularly dependent on the ability of the entity’s management to identify and complete a profitable acquisition. Some SPACs may pursue acquisitions only within certain industries or regions, which may increase the volatility of their prices. In addition, these securities, which are typically traded in the over-the-counter market, may be considered illiquid and/or be subject to restrictions on resale.

Structured investments

A structured investment is a security having a return tied to an underlying index or other security or asset class. Structured investments generally are individually negotiated agreements and may be traded over-the-counter. Structured investments are organized and operated to restructure the investment characteristics of the underlying security. This restructuring involves the deposit with or purchase by an entity, such as a corporation or trust, or specified instruments (such as commercial bank loans) and the issuance by that entity or one or more classes of securities (“structured securities”) backed by, or representing interests in, the underlying instruments. The cash flow on the underlying instruments may be apportioned among the newly issued structured securities to create securities with different investment characteristics, such as varying maturities, payment priorities and interest rate provisions, and the extent of such payments made with respect to structured securities is dependent on the extent of the cash flow on the underlying instruments. Because structured securities typically involve no credit enhancement, their credit risk generally will be equivalent to that of the underlying instruments. Investments in structured securities are generally of a class of structured securities that is either subordinated or unsubordinated to the right of payment of another class. Subordinated structured securities typically have higher yields and present greater risks than unsubordinated structured securities. Structured securities are typically sold in private placement transactions, and there currently is no active trading market for structured securities. Investments in government and government-related and restructured debt instruments are subject to special risks, including the inability or unwillingness to repay principal and interest, requests to reschedule or restructure outstanding debt and requests to extend additional loan amounts.

Swap Agreements

The fund may enter into swap agreements and other types of over-the-counter transactions such as caps, floors and collars with broker-dealers or other financial institutions for hedging or investment purposes. A swap involves the exchange by the fund with another party of their respective commitments to pay or receive cash flows, e.g., an exchange of floating rate payments for fixed-rate payments. The purchase of a cap entitles the purchaser, to the extent that a specified index or other underlying financial measure exceeds a predetermined value on a predetermined date or dates, to receive payments on a notional principal amount from the party selling the cap. The purchase of a floor entitles the purchaser, to the extent that a specified index or other underlying financial measure falls or other underlying measure below a predetermined value on a predetermined date or dates, to receive payments on a notional principal amount from the party selling the floor. A collar combines elements of a cap and a floor.

Swap agreements and similar transactions can be individually negotiated and structured to include exposure to a variety of different types of investments or market factors. Depending on their structures, swap agreements may increase or decrease the fund's exposure to long-or short-term interest rates (in the United States or abroad), foreign currency values, mortgage securities, mortgage rates, corporate borrowing rates, or other factors such as security prices, inflation rates or the volatility of an index or one or more securities. For example, if the fund agrees to exchange payments in U.S. dollars for payments in a non-U.S. currency, the swap agreement would tend to decrease the fund's exposure to U.S. interest rates and increase its exposure to that non-U.S. currency and interest rates. The fund may also engage in total return swaps, in which payments made by the fund or the counterparty are based on the total return of a particular reference asset or assets (such as an equity or fixed-income security, a combination of such securities, or an index). The value of the fund's swap positions would increase or decrease depending on the changes in value of the underlying rates, currency

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values, volatility or other indices or measures. Caps and floors have an effect similar to buying or writing options. Depending on how they are used, swap agreements may increase or decrease the overall volatility of a fund’s investments and its share price. The fund's ability to engage in certain swap transactions may be limited by tax considerations.

The fund’s ability to realize a profit from such transactions will depend on the ability of the financial institutions with which it enters into the transactions to meet their obligations to the fund. If a counterparty's creditworthiness declines, the value of the agreement would be likely to decline, potentially resulting in losses. If a default occurs by the other party to such transaction, the fund will have contractual remedies pursuant to the agreements related to the transaction, which may be limited by applicable law in the case of a counterparty's insolvency. Under certain circumstances, suitable transactions may not be available to the fund, or the fund may be unable to close out its position under such transactions at the same time, or at the same price, as if it had purchased comparable publicly traded securities.

The fund may also enter into options on swap agreements ("swaptions"). A swaption is a contract that gives a counterparty the right (but not the obligation) to enter into a new swap agreement or to shorten, extend, cancel or otherwise modify an existing swap agreement, at some designated future time on specified terms. The fund may write (sell) and purchase put and call swaptions to the same extent it may make use of standard options on securities or other instruments. Swaptions are generally subject to the same risks involved in the fund’s use of options. See “—Options on Securities.” A credit default swap is an agreement between the fund and a counterparty that enables the fund to buy or sell protection against a credit event related to a particular issuer. One party, acting as a “protection buyer,” makes periodic payments to the other party, a “protection seller,” in exchange for a promise by the protection seller to make a payment to the protection buyer if a negative credit event (such as a delinquent payment or default) occurs with respect to a referenced bond or group of bonds. Credit default swaps may also be structured based on the debt of a basket of issuers, rather than a single issuer, and may be customized with respect to the default event that triggers purchase or other factors (for example, the Nth default within a basket, or defaults by a particular combination of issuers within the basket, may trigger a payment obligation). The fund may enter into credit default swap contracts for investment purposes. As a credit protection seller in a credit default swap contract, the fund would be required to pay the par (or other agreed-upon) value of a referenced debt obligation to the counterparty in the event of a default by a third party, such as a U.S. or non-U.S. corporate issuer, on the debt obligation. In return for its obligation, the fund would receive from the counterparty a periodic stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the fund would keep the stream of payments and would have no payment obligations. As the seller, the fund would be subject to investment exposure on the notional amount of the swap.

The fund may also purchase credit default swap contracts in order to hedge against the risk of default of the debt of a particular issuer or basket of issuers or profit from changes in the creditworthiness of the particular issuer(s) (also known as “buying credit protection”). In these cases, the fund would function as the counterparty referenced in the preceding paragraph. This would involve the risk that the investment may expire worthless and would only generate income in the event of an actual default by the issuer(s) of the underlying obligation(s) (or, as applicable, a credit downgrade or other indication of financial instability). It would also involve the risk that the seller may fail to satisfy its payment obligations to the fund in the event of a default. The purchase of credit default swaps involves costs, which will reduce the fund’s return.

Tax-exempt Securities

General description. As used in this SAI, the term "Tax-exempt Securities" includes debt obligations issued by a state, its political subdivisions (for example, counties, cities, towns, villages, districts and authorities) and their agencies, instrumentalities or other governmental units, the interest from which is, in the opinion of bond counsel, exempt from federal income tax and (if applicable) the corresponding state’s personal income tax. Such obligations are issued to obtain funds for various public purposes, including the construction of a wide range of public facilities, such as airports, bridges, highways, housing, hospitals, mass transportation, schools,

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streets and water and sewer works. Other public purposes for which Tax-exempt Securities may be issued include the refunding of outstanding obligations or the payment of general operating expenses.

Short-term Tax-exempt Securities are generally issued by state and local governments and public authorities as interim financing in anticipation of tax collections, revenue receipts or bond sales to finance such public purposes.

In addition, certain types of "private activity" bonds may be issued by public authorities to finance projects such as privately operated housing facilities; certain local facilities for supplying water, gas or electricity; sewage or solid waste disposal facilities; student loans; or public or private institutions for the construction of educational, hospital, housing and other facilities. Such obligations are included within the term Tax-exempt Securities if the interest paid thereon is, in the opinion of bond counsel, exempt from federal income tax and (if applicable) state personal income tax (such interest may, however, be subject to federal alternative minimum tax). Other types of private activity bonds, the proceeds of which are used for the construction, repair or improvement of, or to obtain equipment for, privately operated industrial or commercial facilities, may also constitute Tax-exempt Securities, although the current federal tax laws place substantial limitations on the size of such issues.

Tax-exempt Securities share many of the structural features and risks of other bonds, as described elsewhere in this SAI. For example, the fund may purchase callable Tax-exempt Securities, zero-coupon Tax-exempt Securities, or “stripped” Tax-exempt Securities, which entail additional risks. The fund may also purchase structured or asset-backed Tax-exempt Securities, such as the securities (including preferred stock) of special purpose entities that hold interests in the Tax-exempt Securities of one or more issuers and issue “tranched” securities that are entitled to receive payments based on the cash flows from those underlying securities. See “—Redeemable securities,” “—Zero-coupon and Payment-in-kind Bonds,” “—Structured investments,” and “—Mortgage-backed and Asset-backed Securities” in this SAI. Structured Tax-exempt Securities may involve increased risk that the interest received by the fund may not be exempt from federal or state income tax, or that such interest may result in liability for the alternative minimum tax for shareholders of the fund. For example, in certain cases, the issuers of certain securities held by a special purpose entity may not have received an unqualified opinion of bond counsel that the interest from the securities will be exempt from federal income tax and (if applicable) the corresponding state’s personal income tax.

The amount of information about the financial condition of an issuer of tax-exempt Securities may not be as extensive as that which is made available by corporations whose securities are publicly traded. As a result, the achievement of the fund's goals is more dependent on Putnam Management's investment analysis than would be the case if the fund were investing in securities of better-known issuers.

Escrow-secured or pre-refunded bonds. These securities are created when an issuer uses the proceeds from a new bond issue to buy high grade, interest-bearing debt securities, generally direct obligations of the U.S. government, in order to redeem (or “pre-refund”), before maturity, an outstanding bond issue that is not immediately callable. These securities are then deposited in an irrevocable escrow account held by a trustee bank to secure all future payments of principal and interest on the pre-refunded bond until that bond’s call date. Pre-refunded bonds often receive an ‘AAA’ or equivalent rating. Because pre-refunded bonds still bear the same interest rate, and have a very high credit quality, their price may increase. However, as the original bond approaches its call date, the bond's price will fall to its call price.

Residual interest bonds. The fund may invest in residual interest bonds, which are created by depositing municipal securities in a trust and dividing the income stream of an underlying municipal bond in two parts, one, a variable rate security and the other, a residual interest bond. The interest rate for the variable rate security is determined by an index or a periodic auction process, while the residual interest bond holder receives the balance of the income from the underlying municipal bond less an auction fee. The market prices of residual interest bonds may be highly sensitive to changes in market rates and may decrease significantly when market rates increase.

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Tobacco Settlement Revenue Bonds. The fund may invest in tobacco settlement revenue bonds, which are secured by an issuing state’s proportionate share of payments under the Master Settlement Agreement (“MSA”). The MSA is an agreement that was reached out of court in November 1998 between 46 states and six U.S. jurisdictions and tobacco manufacturers representing an overwhelming majority of U.S. market share. The MSA provides for annual payments by the manufacturers to the states and jurisdictions in perpetuity in exchange for releasing all claims against the manufacturers and a pledge of no further litigation. The MSA established a base payment schedule and a formula for adjusting payments each year. Tobacco manufacturers pay into a master escrow trust based on their market share, and each state receives a fixed percentage of the payment as set forth in the MSA. Within some states, certain localities may in turn be allocated a specific portion of the state’s MSA payment pursuant to an arrangement with the state.

A number of state and local governments have securitized the future flow of payments under the MSA by selling bonds pursuant to indentures, some through distinct governmental entities created for such purpose. The bonds are backed by the future revenue flow that is used for principal and interest payments on the bonds. Annual payments on the bonds, and thus risk to the fund, are dependent on the receipt of future settlement payments by the state or its instrumentality. The actual amount of future settlement payments may vary based on, among other things, annual domestic cigarette shipments, inflation, the financial capability of participating tobacco companies, and certain offsets for disputed payments. Payments made by tobacco manufacturers could be reduced if cigarette shipments continue to decline below the base levels used in establishing manufacturers’ payment obligations under the MSA. Demand for cigarettes in the U.S. could continue to decline based on many factors, including, without limitation, anti-smoking campaigns, tax increases, price increases implemented to recoup the cost of payments by tobacco companies under the MSA, reduced ability to advertise, enforcement of laws prohibiting sales to minors, elimination of certain sales venues such as vending machines, and the spread of local ordinances restricting smoking in public places.

Because tobacco settlement bonds are backed by payments from the tobacco manufacturers, and generally not by the credit of the state or local government issuing the bonds, their creditworthiness depends on the ability of tobacco manufacturers to meet their obligations. The bankruptcy of an MSA-participating manufacturer could cause delays or reductions in bond payments, which would affect the fund’s net asset value. Under the MSA, a market share loss by MSA-participating tobacco manufacturers to non-MSA participating manufacturers would also cause a downward adjustment in the payment amounts under some circumstances.

The MSA and tobacco manufacturers have been and continue to be subject to various legal claims, including, among others, claims that the MSA violates federal antitrust law. In addition, the United States Department of Justice has alleged in a civil lawsuit that the major tobacco companies defrauded and misled the American public about the health risks associated with smoking cigarettes. An adverse outcome to this lawsuit or to any other litigation matters or regulatory actions relating to the MSA or affecting tobacco manufacturers could adversely affect the payment streams associated with the MSA or cause delays or reductions in bond payments by tobacco manufacturers.

In addition to the risks described above, tobacco settlement revenue bonds are subject to other risks described in this SAI, including the risks of asset-backed securities discussed under “Mortgage-backed and Asset-backed Securities.”

Participation interests (Money Market Funds only). The money market funds may invest in Tax-exempt securities either by purchasing them directly or by purchasing certificates of accrual or similar instruments evidencing direct ownership of interest payments or principal payments, or both, on Tax-exempt securities, provided that, in the opinion of counsel, any discount accruing on a certificate or instrument that is purchased at a yield not greater than the coupon rate of interest on the related Tax-exempt securities will be exempt from federal income tax to the same extent as interest on the Tax-exempt securities. The money market funds may also invest in Tax-exempt securities by purchasing from banks participation interests in all or part of specific holdings of Tax-exempt securities. These participations may be backed in whole or in part by an irrevocable

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letter of credit or guarantee of the selling bank. The selling bank may receive a fee from the money market funds in connection with the arrangement. The money market funds will not purchase such participation interests unless it receives an opinion of counsel or a ruling of the IRS that interest earned by it on Tax-exempt securities in which it holds such participation interests is exempt from federal income tax. No money market fund expects to invest more than 5% of its assets in participation interests.

Stand-by commitments. When the fund purchases Tax-exempt securities, it has the authority to acquire stand-by commitments from banks and broker-dealers with respect to those Tax-exempt securities. A stand-by commitment may be considered a security independent of the Tax-exempt security to which it relates. The amount payable by a bank or dealer during the time a stand-by commitment is exercisable, absent unusual circumstances, would be substantially the same as the market value of the underlying Tax-exempt security to a third party at any time. The fund expects that stand-by commitments generally will be available without the payment of direct or indirect consideration. The fund does not expect to assign any value to stand-by commitments.

Yields. The yields on Tax-exempt securities depend on a variety of factors, including general money market conditions, effective marginal tax rates, the financial condition of the issuer, general conditions of the Tax-exempt security market, the size of a particular offering, the maturity of the obligation and the rating of the issue. The ratings of nationally recognized securities rating agencies represent their opinions as to the credit quality of the Tax-exempt securities which they undertake to rate. It should be emphasized, however, that ratings are general and are not absolute standards of quality. Consequently, Tax-exempt securities with the same maturity and interest rate but with different ratings may have the same yield. Yield disparities may occur for reasons not directly related to the investment quality of particular issues or the general movement of interest rates and may be due to such factors as changes in the overall demand or supply of various types of Tax-exempt securities or changes in the investment objectives of investors. Subsequent to purchase by the fund, an issue of Tax-exempt securities or other investments may cease to be rated, or its rating may be reduced below the minimum rating required for purchase by the fund. Neither event will require the elimination of an investment from the fund's portfolio, but Putnam Management will consider such an event in its determination of whether the fund should continue to hold an investment in its portfolio.

"Moral obligation" bonds. The fund may invest in so-called “moral obligation” bonds, where repayment of the bond is backed by a moral (but not legally binding) commitment of an entity other than the issuer, such as a state legislature, to pay. Such a commitment may be in addition to the legal commitment of the issuer to repay the bond or may represent the only payment obligation with respect to the bond (where, for example, no amount has yet been specifically appropriated to pay the bond. See “—Municipal leases” below.)

Municipal leases. The fund may acquire participations in lease obligations or installment purchase contract obligations (collectively, “lease obligations”) of municipal authorities or entities. Lease obligations do not constitute general obligations of the municipality for which the municipality’s taxing power is pledged. Certain of these lease obligations contain “non-appropriation” clauses, which provide that the municipality has no obligation to make lease or installment purchase payments in future years unless money is appropriated for such purpose on a yearly basis. In the case of a “non-appropriation” lease, the fund’s ability to recover under the lease in the event of non-appropriation or default will be limited solely to the repossession of the leased property, and in any event, foreclosure of that property might prove difficult.

Additional risks. Securities in which the fund may invest, including Tax-exempt securities, are subject to the provisions of bankruptcy, insolvency and other laws affecting the rights and remedies of creditors, such as the federal Bankruptcy Code (including special provisions related to municipalities and other public entities), and laws, if any, that may be enacted by Congress or state legislatures extending the time for payment of principal or interest, or both, or imposing other constraints upon enforcement of such obligations. There is also the possibility that, as a result of litigation or other conditions, the power, ability or willingness of issuers to meet their obligations for the payment of interest and principal on their Tax-exempt securities may be materially affected.

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From time to time, legislation may be introduced or litigation may arise that may restrict or eliminate the federal income tax exemption for interest on debt obligations issued by states and their political subdivisions. Federal tax laws limit the types and amounts of tax-exempt bonds issuable for certain purposes, especially industrial development bonds and private activity bonds. Such limits may affect the future supply and yields of these types of Tax-exempt securities. Further proposals limiting the issuance of Tax-exempt securities may well be introduced in the future. If it appeared that the availability of Tax-exempt securities for investment by the fund and the value of the fund's portfolio could be materially affected by such changes in law, the Trustees of the fund would reevaluate its investment objective and policies and consider changes in the structure of the fund or its dissolution. Shareholders should consult their tax advisers for the current law on tax-exempt bonds and securities.

Warrants

The fund may invest in warrants, which are instruments that give the fund the right to purchase certain securities from an issuer at a specific price (the “strike price”) for a limited period of time. The strike price of warrants typically is much lower than the current market price of the underlying securities, yet they are subject to similar price fluctuations. As a result, warrants may be more volatile investments than the underlying securities and may offer greater potential for capital appreciation as well as capital loss. Warrants do not entitle a holder to dividends or voting rights with respect to the underlying securities and do not represent any rights in the assets of the issuing company. Also, the value of the warrant does not necessarily change with the value of the underlying securities and a warrant ceases to have value if it is not exercised prior to the expiration date. These factors can make warrants more speculative than other types of investments.

In addition to warrants on securities, the fund may purchase put warrants and call warrants whose values vary depending on the change in the value of one or more specified securities indices ("index warrants"). Index warrants are generally issued by banks or other financial institutions and give the holder the right, at any time during the term of the warrant, to receive upon exercise of the warrant a cash payment from the issuer based on the value of the underlying index at the time of exercise. In general, if the value of the underlying index rises above the exercise price of the index warrant, the holder of a call warrant will be entitled to receive a cash payment from the issuer upon exercise based on the difference between the value of the index and the exercise price of the warrant; if the value of the underlying index falls, the holder of a put warrant will be entitled to receive a cash payment from the issuer upon exercise based on the difference between the exercise price of the warrant and the value of the index. The holder of a warrant would not be entitled to any payments from the issuer at any time when, in the case of a call warrant, the exercise price is greater than the value of the underlying index, or, in the case of a put warrant, the exercise price is less than the value of the underlying index. If the fund were not to exercise an index warrant prior to its expiration, then the fund would lose the amount of the purchase price paid by it for the warrant.

The fund will normally use index warrants in a manner similar to its use of options on securities indices. The risks of the fund's use of index warrants are generally similar to those relating to its use of index options. Unlike most index options, however, index warrants are issued in limited amounts and are not obligations of a regulated clearing agency, but are backed only by the credit of the bank or other institution which issues the warrant. Also, index warrants generally have longer terms than index options. Index warrants are not likely to be as liquid as certain index options backed by a recognized clearing agency. In addition, the terms of index warrants may limit the fund's ability to exercise the warrants at such time, or in such quantities, as the fund would otherwise wish to do.

Zero-coupon and Payment-in-kind Bonds

The fund may invest without limit in so-called "zero-coupon" bonds and "payment-in-kind" bonds. Zero-coupon bonds are issued at a significant discount from their principal amount in lieu of paying interest periodically. Payment-in-kind bonds allow the issuer, at its option, to make current interest payments on the

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bonds either in cash or in additional bonds. Because zero-coupon and payment-in-kind bonds do not pay current interest in cash, their value is subject to greater fluctuation in response to changes in market interest rates than bonds that pay interest currently. Both zero-coupon and payment-in-kind bonds allow an issuer to avoid the need to generate cash to meet current interest payments. Accordingly, such bonds may involve greater credit risks than bonds paying interest currently in cash. The fund is required to accrue interest income on such investments and to distribute such amounts at least annually to shareholders even though such bonds do not pay current interest in cash. Thus, it may be necessary at times for the fund to liquidate investments, including when it is not advantageous to do so, in order to satisfy its distribution requirements under the Internal Revenue Code.

TAXES

The following discussion of U.S. federal income tax consequences is based on the Code, existing U.S. Treasury regulations, and other applicable authority, as of the date of this SAI. These authorities are subject to change by legislative or administrative action, possibly with retroactive effect. The following discussion is only a summary of some of the important U.S. federal tax considerations generally applicable to investments in the fund. There may be other tax considerations applicable to particular shareholders. Shareholders should consult their own tax advisors regarding their particular situation and the possible application of foreign, state and local tax laws.

Taxation of the fund. The fund intends to qualify each year as a regulated investment company under Subchapter M of the Code. In order to qualify for the special tax treatment accorded regulated investment companies and their shareholders, the fund must, among other things:

(a) derive at least 90% of its gross income for each taxable year from (i) dividends, interest, payments with respect to certain securities loans, and gains from the sale of stock, securities or foreign currencies, or other income (including but not limited to gains from options, futures, or forward contracts) derived with respect to its business of investing in such stock, securities or currencies, and (ii) net income from interests in “qualified publicly traded partnerships” (as defined below);

(b) diversify its holdings so that, at the end of each quarter of the fund’s taxable year, (i) at least 50% of the market value of the fund’s total assets is represented by cash and cash items, U.S. Government securities, securities of other regulated investment companies, and other securities limited in respect of any one issuer to a value not greater than 5% of the value of the fund’s total assets and not more than 10% of the outstanding voting securities of such issuer, and (ii) not more than 25% of the value of the fund’s total assets is invested (x) in the securities (other than those of the U.S. Government or other regulated investment companies) of any one issuer or of two or more issuers which the fund controls and which are engaged in the same, similar, or related trades or businesses, or (y) in the securities of one or more qualified publicly traded partnerships (as defined below); and

(c) distribute with respect to each taxable year at least 90% of the sum of its investment company taxable income (as that term is defined in the Code without regard to the deduction for dividends paid—generally, taxable ordinary income and the excess, if any, of net short-term capital gains over net long-term capital losses) and net tax-exempt interest income, for such year.

In general, for purposes of the 90% gross income requirement described in paragraph (a) above, income derived from a partnership will be treated as qualifying income only to the extent such income is attributable to items of income of the partnership which would be qualifying income if realized by the regulated investment company. However, 100% of the net income of a regulated investment company derived from an interest in a “qualified publicly traded partnership” (generally defined as a partnership (i) interests in which are traded on an established securities market or readily tradable on a secondary market or the substantial equivalent thereof, (ii) that derives at least 90% of its income from the passive income sources described in Code section 7704(d), and (iii) that derives less than 90% of its income from the qualifying income described in paragraph (a) above) will be treated as qualifying income. In addition, although in general the passive loss rules of the Code do not

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apply to regulated investment companies, such rules do apply to a regulated investment company with respect to items attributable to an interest in a qualified publicly traded partnership.

For purposes of the diversification test in paragraph (b) above, identification of the issuer (or, in some cases, issuers) of a particular fund investment will depend on the terms and conditions of that investment. In some cases, identification of the issuer (or issuers) is uncertain under current law, and an adverse determination or future guidance by the Internal Revenue Service (“IRS”) with respect to issuer identification for a particular type of investment may adversely affect the fund’s ability to meet the diversification test in (b) above. Also, for the purposes of the diversification test in paragraph (b) above, the term “outstanding voting securities of such issuer” will include the equity securities of a qualified publicly traded partnership.

If the fund qualifies as a regulated investment company that is accorded special tax treatment, the fund will not be subject to federal income tax on income distributed in a timely manner to its shareholders in the form of dividends (including Capital Gain Dividends, as defined below).

If the fund were to fail to meet the income or diversification test described above, the fund could in some cases cure such failure, including by paying a fund-level tax and, in the case of a diversification test failure, disposing of certain assets. If the fund were ineligible to or otherwise did not cure such failure for any year, or were otherwise to fail to qualify as a regulated investment company accorded special tax treatment in any taxable year, the fund would be subject to tax on its taxable income at corporate rates, and all distributions from earnings and profits, including any distributions of net tax-exempt income and net long-term capital gains, would be taxable to shareholders as ordinary income. Some portions of such distributions may be eligible for the dividends received deduction in the case of corporate shareholders, and may be eligible to be treated as "qualified dividend income" in the case of shareholders taxed as individuals. In addition, the fund could be required to recognize unrealized gains, pay substantial taxes and interest and make substantial distributions before requalifying as a regulated investment company that is accorded special tax treatment.

The fund intends to distribute at least annually to its shareholders all or substantially all of its investment company taxable income (computed without regard to the dividends-paid deduction) and may distribute its net capital gain. Investment company taxable income (which is retained by the fund) will be subject to tax at regular corporate rates. The fund may also retain for investment its net capital gain. If the fund retains any net capital gain, it will be subject to tax at regular corporate rates on the amount retained, but may designate the retained amount as undistributed capital gains in a notice to its shareholders who (i) will be required to include in income for federal income tax purposes, as long-term capital gain, their shares of such undistributed amount, and (ii) will be entitled to credit their proportionate shares of the tax paid by the fund on such undistributed amount against their federal income tax liabilities, if any, and to claim refunds on a properly-filed U.S. tax return to the extent the credit exceeds such liabilities. For federal income tax purposes, the tax basis of shares owned by a shareholder of the fund will be increased by an amount equal under current law to the difference between the amount of undistributed capital gains included in the shareholder’s gross income and the tax deemed paid by the shareholder under clause (ii) of the preceding sentence.

Properly reported distributions of net capital gains are the excess of net gains from the sale of capital assets held by the fund for more than one year over net losses from the sale of capital assets held for not more than one year (“Capital Gain Dividends”). For taxable years beginning on or before December 22, 2010, in determining its net capital gain for Capital Gain Dividend purposes, a regulated investment company generally must treat any net capital loss or any net long-term capital loss incurred after October 31 as if it had been incurred in the succeeding year. In addition, in determining its taxable income for such years, a regulated investment company is permitted to elect to treat all or part of any net capital loss, any net long-term capital loss or any foreign currency loss incurred after October 31 as if it had been incurred in the succeeding taxable year. For taxable years beginning after December 22, 2010, in determining net capital gain, including in connection with determining the amount available to support a Capital Gain Dividend, its taxable income and its earnings and profits, a regulated investment company may also elect to treat any post-October capital loss (defined as the greatest of net capital loss, net long-term capital loss, or net short-term capital loss, in each case

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attributable to the portion of the taxable year after October 31) and late-year ordinary loss (generally, (i) net ordinary loss from the sale, exchange or other taxable disposition of property, attributable to the portion of the taxable year after October 31, plus (ii) other net ordinary loss attributable to the portion of the taxable year after December 31) as if incurred in the succeeding taxable year.

If the fund fails to distribute in a calendar year at least an amount equal to the sum of 98% of its ordinary income for such year and 98.2% of its capital gain net income for the one-year period ending October 31 of such year, plus any retained amount from the prior year, the fund will be subject to a nondeductible 4% excise tax on the undistributed amounts. For these purposes, ordinary gains and losses from the sale, exchange, or other taxable disposition of property that would otherwise be properly taken into account after October 31 are treated as arising on January 1 of the following calendar year. For purposes of the excise tax, the fund will be treated as having distributed any amount on which it has been subject to corporate income tax in the taxable year ending within the calendar year. A dividend paid to shareholders in January of a year generally is deemed to have been paid by the fund on December 31 of the preceding year, if the dividend was declared and payable to shareholders of record on a date in October, November or December of that preceding year. The fund intends generally to make distributions sufficient to avoid imposition of the 4% excise tax, although there can be no assurance that it will be able to do so.

The fund distributes its net investment income and capital gains to shareholders as dividends annually to the extent required to qualify as a regulated investment company under the Code and generally to avoid federal income or excise tax. Under current law, the fund may treat the portion of redemption proceeds paid to redeeming shareholders that represents the redeeming shareholders’ portion of the undistributed investment company taxable income and capital gain of the fund as a distribution of investment company taxable income and net capital gain on the fund’s tax return. This practice, which involves the use of equalization accounting, will have the effect of reducing the amount of income and gains that the fund is required to distribute as dividends to shareholders in order for the fund to avoid federal income tax and excise tax. This practice may also reduce the amount of distributions required to be made to non-redeeming shareholders and the amount of any undistributed income will be reflected in the value of the shares of the fund; the total return on a shareholder’s investment will not be reduced as a result of the distribution policy. Investors who purchase shares shortly before the record date of a distribution will pay the full price for the shares and then receive some portion of the price back as a taxable distribution.

Fund distributions. Distributions from the fund (other than exempt-interest dividends, as discussed below) will be taxable to shareholders as ordinary income to the extent derived from the fund’s investment income and net short-term capital gains. Distributions are taxable to shareholders even if they are paid from income or gains earned by the fund before a shareholder’s investment (and thus were included in the price the shareholder paid). Distributions are taxable whether shareholders receive them in cash or reinvest them in additional shares of the fund or other Putnam funds. Capital Gain Dividends will be taxable to shareholders as such, regardless of how long a shareholder has held the shares in the fund.

For taxable years beginning before January 1, 2013, “qualified dividend income” received by an individual will be taxed at the rates applicable to long-term capital gain. In order for some portion of the dividends received by a fund shareholder to be qualified dividend income, the fund must meet holding period and other requirements with respect to some portion of the dividend-paying stocks in its portfolio and the shareholder must meet holding period and other requirements with respect to the fund’s shares. A dividend will not be treated as qualified dividend income (at either the fund or shareholder level) (1) if the dividend is received with respect to any share of stock held for fewer than 61 days during the 121-day period beginning on the date which is 60 days before the date on which such share becomes ex-dividend with respect to such dividend (or, on the case of certain preferred stock, 91 days during the 181-day period beginning 90 days before such date), (2) to the extent that the recipient is under an obligation (whether pursuant to a short sale or otherwise) to make related payments with respect to positions in substantially similar or related property, (3) if the recipient elects to have the dividend income treated as investment interest, or (4) if the dividend is received from a foreign corporation that is (a) not eligible for the benefits of a comprehensive income tax treaty with the United States

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(with the exception of dividends paid on stock of such a foreign corporation readily tradable on an established securities market in the United States) or (b) treated as a passive foreign investment company. The fund generally expects to report (generally on an IRS Form 1099) eligible dividends as qualified dividend income.

In general, distributions of investment income reported by a fund as derived from qualified dividend income will be treated as qualified dividend income by a shareholder taxed as an individual provided the shareholder meets the holding period and other requirements described above with respect to such fund’s shares. In any event, if the aggregate qualified dividends received by a fund during any taxable year are 95% or more of its gross income, then 100% of the fund’s dividends (other than properly reported Capital Gain Dividends) will be eligible to be treated as qualified dividend income. For this purpose, the only gain included in the term “gross income” is the excess of net short-term capital gain over net long-term capital loss.

In general, fixed-income and money market funds receive interest, rather than dividends, from their portfolio securities. As a result, it is not currently expected that any significant portion of such funds’ distributions to shareholders will be derived from qualified dividend income. For information regarding qualified dividend income received from underlying funds, see “Funds of funds” below.

In general, dividends of net investment income received by corporate shareholders of a fund will qualify for the 70% dividends-received deduction generally available to corporations to the extent of the amount of eligible dividends received by the fund from domestic corporations for the taxable year. A dividend received by the fund will not be treated as a dividend eligible for the dividends-received deduction (1) if it has been received with respect to any share of stock that the fund has held for less than 46 days (91 days in the case of certain preferred stock) during the 91-day period beginning on the date which is 45 days before the date on which such share becomes ex-dividend with respect to such dividend (during the 181-day period beginning 90 days before such date in the case of certain preferred stock) or (2) to the extent that the fund is under an obligation (pursuant to a short sale or otherwise) to make related payments with respect to positions in substantially similar or related property. Moreover, the dividends received deduction may otherwise be disallowed or reduced (1) if the corporate shareholder fails to satisfy the foregoing requirements with respect to its shares of the fund or (2) by application of various provisions of the Code (for instance, the dividends-received deduction is reduced in the case of a dividend received on debt-financed portfolio stock (generally, stock acquired with borrowed funds)) For information regarding eligibility for the dividends-received deduction of dividend income derived from an underlying fund, see “Funds of funds” below.

Long-term capital gain rates applicable to individuals have been temporarily reduced—in general, to 15% with lower rates applying to taxpayers in the 10% and 15% rate brackets— for taxable years beginning before January 1, 2013.

Exempt-interest dividends. A fund will be qualified to pay exempt-interest dividends to its shareholders if, at the close of each quarter of the fund’s taxable year, at least 50% of the total value of the fund’s assets consists of obligations the interest on which is exempt from federal income tax. In some cases, a fund may also pass through to its shareholders the tax-exempt character of any exempt-interest dividends it receives from underlying funds in which it invests (see “Funds of funds,” below). Distributions that a fund reports (generally on an IRS Form 1099) as exempt-interest dividends are treated as interest excludable from shareholders’ gross income for federal income tax purposes but may be taxable for federal alternative minimum tax (“AMT”) purposes and for state and local purposes. If the fund intends to qualify to pay exempt-interest dividends, the fund may be limited in its ability to enter into taxable transactions involving forward commitments, repurchase agreements, financial futures and options contracts on financial futures, tax-exempt bond indices and other assets.

Part or all of the interest on indebtedness, if any, incurred or continued by a shareholder to purchase or carry shares of the fund paying exempt-interest dividends is not deductible. The portion of interest that is not deductible is equal to the total interest paid or accrued on the indebtedness, multiplied by the percentage of the fund’s total distributions (not including distributions from net long-term capital gains) paid to the shareholder

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that are exempt-interest dividends. Under rules used by the IRS to determine when borrowed funds are considered used for the purpose of purchasing or carrying particular assets, the purchase of shares may be considered to have been made with borrowed funds even though such funds are not directly traceable to the purchase of shares.

In general, exempt-interest dividends, if any, attributable to interest received on certain private activity obligations and certain industrial development bonds will not be tax-exempt to any shareholders who are “substantial users” of the facilities financed by such obligations or bonds or who are “related persons” of such substantial users.

A fund that is qualified to pay exempt-interest dividends will report those dividends to shareholders in a written statement furnished to shareholders (generally annually on an IRS Form 1099). In general, if the amount of the fund’s distributions reported as exempt-interest dividends during a taxable year exceeds the net exempt interest received by the fund during that year, the amount of the distributions qualifying as tax-exempt will be scaled back. For taxable years beginning after December 22, 2010, a non-calendar-year fund will be permitted in certain circumstances to elect to “frontload” the amounts so qualifying by allocating exempt income it received during a taxable year to distributions made on or before December 31 of such taxable year; otherwise, the amount so qualifying will be scaled back in proportion to distributions. For taxable years beginning on or before December 22, 2010, shareholders will generally include the excess amount as a taxable dividend to the extent of certain disallowed deductions and thereafter as a return of capital. For taxable years beginning after December 22, 2010, the excess amount will generally be treated as entirely a return of capital. The percentage of a shareholder’s income reported as tax-exempt for any particular distribution may be substantially different from the percentage of the fund’s income that was tax-exempt during the period covered by the distribution.

Exempt-interest dividends may be taxable for purposes of the federal AMT. For individual shareholders, exempt-interest dividends that are derived from interest on private activity bonds that are issued after August 7, 1986 (other than a “qualified 501(c)(3) bond,” as such term is defined in the Code) generally must be included in an individual’s tax base for purposes of calculating the shareholder’s liability for federal AMT. Corporate shareholders will be required to include all exempt-interest dividends in determining their federal AMT. The AMT calculation for corporations is based, in part, on a corporation’s earnings and profits for the year. A corporation must include all exempt-interest dividends in calculating its earnings and profits for the year.

Putnam AMT-Free Municipal Fund intends to distribute exempt-interest dividends that will not be taxable for federal AMT purposes for individuals. It intends to make such distributions by investing in tax exempt securities other than private activity bonds that are issued after August 7, 1986 (other than “qualified 501(c)(3) bonds,” as such term is defined in the Code). Because corporate shareholders are required to include all exempt-interest dividends in determining their federal AMT, exempt-interest dividends distributed by Putnam AMT-Free Municipal Fund will be taxable for purposes of the federal AMT.

Funds of funds. If a fund invests in shares of underlying funds, a portion of its distributable income and gains will consist of distributions from the underlying funds and gains and losses on the disposition of shares of the underlying funds. To the extent that an underlying fund realizes net losses on its investments for a given taxable year, the fund will not be able to recognize its share of those losses (so as to offset distributions of net income or capital gains from other underlying funds) until it disposes of shares of the underlying fund or those losses reduce distributions required to be made by the underlying fund. Moreover, even when the fund does make such a disposition, a portion of its loss may be recognized as a long-term capital loss, which will not be treated as favorably for federal income tax purposes as a short-term capital loss or an ordinary deduction. In particular, the fund will not be able to offset any capital losses from its dispositions of underlying fund shares against its ordinary income (including distributions of any net short-term capital gains realized by an underlying fund). As a result of the foregoing rules, and certain other special rules, the amounts of net investment income and net capital gains that the fund will be required to distribute to shareholders may be greater than such amounts would have been had the fund invested directly in the securities held by the

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underlying funds, rather than investing in shares of the underlying funds. For similar reasons, the amount or timing of distributions from a fund qualifying for treatment as being of a particular character (e.g., as long-term capital gain, exempt interest, eligible for dividends-received deduction, etc.) will not necessarily be the same as it would have been had the fund invested directly in the securities held by the underlying funds. In addition, in certain circumstances, the "wash sale" rules under Section 1091 of the Code may apply to a fund's sales of underlying fund shares that have generated losses. A wash sale occurs if shares of an underlying fund are sold by the fund at a loss and the fund acquires additional shares of that same underlying fund 30 days before or after the date of the sale. The wash-sale rules could defer losses in the fund's hands on sales of underlying fund shares (to the extent such sales are wash sales) for extended (and, in certain cases, potentially indefinite) periods of time.

If a fund receives dividends from an underlying fund that qualifies as a regulated investment company, and the underlying fund reports such dividends as “qualified dividend income,” then the fund may, in turn, report a portion of its distributions as “qualified dividend income” as well, provided the fund meets the holding period and other requirements with respect to shares of the underlying fund.

If the Fund receives dividends from an underlying fund and the underlying fund reports such dividends as eligible for the dividends-received deduction, then the fund is permitted, in turn, to designate a portion of its distributions as eligible for the dividends-received deduction, provided the Fund meets the holding period and other requirements with respect to shares of the underlying fund.

For taxable years beginning on or before December 22, 2010, a fund cannot pass through to its shareholders the tax-exempt character of any exempt-interest dividends it receives from underlying funds in which it invests. For taxable years beginning after December 22, 2010, if, at the close of each quarter of a fund’s taxable year, at least 50% of its total assets consists of interests in other regulated investment companies (such fund, a “qualified fund of funds”), the fund will be permitted to distribute exempt-interest dividends and thereby pass through to its shareholders the tax-exempt character of any exempt-interest dividends it receives from underlying funds in which it invests, or interest on any tax-exempt obligations in which it directly invests, if any. For further information regarding exempt-interest dividends, see “Exempt-interest dividends,” above.

For taxable years beginning on or before December 22, 2010, the fund cannot pass through to shareholders any credit or deduction for foreign taxes borne in respect of foreign securities income earned by any underlying funds. For taxable years beginning after December 22, 2010, if the fund is a qualified fund of funds, it will be permitted to elect to pass through to its shareholders foreign taxes it has paid or foreign taxes passed through to it by any underlying funds that themselves have made such an election, so that shareholders of the fund will be eligible to claim a tax credit or deduction for such taxes. Even if the fund were eligible to make such an election for a given year, it may determine not to do so. See “Foreign taxes” below for more information.

Derivative transactions. If the fund engages in derivative transactions, including transactions in options, futures contracts, straddles, and other similar transactions, including for hedging purposes, it will be subject to special tax rules (including constructive sale, mark-to-market, straddle, wash sale, and short sale rules), the effect of which may be to accelerate income to the fund, defer losses to the fund, cause adjustments in the holding periods of the fund’s securities, convert long-term capital gains into short-term capital gains or convert short-term capital losses into long-term capital losses. These rules could therefore affect the amount, timing and character of distributions to shareholders. The fund may make any applicable elections pertaining to such transactions consistent with the interests of the fund.

Because these and other tax rules applicable to these types of transactions are in some cases uncertain under current law, an adverse determination or future guidance by the IRS with respect to these rules (which determination or guidance could be retroactive) may affect whether the fund has made sufficient distributions, and otherwise satisfied the relevant requirements, to maintain its qualification as a regulated investment company and avoid a fund-level tax.

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The fund’s use of commodity-linked derivatives can bear on or be limited by the fund’s intention to qualify as a regulated investment company. Income and gains from certain commodity-linked derivatives does not constitute qualifying income to a regulated investment company for purposes of the 90% gross income test described above. The tax treatment of certain other commodity-linked derivative instruments in which the fund might invest is not certain, in particular with respect to whether income or gains from such instruments constitute qualifying income to a regulated investment company. If the fund were to treat income or gain from a particular instrument as qualifying income and the income or gain were later determined not to constitute qualifying income and, together with any other nonqualifying income, caused the fund’s nonqualifying income to exceed 10% of its gross income in any taxable year, the fund would fail to qualify as a regulated investment company unless it is eligible to and does pay a tax at the fund level.

Certain of the fund’s derivative activities (including its transactions, if any, in foreign currencies or foreign currency-denominated instruments) are likely to produce a difference between its book income and its taxable income. If the fund’s book income exceeds its taxable income, the distribution (if any) of such excess will be treated as (i) a dividend to the extent of the fund’s remaining earnings and profits (including earnings and profits arising from tax-exempt income), (ii) thereafter as a return of capital to the extent of the recipient’s basis in the shares, and (iii) thereafter as gain from the sale or exchange of a capital asset. If the fund’s book income is less than its taxable income (or, for tax-exempt funds, the sum of its net tax-exempt and taxable income), the fund could be required to make distributions exceeding book income to qualify as a regulated investment company that is accorded special tax treatment and to eliminate fund-level income tax.

In general, 40% of the gain or loss arising from the closing out of a futures contract traded on an exchange approved by the CFTC is treated as short-term gain or loss, and 60% is treated as long-term gain or loss.

Investments in REITs. If the fund invests in equity securities of real estate investment trusts ("REITs"), such investments in REIT equity securities may require the fund to accrue and distribute income not yet received. In order to generate sufficient cash to make the requisite distributions, the fund may be required to sell securities in its portfolio that it otherwise would have continued to hold. The fund's investment in REIT equity securities may at other times result in the fund's receipt of cash in excess of the REIT's earnings. If the fund distributes such amounts, such distribution could constitute a return of capital to the fund shareholders for federal income tax purposes. Dividends received by a fund from a REIT generally will not constitute qualified dividend income.

The fund may invest in REITs, including REITs that hold residual interests in real estate mortgage investment conduits ("REMICs"), REITs that are themselves taxable mortgage pools ("TMPs") or REITs that invest in TMPs. Under a notice recently issued by the IRS and Treasury regulations that have not yet been issued, but may apply retroactively, a portion of a fund's income from a REIT that is attributable to the REIT's residual interest in a REMIC or TMP (referred to in the Code as an "excess inclusion") will be subject to federal income tax in all events. This notice also provides, and the regulations are expected to provide, that excess inclusion income of a regulated investment company, such as the fund, will be allocated to shareholders of the regulated investment company in proportion to the dividends received by such shareholders, with the same consequences as if the shareholders held the related REMIC or TMP residual interest directly.

In general, excess inclusion income allocated to shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute unrelated business taxable income ("UBTI") to entities (including a qualified pension plan, an individual retirement account, a 401(k) plan, a Keogh plan or other tax-exempt entity) subject to tax on UBTI, thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required to file a tax return, to file a tax return and pay tax on such income, and (iii) in the case of a non-U.S. shareholder, will not qualify for any reduction in U.S. federal withholding tax. Any investment in residual interests of a Collateralized Mortgage Obligation (a “CMO”) that has elected to be treated as a REMIC can create complex tax problems, especially if the fund has state or local governments or other tax-exempt organizations as shareholders. Under current

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law, a fund serves to block UBTI from being realized by its tax-exempt shareholders. Notwithstanding the foregoing, a tax-exempt shareholder will recognize UBTI by virtue of its investment in the fund if shares in the fund constitute debt-financed property in the hands of the tax-exempt shareholder within the meaning of Code Section 514(b). Furthermore, a tax-exempt shareholder may recognize UBTI if the fund recognizes “excess inclusion income” derived from direct or indirect investments in REMIC residual interests or TMPs if the amount of such income recognized by the fund exceeds the fund's investment company taxable income (after taking into account deductions for dividends paid by the fund).

Under legislation enacted in December 2006, a charitable remainder trust ("CRT"), as defined in Section 664 of the Code, that realizes UBTI for a taxable year must pay an excise tax annually of an amount equal to such UBTI. Under IRS guidance issued in October 2006, a CRT will not recognize UBTI solely as a result of investing in a fund that recognizes “excess inclusion income.” Rather, if at any time during any taxable year a CRT (or one of certain other tax-exempt shareholders, such as the United States, a state or political subdivision, or an agency or instrumentality thereof, and certain energy cooperatives) is a record holder of a share in a fund that recognizes “excess inclusion income,” then the fund will be subject to a tax on that portion of its “excess inclusion income” for the taxable year that is allocable to such shareholders at the highest federal corporate income tax rate. The extent to which this IRS guidance remains applicable in light of the December 2006 legislation is unclear. To the extent permitted under the 1940 Act, the fund may elect to specially allocate any such tax to the applicable CRT, or other shareholder, and thus reduce such shareholder’s distributions for the year by the amount of the tax that relates to such shareholder’s interest in the fund. CRTs are urged to consult their tax advisors concerning the consequences of investing in the fund.

Return of capital distributions. If the fund makes a distribution to you in excess of its current and accumulated “earnings and profits” in any taxable year, the excess distribution will be treated as a return of capital to the extent of your tax basis in your shares, and thereafter as capital gain. A return of capital is not taxable, but it reduces your tax basis in your shares, thus reducing any loss or increasing any gain on a subsequent taxable disposition by you of your shares.

Dividends and distributions on the fund’s shares are generally subject to federal income tax as described herein to the extent they do not exceed the fund’s realized income and gains, even though such dividends and distributions may economically represent a return of a particular shareholder’s investment. Such distributions are likely to occur in respect of shares purchased at a time when the fund’s net asset value reflects gains that are either unrealized, or realized but not distributed. Such realized income and gains may be required to be distributed even when the fund’s net asset value also reflects unrealized losses. Distributions are taxable to a shareholder even if they are paid from income or gains earned by the fund prior to the shareholder’s investment (and thus included in the price paid by the shareholder).

Securities issued or purchased at a discount. The fund’s investment in securities issued at a discount and certain other obligations will (and investments in securities purchased at a discount may) require the fund to accrue and distribute income not yet received. In order to generate sufficient cash to make the requisite distributions, the fund may be required to sell securities in its portfolio that it otherwise would have continued to hold.

Some debt obligations with a fixed maturity date of more than one year from the date of issuance that are acquired by the fund in the secondary market may be treated as having market discount. Generally, any gain recognized on the disposition of, and any partial payment of principal on, a debt security having market discount is treated as ordinary income to the extent the gain, or principal payment, does not exceed the “accrued market discount” on such debt security. Market discount generally accrues in equal daily installments. The fund may make one or more of the elections applicable to debt obligations having market discount, which could affect the character and timing of recognition of income.

January 24, 2012  II-61 

 



Some debt obligations with a fixed maturity date of one year or less from the date of issuance that are acquired by the fund may be treated as having acquisition discount or original issue discount ("OID"). Generally, the fund will be required to include the acquisition discount or OID in income over the term of the debt security, even though payment of that amount is not received until a later time, usually when the debt security matures. The fund may make one or more of the elections applicable to debt obligations having acquisition discount or OID, which could affect the character and timing of recognition of income.

If the fund holds the foregoing kinds of securities, it may be required to pay out as an income distribution each year an amount which is greater than the total amount of cash interest the fund actually received. Such distributions may be made from the cash assets of the fund or by liquidation of portfolio securities, if necessary. The fund may realize gains or losses from such liquidations. In the event the fund realizes net capital gains from such transactions, its shareholders may receive a larger capital gain distribution than they would in the absence of such transactions.

Higher-Risk Securities. The fund may invest to a significant extent in debt obligations that are in the lowest rating categories or are unrated, including debt obligations of issuers not currently paying interest or who are in default. Investments in debt obligations that are at risk of or in default present special tax issues for the fund. Tax rules are not entirely clear about issues such as whether the fund should recognize market discount on a debt obligation and, if so, the amount of market discount the fund should recognize, when the fund may cease to accrue interest, original issue discount or market discount, when and to what extent deductions may be taken for bad debts or worthless securities and how payments received on obligations in default should be allocated between principal and income. These and other related issues will be addressed by the fund when, as and if it invests in such securities, in order to seek to ensure that it distributes sufficient income to preserve its status as a regulated investment company and does not become subject to U.S. federal income or excise tax.

Capital loss carryforward. Distributions from capital gains are generally made after applying any available capital loss carryforwards. Capital loss carryforwards are reduced to the extent they offset current-year net realized capital gains, whether the fund retains or distributes such gains. If a fund incurs or has incurred net capital losses in a taxable year beginning on or before December 22, 2010 (“pre-2011 losses”), the fund is permitted to carry such losses forward for eight taxable years; in the year to which they are carried forward, such losses are treated as short-term capital losses that first offset short-term capital gains, and then offset long-term capital gains. A fund is permitted to carry forward net capital losses it incurs in taxable years beginning after December 22, 2010 without expiration. Any such carryforward losses will retain their character as short-term or long-term; this may well result in larger distributions of short-term gains to shareholders (taxed as ordinary income to individual shareholders) than would have resulted under the previous regime described above. The fund must use any such carryforwards, which will not expire, applying them first against gains of the same character, before it uses any pre-2011 losses. This increases the likelihood that pre-2011 losses will expire unused at the conclusion of the eight-year carryforward period. The amounts and expiration dates, if any, of any capital loss carryovers available to the fund are shown in Note 1 (Federal income taxes) to the financial statements included in Part I of this SAI or incorporated by reference into this SAI.

Foreign taxes. If more than 50% of the fund’s assets at year end consists of the securities of foreign corporations, the fund may elect to permit shareholders to claim a credit or deduction on their income tax returns for their pro rata portion of qualified taxes paid by the fund to foreign countries in respect of foreign securities the fund has held for at least the minimum period specified in the Code. A qualified fund of funds also may elect to pass through to its shareholders foreign taxes it has paid or foreign taxes passed through to it by any underlying fund that itself elected to pass through such taxes to shareholders (see “Funds of funds” above). In such a case, shareholders will include in gross income from foreign sources their pro rata shares of such taxes. A shareholder’s ability to claim a foreign tax credit or deduction in respect of foreign taxes paid by the fund may be subject to certain limitations imposed by the Code, as a result of which a shareholder may not get a full credit or deduction for the amount of such taxes. In particular, shareholders must hold their fund shares (without protection from risk of loss) on the ex-dividend date and for at least 15 additional days during the 30-day period surrounding the ex-dividend date to be eligible to claim a foreign tax credit with respect to a

January 24, 2012  II-62 

 



given dividend. Shareholders who do not itemize on their federal income tax returns may claim a credit (but no deduction) for such foreign taxes. Even if the fund were eligible to make such an election for a given year, it may determine not to do so.

Passive Foreign Investment Companies. Investment by the fund in “passive foreign investment companies” (“PFICs”) could subject the fund to a U.S. federal income tax (including interest charges) on distributions received from the company or on the proceeds from the sale of its investment in such a company. This tax cannot be eliminated by making distributions to fund shareholders; however, this tax can be avoided by making an election to mark such investments to market annually or to treat the passive foreign investment company as a “qualified electing fund.” The QEF and mark-to-market elections may have the effect of accelerating the recognition of income (without the receipt of cash) and increasing the amount required to be distributed by the fund to avoid taxation. Making either of these elections therefore may require the fund to liquidate other investments to meet its distribution requirement, which may also accelerate the recognition of gain and affect the fund’s total return. Because it is not always possible to identify a foreign corporation as a PFIC, the fund may incur tax and interest charges in some instances. Dividends paid by PFICs will not be eligible to be treated as “qualified dividend income.”

A “passive foreign investment company” is any foreign corporation: (i) 75 percent or more of the income of which for the taxable year is passive income, or (ii) the average percentage of the assets of which (generally by value, but by adjusted tax basis in certain cases) that produce or are held for the production of passive income is at least 50 percent. Generally, passive income for this purpose means dividends, interest (including income equivalent to interest), royalties, rents, annuities, the excess of gains over losses from certain property transactions and commodities transactions, and foreign currency gains. Passive income for this purpose does not include rents and royalties received by the foreign corporation from active business and certain income received from related persons.

Foreign currency-denominated securities and related hedging transactions. The fund’s transactions in foreign currencies, foreign currency-denominated debt securities and certain foreign currency options, futures contracts and forward contracts (and similar instruments) may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned.

Sale or redemption of shares. The sale, exchange or redemption of fund shares may give rise to a gain or loss. In general, any gain or loss realized upon a taxable disposition of shares will be treated as long-term capital gain or loss if the shares have been held for more than 12 months. Otherwise the gain or loss on the sale, exchange or redemption of fund shares will be treated as short-term capital gain or loss. However, if a shareholder sells shares at a loss within six months of purchase, any loss generally will be disallowed for federal income tax purposes to the extent of any exempt-interest dividends received on such shares. This loss disallowance, however, does not apply with respect to redemptions of fund shares with a holding period beginning after December 22, 2010, if such fund declares substantially all of its net tax-exempt income as exempt-interest dividends on a daily basis, and pays such dividends at least on a monthly basis. In addition, any loss (not already disallowed as provided in the preceding sentence) realized upon a taxable disposition of shares held for six months or less will be treated as long-term, rather than short-term, to the extent of any Capital Gain Dividends received by the shareholder with respect to the shares. All or a portion of any loss realized upon a taxable disposition of fund shares will be disallowed if other shares of the same fund are purchased within 30 days before or after the disposition. In such a case, the basis of the newly purchased shares will be adjusted to reflect the disallowed loss.

Cost basis reporting. Upon the redemption or exchange of your shares in the fund, the fund, or, if your shares are then held through a financial intermediary, the financial intermediary, generally will be required to provide you and the IRS with cost basis and certain other related tax information about the fund shares you redeemed or exchanged. This cost basis reporting requirement is effective for shares purchased, including through

January 24, 2012  II-63 

 



dividend reinvestment, on or after January 1, 2012. Please see www.putnam.com/costbasis, or call the fund at 1-800-225-1581, or consult your financial representative, as appropriate, for more information regarding available methods for cost basis reporting and how to select a particular method. Please consult your tax advisor to determine which available cost basis method is best for you.

Shares purchased through tax-qualified plans. Special tax rules apply to investments though defined contribution plans and other tax-qualified plans. Shareholders should consult their tax advisors to determine the suitability of shares of a fund as an investment through such plans and the precise effect of an investment on their particular tax situation.

Backup withholding. The fund generally is required to withhold and remit to the U.S. Treasury a percentage of the taxable dividends and other distributions paid to any individual shareholder who fails to furnish the fund with a correct taxpayer identification number (TIN), who has under-reported dividends or interest income, or who fails to certify to the fund that he or she is not subject to such withholding. The backup withholding rules may also apply to distributions that are properly reported as exempt-interest dividends. The back-up withholding tax rate is 28% for amounts paid through 2012. This rate will expire and the back-up withholding rate will be 31% for amounts paid after December 31, 2012, unless Congress enacts tax legislation providing otherwise. Backup withholding is not an additional tax. Any amounts withheld may be credited against the shareholder’s U.S. federal income tax liability, provided the appropriate information is furnished to the IRS.

In order for a foreign investor to qualify for exemption from the back-up withholding tax rates and for reduced withholding tax rates under income tax treaties, the foreign investor must comply with special certification and filing requirements. Foreign investors in a fund should consult their tax advisors in this regard.

Tax shelter reporting regulations. Under U.S. Treasury regulations, if a shareholder realizes a loss on disposition of fund shares of $2 million or more for an individual shareholder or $10 million or more for a corporate shareholder, the shareholder must file with the IRS a disclosure statement on Form 8886. Direct shareholders of portfolio securities are in many cases excepted from this reporting requirement, but under current guidance, shareholders of a regulated investment company are not excepted. Future guidance may extend the current exception from this reporting requirement to shareholders of most or all regulated investment companies. The fact that a loss is reportable under these regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Shareholders should consult their tax advisers to determine the applicability of these regulations in light of their individual circumstances.

Non-U.S. Shareholders. In general, dividends (other than Capital Gain Dividends or exempt-interest dividends) paid by the fund to a shareholder that is not a “U.S. person” within the meaning of the Code (a “foreign person”) are subject to withholding of U.S. federal income tax at a rate of 30% (or lower applicable treaty rate) even if they are funded by income or gains (such as portfolio interest, short-term capital gains, or foreign-source dividend and interest income) that, if paid to a foreign person directly, would not be subject to withholding. However, effective for taxable years of the fund beginning before January 1, 2012, the fund is not required to withhold any amounts (i) with respect to distributions (other than distributions to a foreign person (w) that has not provided a satisfactory statement that the beneficial owner is not a U.S. person, (x) to the extent that the dividend is attributable to certain interest on an obligation if the foreign person is the issuer or is a 10% shareholder of the issuer, (y) that is within certain foreign countries that have inadequate information exchange with the United States, or (z) to the extent the dividend is attributable to interest paid by a person that is a related person of the foreign person and the foreign person is a controlled foreign corporation) from U.S.-source interest income that would not be subject to U.S. federal income tax if earned directly by an individual foreign person, to the extent such distributions are properly reported by the fund (an “interest-related dividend”), and (ii) with respect to distributions (other than (a) distributions to an individual foreign person who is present in the United States for a period or periods aggregating 183 days or more during the year of the distribution and (b) distributions subject to special rules regarding the disposition of U.S. real property interests) of net short-term capital gains in excess of net long-term capital losses, to the extent such

January 24, 2012  II-64 

 



distributions are properly reported by the fund (a “short-term capital gain dividend”). The fund is permitted to report such part of its dividends as interest-related and/or short-term capital gain dividends as are eligible, but is not required to do so. It is currently unclear whether Congress will extend the exemption from withholding for interest-related dividends and short-term capital gain dividends for dividends with respect to taxable years of a fund beginning on or after January 1, 2012 and what the terms of any such extension would be.

The fact that a fund achieves its investment objectives by investing in underlying funds will generally not adversely affect the fund’s ability to pass on to foreign shareholders the full benefit of the interest-related dividends and short-term capital gain dividends that it receives from its underlying investments in the funds, except possibly to the extent that (1) interest-related dividends received by the fund are offset by deductions allocable to the fund’s qualified interest income or (2) short-term capital gain dividends received by the fund are offset by the fund’s net short- or long-term capital losses, in which case the amount of a distribution from the fund to a foreign shareholder that is properly reported as either an interest-related dividend or a short-term capital gain dividend, respectively, may be less than the amount that such shareholder would have received had they invested directly in the underlying funds. If a beneficial holder who is a foreign person has a trade or business in the United States, and the dividends are effectively connected with the conduct by the beneficial holder of a trade or business in the United States, the dividend will be subject to U.S. federal net income taxation at regular income tax rates.

Under U.S. federal tax law, a beneficial holder of shares who is a foreign person is not, in general, subject to U.S. federal income tax on gains (and is not allowed a deduction for losses) realized on the sale of shares of the fund or on Capital Gain Dividends and, with respect to taxable years of a fund beginning before January 1, 2012, short-term capital gain dividends, unless (i) such gain or Capital Gain Dividend or short term capital gain dividend is effectively connected with the conduct of a trade or business carried on by such holder within the United States or (ii) in the case of an individual holder, the holder is present in the United States for a period or periods aggregating 183 days or more during the year of the sale or Capital Gain Dividend or short term capital gain dividend and certain other conditions are met.

Other Reporting and Withholding Requirements. New rules enacted in March 2010 require the reporting to the IRS of direct and indirect ownership of foreign financial accounts and foreign entities by U.S. persons. Failure to provide this required information can result in a 30% withholding tax on certain payments (“withholdable payments”) made after December 31, 2010. Withholdable payments include U.S.-source dividends and interest, and gross proceeds from the sale or disposal of property that can produce U.S.-source dividends or interest.

The IRS has issued only very preliminary guidance with respect to these new rules; their scope remains unclear and potentially subject to material change. Very generally, it is possible that distributions made by the fund after December 31, 2012 (or such later date as may be provided in future guidance) to a shareholder, including a distribution in redemption of shares and a distribution of income or gains otherwise exempt from withholding under the rules applicable to non-U.S. shareholders described above (e.g., Capital Gain Dividends and short-term capital gain and interest-related dividends, as described above), will be subject to the new 30% withholding requirement. Payments to a foreign shareholder that is a “foreign financial institution” will generally be subject to withholding, unless such shareholder enters into an agreement with the IRS. Payments to shareholders that are U.S. persons or foreign individuals will generally not be subject to withholding, so long as such shareholders provide the fund with such certifications or other documentation as the fund requires to comply with the new rules. Persons investing in the fund through an intermediary should contact their intermediary regarding the application of the new reporting and withholding regime to their investments in the fund.

Shareholders are urged to consult a tax advisor regarding this new reporting and withholding regime, in light of their particular circumstances.

January 24, 2012  II-65 

 



General Considerations. The federal income tax discussion set forth above is for general information only. Prospective investors should consult their tax advisers regarding the specific federal tax consequences of purchasing, holding, and disposing of shares of the fund, as well as the effects of state, local and foreign tax law and any proposed tax law changes.

MANAGEMENT

Trustees

Name, Address1 , Year of 
Birth, Position(s) Held with  Principal  
Fund and Length of Service  Occupation(s) During  
as a Putnam Fund Trustee2   Past 5 Years  Other Directorships Held by Trustee

Ravi Akhoury (Born 1947),  Advisor to New York  Director of Jacob Ballas Capital India (a non- 
Trustee since 2009  Life Insurance  banking finance company focused on private equity 
  Company. Served as  advisory services) and a member of its 
  Chairman and CEO of  Compensation Committee. Mr. Akhoury also serves 
  MacKay Shields (a  as a Director of RAGE Frameworks, Inc. (a private 
  multi-product  software company). Mr. Akhoury previously served 
  investment management  as Director and on the Compensation Committee of 
  firm with AUM over $40  MaxIndia/New York Life Insurance Company in 
  billion) from 1992 to  India. Mr. Akhoury is also a Trustee of the Rubin 
  2007.  Museum, serving on the Investment Committee, and 
    of American India Foundation. Mr. Akhoury is a 
    former Vice President and Investment Policy 
    Committee member of Fischer, Francis, Trees and 
    Watts (a fixed-income portfolio management firm). 
    He previously served on the Board of Bharti 
    Telecom (an Indian telecommunications company) 
    and was a member of its Audit and Compensation 
    Committees. He also served on the Board of 
    Thompson Press (a publishing company) and was a 
    member of its Audit Committee. Mr. Akhoury 
    graduated from the Indian Institute of Technology 
    with a BS in Engineering and obtained an MS in 
    Quantitative Methods from SUNY at Stony Brook. 

Barbara M. Baumann (Born  President of Cross Creek  Director of SM Energy Company (a publicly held 
1955), Trustee since 2010  Energy Corporation, a  U.S. exploration and production company), 
  strategic consultant to  UniSource Energy Corporation (a publicly held 
  domestic energy firms  electric utility in Arizona), and CVR Energy, Inc. (a 
  and direct investor in  publicly held petroleum refiner and fertilizer 
  energy projects.  manufacturer. She is a Trustee of Mount Holyoke 
    College. She is a former Chair of the Board, and a 
    current Board member, of Girls Inc. of Metro 
    Denver, and serves on the Finance Committee of 
    The Children’s Hospital of Denver. Prior to 2003, 
    Ms. Baumann was Executive Vice President of 
    Associated Energy Managers, LLC (a domestic 
    private equity firm). From 1981 until 2000 she held 
    a variety of financial and operational management 
    positions with the global energy company Amoco 
    Corporation and its successor, BP Amoco. Ms. 
    Baumann holds a B.A. from Mount Holyoke College 

 

January 24, 2012  II-66 

 



Name, Address1 , Year of 
Birth, Position(s) Held with  Principal  
Fund and Length of Service  Occupation(s) During  
as a Putnam Fund Trustee2   Past 5 Years  Other Directorships Held by Trustee

    and an MBA from The Wharton School of the 
    University of Pennsylvania. 


Jameson A. Baxter (Born  President of Baxter  Chairman of the Mutual Fund Directors Forum; 
1943), Trustee since 1994,  Associates, Inc., (a  Director of the Adirondack Land Trust; and Trustee 
Vice Chair from 2005 to 2011  private investment firm).  of the The Nature Conservancy’s Adirondack 
and Chair since 2011    Chapter. Until 2011, Ms. Baxter was a Director of 
    ASHTA Chemicals Inc. Until 2007, Ms. Baxter was 
    a Director of Banta Corporation (a printing and 
    supply chain management company), Ryerson, Inc. 
    (a metals service company) and Advocate Health 
    Care. She has also served as a director on a number 
    of other boards including BoardSource (formerly the 
    National Center for Nonprofit Boards), Intermatic 
    Corporation (a manufacturer of energy control 
    products) and MB Financial. She is Chairman 
    Emeritus of the Board of Trustees, Mount Holyoke 
    College. Ms. Baxter is also a graduate of Mount 
    Holyoke College. 


Charles B. Curtis (Born  Senior Advisor to the  Member of the Council on Foreign Relations and the 
1940), Trustee since 2001  Center for Strategic and  National Petroleum Council. Mr. Curtis also serves 
  International Studies.  as a Director of Edison International and Southern 
  Previously, President  California Edison. Until 2006, Mr. Curtis served as 
  and Chief Operating  a member of the Trustee Advisory Council of the 
  Officer, Nuclear Threat  Applied Physics Laboratory, Johns Hopkins 
  Initiative (a private  University. Mr. Curtis is an attorney with over 15 
  foundation dealing with  years in private practice and 19 years in various 
  national security issues).  positions in public service, including service at the 
    Department of Treasury, the U.S. House of 
    Representatives, the Securities and Exchange 
    Commission, the Federal Energy Regulatory 
    Commission and the Department of Energy. 

Robert J. Darretta (Born  Mr. Darretta serves as a  Until April, 2007, Mr. Darretta was Vice Chairman 
1946), Trustee since 2007  director of the United  of the Board of Directors of Johnson & Johnson (a 
  Health Group and as the  diversified health care conglomerate). Mr. Darretta 
  Health Care Industry  received a B.S. in Economics from Villanova 
  Advisor to Permira, (a  University. 
  global private equity   
  firm). Prior to 2007, Mr.   
  Darretta was the Chief   
  Financial Officer of   
  Johnson & Johnson.   

 
John A. Hill (Born 1942),  Vice Chairman, First  Director of Devon Energy Corporation and various 
Trustee since 1985 and  Reserve Corporation (a  private companies owned by First Reserve 
Chairman from 2000 to 2011  private equity buyout  Corporation. He is also Chairman of The Board of 
  firm that specializes in  Trustees of Sarah Lawrence College and a member 
  energy investments in  of the Advisory Board of the Millstein Center for 

 

January 24, 2012  II-67 

 



Name, Address1 , Year of 
Birth, Position(s) Held with  Principal  
Fund and Length of Service  Occupation(s) During  
as a Putnam Fund Trustee2  Past 5 Years  Other Directorships Held by Trustee 

  the diversified world-  Corporate Governance and Performance at the Yale 
  wide energy industry).  School of Management. Mr. Hill received a B.A in 
    Economics from Southern Methodist University and 
    pursued graduate studies as a Woodrow Wilson 
    Fellow. 

Paul L. Joskow (Born 1947),  President of the Alfred  Trustee of Yale University; a Director of 
Trustee since 1997  P. Sloan Foundation (a  TransCanada Corporation (an energy company 
  philanthropic institution  focused on natural gas transmission and power 
  focused primarily on  services) and of Exelon Corporation (an energy 
  research and education  company focused on power services); and a Member 
  on issues related to  of the Board of Overseers of the Boston Symphony 
  science, technology and  Orchestra. Prior to August 2007, he served as a 
  economic performance).  Director of National Grid (a U.K.-based holding 
  He is the Elizabeth and  company with interests in electric and gas 
  James Killian Professor  transmission and distribution and 
  of Economics, Emeritus  telecommunications infrastructure). Prior to July, 
  and Management at the  2006, he served as President of the Yale University 
  Massachusetts Institute  Council. Prior to February 2005, he served on the 
  of Technology (“MIT”).  board of the Whitehead Institute for Biomedical 
  Prior to 2007, he was the  Research (a non-profit research institution). Prior to 
  Director of the Center  February 2002, he was a Director of State Farm 
  for Energy and  Indemnity Company (an automobile insurance 
  Environmental Policy  company), and prior to March 2000, he was a 
  Research at MIT.  Director of New England Electric System (a public 
    utility holding company). Dr. Joskow holds a Ph.D. 
    and a M.Phil. From Yale University and a B.A. from 
    Cornell University. 


Elizabeth T. Kennan  Partner in Cambus-  Dr. Kennan served as Chairman and is now Lead 
(Born 1938), Trustee from  Kenneth Farm  Director of Northeast Utilities. She is a Trustee of 
1992-2010, and since 2012  (thoroughbred horse  the National Trust for Historic Preservation and of 
  breeding and general  Centre College, and Chairman of the Board of 
  farming). She is  Trustees of Shaker Village of Pleasant Hill. From 
  President Emeritus of  1992 to 2010, Dr. Kennan served as a Trustee on the 
  Mount Holyoke College.  Board of the Putnam Funds, which she then rejoined 
    as a Trustee in 2012. Until 2006, she was a member 
    of The Trustees of Reservations. Prior to June 2005, 
    she was a Director of Talbots, Inc., and she has 
    served as Director on a number of other boards, 
    including Bell Atlantic, Chastain Real Estate, 
    Shawmut Bank, Berkshire Life Insurance, and 
    Kentucky Home Life Insurance. Dr. Kennan has also 
    served as President of Five Colleges Incorporated 
    and as a Trustee of the University of Notre Dame, 
    and is active in various educational and civic 
    associations. Prior to 2001, Dr. Kennan served on 
    the oversight committee of the Folger Shakespeare 
    Library. 

 

January 24, 2012  II-68 

 



Name, Address1 , Year of 
Birth, Position(s) Held with  Principal  
Fund and Length of Service  Occupation(s) During  
as a Putnam Fund Trustee2  Past 5 Years  Other Directorships Held by Trustee 

    As a member of the faculty of Catholic University 
    for twelve years, until 1978, Dr. Kennan directed the 
    post-doctoral program in Patristic and Medieval 
    Studies, taught history, and published numerous 
    articles and two books. Dr. Kennan holds a Ph.D. 
    from the University of Washington in Seattle, an 
    M.A. from Oxford University, and an A.B. from 
    Mount Holyoke College. She holds several honorary 
    doctorates. 

 

Kenneth R. Leibler (Born  A founder and former  Until November 2010, Mr. Leibler was a Director of 
1949), Trustee since 2006  Chairman of the Boston  Ruder Finn Group (a global communications and 
  Options Exchange (an  advertising firm). Prior to December 2006, Mr. 
  electronic market place  Leibler served as a Director of the Optimum Funds 
  for the trading of listed  Group. Prior to October 2006, he served as a 
  derivatives securities).  Director of ISO New England (the organization 
  He currently serves as  responsible for the operation of the electric 
  Vice Chairman of the  generation system in the New England states). Prior 
  Board of Trustees of  to 2000, he was a Director of the Investment 
  Beth Israel Deaconess  Company Institute in Washington, D.C. Prior to 
  Hospital in Boston and  January, 2005 Mr. Leibler served as Chairman and 
  as a Director of  Chief Executive Officer of the Boston Stock 
  Northeast Utilities,  Exchange. Prior to January 2000, he served as 
  which operates New  President and Chief Executive Officer of Liberty 
  England’s largest energy  Financial Companies (a publicly traded diversified 
  delivery system.  asset management organization). Prior to June 1990, 
    he served as President and Chief Operating Officer 
    of the American Stock Exchange (AMEX). Prior to 
    serving as AMEX President, he held the position of 
    Chief Financial Officer, and headed its management 
    and marketing operations. Mr. Leibler graduated 
    with a B.A in Economics from Syracuse University. 

Robert E. Patterson (Born  Senior Partner of Cabot  Mr. Patterson is past Chairman and served as a 
1945), Trustee since 1984  Properties, L.P. and Co-  Trustee of the Joslin Diabetes Center. Prior to 
  Chairman of Cabot  December 2001, Mr. Patterson served as the 
  Properties, Inc. (a  President and as a Trustee of Cabot Industrial Trust 
  private equity firm  (a publicly-traded real estate investment trust). He 
  investing in commercial  has also served as a Trustee of the Sea Education 
  real estate  Association. Prior to 1998, he was Executive Vice 
    President and Director of Acquisitions of Cabot 
    Partners Limited Partnership (a registered 
    investment adviser involved in institutional real 
    estate investments). Prior to 1990, he served as 
    Executive Vice President of Cabot & Forbes Realty 
    Advisers, Inc. (the predecessor company of Cabot 
    Partners). Mr. Patterson practiced law and held 
    various positions in state government, and was the 
    founding Executive Director of the Massachusetts 

 

January 24, 2012  II-69 

 



Name, Address1 , Year of 
Birth, Position(s) Held with  Principal  
Fund and Length of Service  Occupation(s) During  
as a Putnam Fund Trustee2  Past 5 Years  Other Directorships Held by Trustee 

    Industrial Finance Agency. Mr. Patterson is a 
    graduate of Harvard College and Harvard Law 
    School. 

George Putnam, III (Born  Chairman of New  Director of The Boston Family Office, LLC (a 
1951), Trustee since 1984  Generation Research,  registered investment advisor), a Trustee of 
  Inc. (a publisher of  Epiphany School and a Trustee of the Marine 
  financial advisory and  Biological Laboratory. Until 2010, Mr. Putnam was 
  other research services)  a Trustee of St. Mark’s School. Until 2006, Mr. 
  and President of New  Putnam was a Trustee of Shore Country Day School. 
  Generation Advisors,  Until 2002, he was a Trustee of the Sea Education 
  LLC (a registered  Association. Mr. Putnam is a graduate of Harvard 
  investment adviser to  College, Harvard Business School and Harvard Law 
  private funds), which are  School. 
  firms he founded in   
  1986. Prior to June 2007,   
  Mr. Putnam was   
  President of the Putnam   
  Funds.   

W. Thomas Stephens (Born  Prior to 2009, Mr.  Director of TransCanadaPipelines Ltd (an energy 
1942), Trustee from 1997-  Stephens was Chairman  infrastructure company). Until 2010, Mr. Stephens 
2008, and since 2009  and Chief Executive  was a Director of Boise Inc. (a manufacturer of 
  Officer of Boise  paper and packaging products). Until 2004, Mr. 
  Cascade, LLC (a paper,  Stephens was a Director of Xcel Energy 
  forest product and  Incorporated (a public utility company), Qwest 
  timberland assets  Communications and Norske Canada, Inc. (a paper 
  company).  manufacturer). Until 2003, Mr. Stephens was a 
    Director of Mail-Well, Inc. (a diversified printing 
    company). Prior to July 2001, Mr. Stephens was 
    Chairman of Mail-Well. Mr. Stephens holds a B.S. 
    and M.S. degrees from the University of Arkansas. 

 
Interested Trustees     

*Robert L. Reynolds (Born  President and Chief  Director of several not-for-profit boards, including 
1952), Trustee since 2008  Executive Officer of  West Virginia University Foundation, the Concord 
  Putnam Investments.  Museum, Dana-Farber Cancer Institute, Lahey 
  Member of Putnam  Clinic, and the Initiative for a Competitive Inner 
  Investments’ Executive  City, in Boston. He is a member of the Chief 
  Board of Directors.  Executives Club of Boston, the National 
  Prior to joining Putnam  Innovation Initiative, and the Council on 
  Investments in 2008, Mr.  Competitiveness, and he is a former President of the 
  Reynolds was Vice  Commercial Club of Boston. Prior to 2008, he 
  Chairman and Chief  served as a Director of FMR Corporation, Fidelity 
  Operating Officer of  Investments Insurance Ltd., Fidelity Investments 
  Fidelity Investments  Canada Ltd., and Fidelity Management Trust 
  from 2000 to 2007.  Company and as a Trustee of the Fidelity Family of 
    Funds. Mr. Reynolds received a B.S. in 
    Administration & Finance from West Virginia 
    University. 

 

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1 The address of each Trustee is One Post Office Square, Boston, MA 02109. As of December 31, 2011, there were 108 Putnam Funds.

2 Each Trustee serves for an indefinite term, until his or her resignation, retirement at age 75, death or removal.

*Trustee who is an “interested person” (as defined in the Investment Company Act of 1940, as amended) of the fund, Putnam Management and/or Putnam Retail Management. Mr. Reynolds is deemed an “interested person” by virtue of his positions as an officer of the fund, Putnam Management and/or Putnam Retail Management. Mr. Reynolds is the President and Chief Executive Officer of Putnam Investments, LLC and President of your fund and each of the other Putnam funds.

Trustee Qualifications

Each of the fund’s Trustees, with the exception of Ms. Baumann, was most recently elected by shareholders of the fund during 2009, although most of the Trustees have served on the board for many years. Ms. Baumann was elected to the Board of Trustees by the Independent Trustees effective July 1, 2010. Dr. Kennan, who retired from the Board of Trustees of the Putnam funds on June 30, 2010, was re-appointed to the Board of Trustees by the Independent Trustees effective January 1, 2012. The Board Policy and Nominating Committee is responsible for recommending proposed nominees for election to the full Board of Trustees for its approval. As part of its deliberative process, the Committee considers the experience, qualifications, attributes and skills that it determines would benefit the Putnam funds at the time.

In recommending the election of the current board members as Trustees, the Committee generally considered the educational, business and professional experience of each Trustee in determining his or her qualifications to serve as a Trustee of the fund, including the Trustee's record of service as a director or trustee of public and private organizations. (This included, but was not limited to, consideration of the specific experience noted in the preceding table.) In the case of most members of the board, the Committee considered his or her previous service as a member of the Board of Trustees of the Putnam funds, which demonstrated a high level of diligence and commitment to the interests of fund shareholders and an ability to work effectively and collegially with other members of the board.

The Committee also considered, among other factors, the particular attributes described below with respect to the various individual Trustees and considered the attributes as indicative of the person’s ability to deal effectively with the types of financial, regulatory, and/or investment matters that typically arise in the course of a Trustee’s work:

Ravi Akhoury -- Mr. Akhoury's experience as chairman and chief executive officer of a major investment management organization.

Barbara M. Baumann -- Ms. Baumann’s experience in the energy industry as a consultant, an investor, and in both financial and operational management positions at a global energy company, and her service as a director of two NYSE companies.

Jameson A. Baxter -- Ms. Baxter's experience in corporate finance acquired in the course of her career at a major investment bank, her experience as a director and audit committee chair of two NYSE companies and her role as Chairman of the Mutual Fund Directors Forum.

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Charles B. Curtis -- Mr. Curtis' experience in public and regulatory policy matters relating to energy and finance acquired in the course of his service in various senior positions in government and on numerous boards of public and private organizations.

Robert J. Darretta -- Mr. Darretta's experience as the Chief Financial Officer and Vice Chairman of the Board of a major NYSE health products company.

John A. Hill -- Mr. Hill's experience as founder and chairman of a major open-end mutual fund and as a founder and lead managing partner of one of the largest private equity firms in the U.S.

Paul L. Joskow -- Dr. Joskow's education and experience as a professional economist familiar with financial economics and related issues and his service on multiple for-profit boards.

Elizabeth T. Kennan -- Dr. Kennan’s experience as a director of numerous public companies and her service for many years as President of Mount Holyoke College.

Kenneth R. Leibler -- Mr. Leibler's extensive experience in the financial services industry, including as CEO of a major asset management organization, and his service as a director of various public and private companies.

Robert E. Patterson -- Mr. Patterson’s training and experience as an attorney and his experience as president of a NYSE company.

George Putnam, III -- Mr. Putnam’s training and experience as an attorney, his experience as the founder and chief executive officer of an investment management firm and his experience as an author of various publications on the subject of investments.

W. Thomas Stephens -- Mr. Stephens' extensive business experience, including his service as Chief Executive Officer of four public companies, as non-executive chairman of two public companies and as a director of numerous other public companies.

Interested Trustee

Robert L. Reynolds -- Mr. Reynolds’ extensive experience as a senior executive of one of the largest mutual fund organizations in the U.S. and his current role as the Chief Executive Officer of Putnam Investments.

Officers

In addition to Robert L. Reynolds, the fund’s President, the other officers of the fund are shown below. All of the officers of your fund are employees of Putnam Management or its affiliates or are members of the Trustees’ independent administrative staff.

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Principal Occupation(s) During Past 5 Years and 
Name, Address1 , Year of Birth, Length of Service with Position(s) with Fund’s Investment Adviser and 
Position(s) Held with Fund the Putnam Funds2  Distributor3 

Jonathan S. Horwitz4 (Born 1955)  Since 2004  Executive Vice President, Principal Executive 
Executive Vice President, Principal    Officer, Treasurer and Compliance Liaison 
Executive Officer, Treasurer and     
Compliance Liaison     

Steven D. Krichmar (Born 1958)  Since 2002  Chief of Operations, Putnam Investments and 
Vice President and Principal    Putnam Management. 
Financial Officer     

Janet C. Smith (Born 1965)  Since 2007  Director of Fund Administration Services, Putnam 
Vice President, Assistant Treasurer    Investments and Putnam Management. 
and Principal Accounting Officer     


Robert R. Leveille (Born 1969)  Since 2007  Chief Compliance Officer, Putnam Investments, 
Vice President and Chief Compliance    Putnam Management and Putnam Retail 
Officer    Management 

 
Mark C. Trenchard (Born 1962)  Since 2002  Director of Operational Compliance, Putnam 
Vice President and BSA Compliance    Investments, Putnam Retail Management 
Officer     

Robert T. Burns (Born 1961)  Since 2011  General Counsel, Putnam Investments and Putnam 
Vice President and Chief Legal    Management. 
Officer     

James P. Pappas (Born 1953) Vice  Since 2004  Director of Trustee Relations, Putnam Investments 
President    and Putnam Management. 

Judith Cohen4 (Born 1945)  Since 1993  Vice President, Clerk and Assistant Treasurer, The 
Vice President, Clerk and Assistant    Putnam Funds. 
Treasurer     

Michael Higgins4 (Born 1976)  Since 2010  Manager of Finance, Dunkin’ Brands (2008-2010); 
Vice President, Senior Associate    Senior Financial Analyst, Old Mutual Asset 
Treasurer and Assistant Clerk    Management (2007-2008); Senior Financial Analyst, 
    Putnam Investments (1999-2007). 

Nancy E. Florek4 (Born 1957)  Since 2000  Vice President, Assistant Clerk, Assistant Treasurer 
Vice President, Assistant Clerk,    and Proxy Manager, The Putnam Funds. 
Assistant Treasurer and Proxy     
Manager     

Susan G. Malloy (Born 1957)  Since 2007  Director of Accounting and Control Services, 
Vice President and Assistant    Putnam Management. 
Treasurer     



1
The address of each Officer is One Post Office Square, Boston, MA 02109.

2Each officer serves for an indefinite term, until his or her resignation, retirement, death or removal.

3Prior positions and/or officer appointments with the fund or the fund’s investment adviser and distributor have been omitted.

4Officers of the fund indicated are members of the Trustees’ independent administrative staff. Compensation for these individuals is fixed by the Trustees and reimbursed to Putnam Management by the funds.

Except as stated above, the principal occupations of the officers and Trustees for the last five years have been with the employers as shown above, although in some cases they have held different positions with such employers.

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Leadership Structure and Standing Committees of the Board of Trustees

For details regarding the number of times the standing committees of the Board of Trustees met during a fund's last fiscal year, see "Trustee responsibilities and fees" in Part I of this SAI.

Board Leadership Structure. Currently, 12 of the 13 Trustees of your fund are Independent Trustees, meaning that they are not considered "interested persons" of your fund or its investment manager. These Independent Trustees must vote separately to approve all financial arrangements and other agreements with your fund’s investment manager and other affiliated parties. The role of the Independent Trustees has been characterized as that of a “watchdog” charged with oversight to protect shareholders’ interests against overreaching and abuse by those who are in a position to control or influence a fund. Your fund’s Independent Trustees meet regularly as a group in executive session. An Independent Trustee currently serves as chair of the Board.

Taking into account the number, the diversity and the complexity of the funds overseen by the Board and the aggregate amount of assets under management, your fund’s Trustees have determined that the efficient conduct of the Board's affairs makes it desirable to delegate responsibility for certain specific matters to committees of the Board. Certain committees (the Executive Committee, Distributions Committee, and Audit and Compliance Committee) are authorized to act for the Trustees as specified in their charters. The other committees review and evaluate matters specified in their charters and make recommendations to the Trustees as they deem appropriate. Each committee may utilize the resources of your fund’s independent staff, counsel and auditors as well as other experts. The committees meet as often as necessary, either in conjunction with regular meetings of the Trustees or otherwise. The membership and chair of each committee are appointed by the Trustees upon recommendation of the Board Policy and Nominating Committee. Each Committee is chaired by an Independent Trustee and, except as noted below, the membership and chairs of each committee consist exclusively of Independent Trustees. Dr. Kennan is not listed below as a member of any committees as she was recently re-appointed to the Board of Trustees and has not yet officially taken on her committee assignments as of the date of this SAI.

The Trustees have determined that this committee structure also allows the Board to focus more effectively on the oversight of risk as part of its broader oversight of the fund's affairs. While risk management is the primary responsibility of the fund's investment manager, the Trustees regularly receive reports regarding investment risks and compliance risks. The Board's committee structure allows separate committees to focus on different aspects of these risks and their potential impact on some or all of the funds and to discuss with the fund's investment manager how it monitors and controls such risks.

Audit and Compliance Committee. The Audit and Compliance Committee provides oversight on matters relating to the preparation of the funds’ financial statements, compliance matters, internal audit functions, and Codes of Ethics issues. This oversight is discharged by regularly meeting with management and the funds’ independent auditors and keeping current on industry developments. Duties of this Committee also include the review and evaluation of all matters and relationships pertaining to the funds’ independent auditors, including their independence. The members of the Committee include only Trustees who are not “interested persons” of the funds or Putnam Management. Each member of the Committee also is “independent,” as that term is interpreted for purposes of Rule 10A-3(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the listing standards of the New York Stock Exchange. The Board of Trustees has adopted a written charter for the Committee, a current copy of which is available at Putnam.com/individual. The Committee currently consists of Messrs. Leibler (Chairperson), Curtis, Darretta and Hill, and Ms. Baumann.

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Board Policy and Nominating Committee. The Board Policy and Nominating Committee reviews matters pertaining to the operations of the Board of Trustees and its Committees, the compensation of the Trustees and their staff, and the conduct of legal affairs for the funds. The Committee evaluates and recommends all candidates for election as Trustees and recommends the appointment of members and chairs of each board committee. The Committee will consider nominees for Trustee recommended by shareholders of a fund provided that such recommendations are submitted by the date disclosed in the fund’s proxy statement and otherwise comply with applicable securities laws, including Rule 14a-8 under the Exchange Act. The Committee also reviews policy matters affecting the operation of the Board and its independent staff. In addition, the Committee oversees the voting of proxies associated with portfolio investments of the funds with the goal of ensuring that these proxies are voted in the best interest of the funds’ shareholders. The Committee reports to the Trustees and makes recommendations to the Trustees regarding these matters. The Committee generally believes that the Board benefits from diversity of background, experience and views among its members, and considers this as a factor in evaluating the composition of the Board, but has not adopted any specific policy in this regard. The Committee is composed entirely of Trustees who are not “interested persons” of the funds or Putnam Management and currently consists of Messrs. Hill (Chairperson), Curtis, Patterson and Putnam, and Ms. Baxter.

Brokerage Committee. The Brokerage Committee reviews the funds' policies regarding the execution of portfolio trades and Putnam Management's practices and procedures relating to the implementation of those policies. The Committee reviews periodic reports on the cost and quality of execution of portfolio transactions and the extent to which brokerage commissions have been used (i) by Putnam Management to obtain brokerage and research services generally useful to it in managing the portfolios of the funds and of its other clients, and (ii) by the funds to pay for certain fund expenses. The Committee reports to the Trustees and makes recommendations to the Trustees regarding these matters. The Committee currently consists of Dr. Joskow (Chairperson), Ms. Baxter, and Messrs. Akhoury, Patterson, Putnam and Stephens.

Contract Committee. The Contract Committee reviews and evaluates at least annually all arrangements pertaining to (i) the engagement of Putnam Management and its affiliates to provide services to the funds, (ii) the expenditure of the funds' assets for distribution purposes pursuant to Distribution Plans of the funds, and (iii) the engagement of other persons to provide material services to the funds, including in particular those instances where the cost of services is shared between the funds and Putnam Management and its affiliates or where Putnam Management or its affiliates have a material interest. The Committee also reviews the proposed organization of new fund products, proposed structural changes to existing funds and matters relating to closed-end funds. The Committee reports and makes recommendations to the Trustees regarding these matters. The Committee currently consists of Mr. Patterson (Chairperson), Ms. Baxter, Dr. Joskow, and Messrs. Akhoury, Putnam and Stephens.

Distributions Committee. The Distributions Committee oversees all dividends and distributions by the funds. The Committee makes recommendations to the Trustees of the funds regarding the amount and timing of distributions paid by the funds, and determines such matters when the Trustees are not in session. The Committee also oversees the policies and procedures pursuant to which Putnam Management prepares recommendations for distributions, and meets regularly with representatives of Putnam Management to review the implementation of these policies and procedures. The Committee reports to the Trustees and makes recommendations to the Trustees regarding these matters. The Committee currently consists of Ms. Baumann (Chairperson), and Messrs. Curtis, Darretta, Hill and Leibler.

Executive Committee. The functions of the Executive Committee are twofold. The first is to ensure that the funds’ business may be conducted at times when it is not feasible to convene a meeting of the Trustees or for the Trustees to act by written consent. The Committee may exercise any or all of the power and authority of the Trustees when the Trustees are not in session. The second is to establish annual and ongoing goals, objectives and priorities for the Board of Trustees and to ensure coordination of all efforts between the Trustees and Putnam Management on behalf of the shareholders of the funds. The Committee currently consists of Ms. Baxter (Chairperson), and Messrs. Hill, Patterson and Putnam.

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Investment Oversight Committees. The Investment Oversight Committees regularly meet with investment personnel of Putnam Management to review the investment performance and strategies of the funds in light of their stated investment objectives and policies. The Committees seek to identify any compliance issues that are unique to the applicable categories of funds and work with the appropriate Board committees to ensure that any such issues are properly addressed. Investment Oversight Committee A currently consists of Messrs. Akhoury (Chairperson), Darretta, Hill, Patterson and Reynolds, and Ms. Baxter. Investment Oversight Committee B currently consists of Messrs. Putnam (Chairperson), Curtis, Leibler and Stephens, Dr. Joskow, and Ms. Baumann.

Pricing Committee. The Pricing Committee oversees the valuation of assets of the Putnam funds and reviews the funds’ policies and procedures for achieving accurate and timely pricing of fund shares. The Committee also oversees implementation of these policies, including fair value determinations of individual securities made by Putnam Management or other designated agents of the funds. The Committee also oversees compliance by money market funds with Rule 2a-7 of the 1940 Act and the correction of occasional pricing errors. The Committee also reviews matters related to the liquidity of portfolio holdings. The Committee reports to the Trustees and makes recommendations to the Trustees regarding these matters. The Committee currently consists of Messrs. Darretta (Chairperson), Curtis, Hill and Leibler, and Ms. Baumann.

Indemnification of Trustees

The Agreement and Declaration of Trust of the fund provides that the fund will indemnify its Trustees and officers against liabilities and expenses incurred in connection with litigation in which they may be involved because of their offices with the fund, except if it is determined in the manner specified in the Agreement and Declaration of Trust that they have not acted in good faith in the reasonable belief that their actions were in the best interests of the fund or that such indemnification would relieve any officer or Trustee of any liability to the fund or its shareholders by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of his or her duties. The fund, at its expense, provides liability insurance for the benefit of its Trustees and officers.

For details of Trustees’ fees paid by the fund and information concerning retirement guidelines for the Trustees, see “Charges and expenses” in Part I of this SAI.

Putnam Management and its affiliates

Putnam Management is one of America’s oldest and largest money management firms. Putnam Management’s staff of experienced portfolio managers and research analysts selects securities and constantly supervises the fund’s portfolio. By pooling an investor’s money with that of other investors, a greater variety of securities can be purchased than would be the case individually; the resulting diversification helps reduce investment risk. Putnam Management has been managing mutual funds since 1937.

Putnam Management is a subsidiary of Putnam Investments, of which a majority is owned through a series of subsidiaries by Great-West Lifeco Inc., which is a financial services holding company with operations in Canada, the United States and Europe and is a member of the Power Financial Corporation group of companies. Power Financial Corporation, a global company with interests in the financial services industry, is a subsidiary of Power Corporation of Canada, a financial, industrial, and communications holding company, of which the Honorable Paul Desmarais, Sr., through a group of private holding companies which he controls, has voting control.

Trustees and officers of the fund who are also officers of Putnam Management or its affiliates or who are stockholders of Putnam Investments or its parent companies will benefit from the advisory fees, sales commissions, distribution fees and transfer agency fees paid or allowed by the fund.

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The Management Contract

Under a Management Contract between the fund and Putnam Management, subject to such policies as the Trustees may determine, Putnam Management, at its expense, furnishes continuously an investment program for the fund and makes investment decisions on behalf of the fund. Subject to the control of the Trustees, Putnam Management also manages, supervises and conducts the other affairs and business of the fund, furnishes office space and equipment, provides bookkeeping and clerical services (including determination of the fund’s net asset value, but excluding shareholder accounting services) and places all orders for the purchase and sale of the fund’s portfolio securities. Putnam Management may place fund portfolio transactions with broker-dealers that furnish Putnam Management, without cost to it, certain research, statistical and quotation services of value to Putnam Management and its affiliates in advising the fund and other clients. In so doing, Putnam Management may cause the fund to pay greater brokerage commissions than it might otherwise pay.

For details of Putnam Management’s compensation under the Management Contract, see “Charges and expenses” in Part I of this SAI. Putnam Management’s compensation under the Management Contract may be reduced in any year if the fund’s expenses exceed the limits on investment company expenses imposed by any statute or regulatory authority of any jurisdiction in which shares of the fund are qualified for offer or sale. The term “expenses” is defined in the statutes or regulations of such jurisdictions, and generally excludes brokerage commissions, taxes, interest, extraordinary expenses and, if the fund has a distribution plan, payments made under such plan.

Fund-specific expense limitation. Under the Management Contract, Putnam Management may reduce its compensation to the extent that the fund’s expenses exceed such lower expense limitation as Putnam Management may, by notice to the fund, declare to be effective. For the purpose of determining any such limitation on Putnam Management’s compensation, expenses of the fund shall not reflect the application of commissions or cash management credits that may reduce designated fund expenses. The terms of any such expense limitation specific to a particular fund are described in the prospectus and/or Part I of this SAI.

General expense limitation. Through at least June 30, 2012, Putnam Management will reimburse expenses or waive fees of the fund to the extent necessary to limit the cumulative expenses of the fund, exclusive of brokerage, interest, taxes, investment-related expenses, extraordinary expenses, underlying fund fees and expenses and payments under the fund’s investor servicing contract, investment management contract and distribution plans, on a fiscal year-to-date basis, to an annual rate of 0.20% of the fund’s average net assets over such fiscal year-to-date period.

In addition to the fee paid to Putnam Management, the fund reimburses Putnam Management for the compensation and related expenses of certain officers of the fund and their assistants who provide certain administrative services for the fund and the other Putnam funds, each of which bears an allocated share of the foregoing costs. The aggregate amount of all such payments and reimbursements is determined annually by the Trustees.

The amount of this reimbursement for the fund’s most recent fiscal year is included in “Charges and expenses” in Part I of this SAI. Putnam Management pays all other salaries of officers of the fund. The fund pays all expenses not assumed by Putnam Management including, without limitation, auditing, legal, custodial, investor servicing and shareholder reporting expenses. The fund pays the cost of typesetting for its prospectuses and the cost of printing and mailing any prospectuses sent to its shareholders. Putnam Retail Management pays the cost of printing and distributing all other prospectuses.

The Management Contract provides that Putnam Management shall not be subject to any liability to the fund or to any shareholder of the fund for any act or omission in the course of or connected with rendering services to the fund in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of its duties on the part of Putnam Management.

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The Management Contract may be terminated without penalty by vote of the Trustees or the shareholders of the fund, or by Putnam Management, on 30 days’ written notice. It may be amended only by a vote of the shareholders of the fund. The Management Contract also terminates without payment of any penalty in the event of its assignment. The Management Contract provides that it will continue in effect only so long as such continuance is approved at least annually by vote of either the Trustees or the shareholders, and, in either case, by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. In each of the foregoing cases, the vote of the shareholders is the affirmative vote of a “majority of the outstanding voting securities” as defined in the 1940 Act.

Putnam Management has entered into a Master Sub-Accounting Services Agreement with State Street Bank and Trust Company ("State Street"), under which Putnam Management has delegated to State Street responsibility for providing certain administrative, pricing, and bookkeeping services for the fund. Putnam Management pays State Street a fee, monthly, based on a combination of fixed annual charges and charges based on the fund's assets and the number and types of securities held by the fund, and reimburses State Street for certain out-of-pocket expenses.

The Sub-Manager

If so disclosed in the fund’s prospectus, PIL, an affiliate of Putnam Management, has been retained as the sub-manager for a portion of the assets of the fund, as determined by Putnam Management from time to time, pursuant to a sub-management agreement between Putnam Management and PIL. Under the terms of the sub-management contract, PIL, at its own expense, furnishes continuously an investment program for that portion of each such fund that is allocated to PIL from time to time by Putnam Management and makes investment decisions on behalf of such portion of the fund, subject to the supervision of Putnam Management. Putnam Management may also, at its discretion, request PIL to provide assistance with purchasing and selling securities for the fund, including placement of orders with certain broker-dealers. PIL, at its expense, furnishes all necessary investment and management facilities, including salaries of personnel, required for it to execute its duties.

The sub-management contract provides that PIL shall not be subject to any liability to Putnam Management, the fund or any shareholder of the fund for any act or omission in the course of or connected with rendering services to the fund in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of its obligations and duties on the part of PIL.

The sub-management contract may be terminated with respect to a fund without penalty by vote of the Trustees or the shareholders of the fund, or by PIL or Putnam Management, on 30 days’ written notice. The sub-management contract also terminates without payment of any penalty in the event of its assignment. Subject to applicable law, it may be amended by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. The sub-management contract provides that it will continue in effect only so long as such continuance is approved at least annually by vote of either the Trustees or the shareholders, and, in either case, by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. In each of the foregoing cases, the vote of the shareholders is the affirmative vote of a “majority of the outstanding voting securities” as defined in the 1940 Act.

The Sub-Adviser

If so disclosed in the fund’s prospectus, The Putnam Advisory Company, LLC (“PAC”), an affiliate of Putnam Management, has been retained as a sub-adviser for a portion of the assets of the fund, as determined from time to time by Putnam Management or, with respect to portions of a fund’s assets for which PIL acts as sub-manager as described above, PIL pursuant to a sub-advisory agreement among Putnam Management, PIL and PAC. Under certain terms of the sub-advisory contract, PAC, at its own expense, furnishes continuously an

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investment program for that portion of each such fund that is allocated to PAC from time to time by Putnam Management or PIL, as applicable and makes investment decisions on behalf of such portion of the fund, subject to the supervision of Putnam Management or PIL, as the case may be. Putnam Management or PIL, as the case may be, may also, at its discretion, request PAC to provide assistance with purchasing and selling securities for the fund, including placement of orders with certain broker-dealers.

PAC, at its expense, furnishes all necessary investment and management facilities, including salaries of personnel, required for it to execute its duties. The sub-advisory contract provides that PAC shall not be subject to any liability to Putnam Management, PIL, the fund or any shareholder of the fund for any act or omission in the course of or connected with rendering services to the fund in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of its obligations and duties on the part of PAC.

The sub-advisory contract may be terminated with respect to a fund without penalty by vote of the Trustees or the shareholders of the fund, or by PAC, PIL or Putnam Management, on 30 days’ written notice. The sub-advisory contract also terminates without payment of any penalty in the event of its assignment. Subject to applicable law, it may be amended by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. The sub-advisory contract provides that it will continue in effect only so long as such continuance is approved at least annually by vote of either the Trustees or the shareholders, and, in either case, by a majority of the Trustees who are not “interested persons” of Putnam Management or the fund. In each of the foregoing cases, the vote of the shareholders is the affirmative vote of a “majority of the outstanding voting securities” as defined in the 1940 Act.

Portfolio Transactions

Potential conflicts of interest in managing multiple accounts. Like other investment professionals with multiple clients, the fund’s Portfolio Manager(s) may face certain potential conflicts of interest in connection with managing both the fund and the other accounts listed under “PORTFOLIO MANAGERS” “Other accounts managed” at the same time. The paragraphs below describe some of these potential conflicts, which Putnam Management believes are faced by investment professionals at most major financial firms. As described below, Putnam Management and the Trustees of the Putnam funds have adopted compliance policies and procedures that attempt to address certain of these potential conflicts.

The management of accounts with different advisory fee rates and/or fee structures, including accounts that pay advisory fees based on account performance (“performance fee accounts”), may raise potential conflicts of interest by creating an incentive to favor higher-fee accounts. These potential conflicts may include, among others:

• The most attractive investments could be allocated to higher-fee accounts or performance fee accounts.

• The trading of higher-fee accounts could be favored as to timing and/or execution price. For example, higher-fee accounts could be permitted to sell securities earlier than other accounts when a prompt sale is desirable or to buy securities at an earlier and more opportune time.

• The trading of other accounts could be used to benefit higher-fee accounts (front- running).

• The investment management team could focus their time and efforts primarily on higher-fee accounts due to a personal stake in compensation.

Putnam Management attempts to address these potential conflicts of interest relating to higher-fee accounts through various compliance policies that are generally intended to place all accounts, regardless of fee structure, on the same footing for investment management purposes. For example, under Putnam Management’s policies:

• Performance fee accounts must be included in all standard trading and allocation procedures with all other accounts.

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• All accounts must be allocated to a specific category of account and trade in parallel with allocations of similar accounts based on the procedures generally applicable to all accounts in those groups (e.g., based on relative risk budgets of accounts).

• All trading must be effected through Putnam’s trading desks and normal queues and procedures must be followed (i.e., no special treatment is permitted for performance fee accounts or higher-fee accounts based on account fee structure).

• Front running is strictly prohibited.

• The fund’s Portfolio Manager(s) may not be guaranteed or specifically allocated any portion of a performance fee.

As part of these policies, Putnam Management has also implemented trade oversight and review procedures in order to monitor whether particular accounts (including higher-fee accounts or performance fee accounts) are being favored over time.

Potential conflicts of interest may also arise when the Portfolio Manager(s) have personal investments in other accounts that may create an incentive to favor those accounts. As a general matter and subject to limited exceptions, Putnam Management’s investment professionals do not have the opportunity to invest in client accounts, other than the Putnam funds. However, in the ordinary course of business, Putnam Management or related persons may from time to time establish “pilot” or “incubator” funds for the purpose of testing proposed investment strategies and products prior to offering them to clients. These pilot accounts may be in the form of registered investment companies, private funds such as partnerships or separate accounts established by Putnam Management or an affiliate. Putnam Management or an affiliate supplies the funding for these accounts. Putnam employees, including the fund’s Portfolio Manager(s), may also invest in certain pilot accounts. Putnam Management, and to the extent applicable, the Portfolio Manager(s) will benefit from the favorable investment performance of those funds and accounts. Pilot funds and accounts may, and frequently do, invest in the same securities as the client accounts. Putnam Management’s policy is to treat pilot accounts in the same manner as client accounts for purposes of trading allocation – neither favoring nor disfavoring them except as is legally required. For example, pilot accounts are normally included in Putnam Management’s daily block trades to the same extent as client accounts (except that pilot accounts do not participate in initial public offerings).

A potential conflict of interest may arise when the fund and other accounts purchase or sell the same securities. On occasions when the Portfolio Manager(s) consider the purchase or sale of a security to be in the best interests of the fund as well as other accounts, Putnam Management’s trading desk may, to the extent permitted by applicable laws and regulations, aggregate the securities to be sold or purchased in order to obtain the best execution and lower brokerage commissions, if any. Aggregation of trades may create the potential for unfairness to the fund or another account if one account is favored over another in allocating the securities purchased or sold – for example, by allocating a disproportionate amount of a security that is likely to increase in value to a favored account. Putnam Management’s trade allocation policies generally provide that each day’s transactions in securities that are purchased or sold by multiple accounts are, insofar as possible, averaged as to price and allocated between such accounts (including the fund) in a manner which in Putnam Management’s opinion is equitable to each account and in accordance with the amount being purchased or sold by each account. Certain exceptions exist for specialty, regional or sector accounts. Trade allocations are reviewed on a periodic basis as part of Putnam Management’s trade oversight procedures in an attempt to ensure fairness over time across accounts.

“Cross trades,” in which one Putnam account sells a particular security to another account (potentially saving transaction costs for both accounts), may also pose a potential conflict of interest. Cross trades may be seen to involve a potential conflict of interest if, for example, one account is permitted to sell a security to another account at a higher price than an independent third party would pay, or if such trades result in more attractive investments being allocated to higher-fee accounts. Putnam Management and the fund’s Trustees have adopted compliance procedures that provide that any transactions between the fund and another Putnam-advised account are to be made at an independent current market price, as required by law.

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Another potential conflict of interest may arise based on the different investment objectives and strategies of the fund and other accounts. For example, another account may have a shorter-term investment horizon or different investment objectives, policies or restrictions than the fund. Depending on another account’s objectives or other factors, the Portfolio Manager(s) may give advice and make decisions that may differ from advice given, or the timing or nature of decisions made, with respect to the fund. In addition, investment decisions are the product of many factors in addition to basic suitability for the particular account involved. Thus, a particular security may be bought or sold for certain accounts even though it could have been bought or sold for other accounts at the same time. More rarely, a particular security may be bought for one or more accounts managed by the Portfolio Manager(s) when one or more other accounts are selling the security (including short sales). There may be circumstances when purchases or sales of portfolio securities for one or more accounts may have an adverse effect on other accounts. As noted above, Putnam Management has implemented trade oversight and review procedures to monitor whether any account is systematically favored over time.

The fund’s Portfolio Manager(s) may also face other potential conflicts of interest in managing the fund, and the description above is not a complete description of every conflict that could be deemed to exist in managing both the fund and other accounts. For information on restrictions imposed on personal securities transactions of the fund’s Portfolio Manager(s), please see “- Personal Investments by Employees of Putnam Management and Putnam Retail Management and Officers and Trustees of the Fund.”

For information about other funds and accounts managed by the fund’s Portfolio Manager(s), please refer to “Who oversees and manages the fund(s)?” in the prospectus and “PORTFOLIO MANAGERS” “Other accounts managed” in Part I of the SAI.

Brokerage and research services.

Transactions on stock exchanges, commodities markets and futures markets and other agency transactions involve the payment by the fund of negotiated brokerage commissions. Such commissions may vary among different brokers. A particular broker may charge different commissions according to such factors as execution venue and exchange. Although the fund does not typically pay commissions for principal transactions in the over-the-counter markets, such as the markets for most fixed income securities and certain derivatives, an undisclosed amount of profit or “mark-up” is included in the price the fund pays. In underwritten offerings, the price paid by the fund includes a disclosed, fixed commission or discount retained by the underwriter or dealer. See "Charges and expenses" in Part I of this SAI for information concerning commissions paid by the fund.

It has for many years been a common practice in the investment advisory business for broker-dealers that execute portfolio transactions for the clients of advisers of investment companies and other institutional investors to provide those advisers with brokerage and research services, as defined in Section 28(e) of the Exchange Act. Consistent with this practice, Putnam Management receives brokerage and research services from broker-dealers with which Putnam Management places the fund's portfolio transactions. The services that broker-dealers may provide to Putnam Management’s managers and analysts include, among others, brokerage and trading systems, economic analysis, investment research, industry and company reviews, statistical information, market data, evaluations of investments, recommendations as to the purchase and sale of investments and performance measurement services. Some of these services are of value to Putnam Management and its affiliates in advising various of their clients (including the fund), although not all of these services are necessarily useful and of value in managing the fund. Research services provided by broker-dealers are supplemental to Putnam Management’s own research efforts and relieve Putnam Management of expenses it might otherwise have borne in generating such research. The management fee paid by the fund is not reduced because Putnam Management and its affiliates receive brokerage and research services even though Putnam Management might otherwise be required to purchase some of these services for cash. Putnam

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Management may also use portfolio transactions to generate “soft dollar” credits to pay for “mixed-use” services (i.e., products or services that may be used both for investment- and non-investment-related purposes), but in such instances Putnam Management uses its own resources to pay for that portion of the mixed-use product or service that in its good-faith judgment does not relate to investment or brokerage purposes. Putnam Management may also allocate trades to generate soft dollar credits for third-party investment research reports and related fundamental research.

Putnam Management places all orders for the purchase and sale of portfolio investments for the funds, and buys and sells investments for the funds, through a substantial number of brokers and dealers. In selecting broker-dealers to execute the funds’ portfolio transactions, Putnam Management uses its best efforts to obtain for each fund the most favorable price and execution reasonably available under the circumstances, except to the extent it may be permitted to pay higher brokerage commissions as described below. In seeking the most favorable price and execution and in considering the overall reasonableness of the brokerage commissions paid, Putnam Management, having in mind the fund's best interests, considers all factors it deems relevant, including, in no particular order of importance, and by way of illustration, price, the size and type of the transaction, the nature of the market for the security or other investment, the amount of the commission, the timing of the transaction taking into account market prices and trends, the reputation, experience and financial stability of the broker-dealer involved and the quality of service rendered by the broker-dealer in other transactions.

Putnam Management may cause the fund to pay a broker-dealer that provides "brokerage and research services" (as defined in the Exchange Act and as described above) to Putnam Management an amount of disclosed commission for effecting securities transactions on stock exchanges and other transactions for the fund on an agency basis in excess of the commission another broker-dealer would have charged for effecting that transaction. Putnam Management may also instruct an executing broker to “step out” a portion of the trades placed with a broker to other brokers that provide brokerage and research services to Putnam Management. Putnam Management's authority to cause the fund to pay any such greater commissions or to instruct a broker to “step out” a portion of a trade is subject to the requirements of applicable law and such policies as the Trustees may adopt from time to time. It is the position of the staff of the Securities and Exchange Commission that Section 28(e) of the Exchange Act does not apply to the payment of such greater commissions in "principal" transactions. Accordingly, Putnam Management will use its best effort to obtain the most favorable price and execution available with respect to such transactions, as described above. The Trustees of the funds have directed Putnam, subject to seeking most favorable pricing and execution, to use its best efforts to allocate a portion of overall fund trades to trading programs which generate commission credits to pay fund expenses such as shareholder servicing and custody charges. The extent of any commission credits generated for this purpose may vary significantly from time to time and from fund to fund depending on, among other things, the nature of each fund's trading activities and market conditions. The Management Contract provides that commissions, fees, brokerage or similar payments received by Putnam Management or an affiliate in connection with the purchase and sale of portfolio investments of the fund, less any direct expenses approved by the Trustees, shall be recaptured by the fund through a reduction of the fee payable by the fund under the Management Contract. Putnam Management seeks to recapture for the fund soliciting dealer fees on the tender of the fund's portfolio securities in tender or exchange offers. Any such fees which may be recaptured are likely to be minor in amount.

Principal Underwriter

Putnam Retail Management, located at One Post Office Square, Boston, MA 02109, is the principal underwriter of shares of the fund and the other continuously offered Putnam funds. Putnam Retail Management is not obligated to sell any specific amount of shares of the fund and will purchase shares for resale only against orders for shares. See “Charges and expenses” in Part I of this SAI for information on sales charges and other payments received by Putnam Retail Management.

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Personal Investments by Employees of Putnam Management and Putnam Retail Management and Officers and Trustees of the Fund

Employees of Putnam Management, PIL, PAC and Putnam Retail Management and officers and Trustees of the fund are subject to significant restrictions on engaging in personal securities transactions. These restrictions are set forth in the Codes of Ethics adopted by Putnam Management, PIL, PAC and Putnam Retail Management (the “Putnam Investments Code of Ethics”) and by the fund (the “Putnam Funds Code of Ethics”). The Putnam Investments Code of Ethics and the Putnam Funds Code of Ethics, in accordance with Rule 17j-1 of the 1940 Act, contain provisions and requirements designed to identify and address certain conflicts of interest between personal investment activities and the interests of the fund.

The Putnam Investments Code of Ethics does not prohibit personnel from investing in securities that may be purchased or held by the fund. However, the Putnam Investments Code of Ethics, consistent with standards recommended by the Investment Company Institute’s Advisory Group on Personal Investing and requirements established by Rule 17j-1 and rules adopted under the Investment Advisers Act of 1940, among other things, prohibits personal securities investments without pre-clearance, imposes time periods during which personal transactions may not be made in certain securities by employees with access to investment information, and requires the timely submission of broker confirmations and quarterly reporting of personal securities transactions. Additional restrictions apply to portfolio managers, traders, research analysts and others involved in the investment advisory process.

The Putnam Funds Code of Ethics incorporates and applies the restrictions of the Putnam Investments Code of Ethics to officers and Trustees of the fund who are affiliated with Putnam Investments. The Putnam Funds Code of Ethics does not prohibit unaffiliated officers and Trustees from investing in securities that may be held by the fund; however, the Putnam Funds Code of Ethics regulates the personal securities transactions of unaffiliated Trustees of the fund, including limiting the time periods during which they may personally buy and sell certain securities and requiring them to submit reports of personal securities transactions under certain circumstances.

The fund’s Trustees, in compliance with Rule 17j-1, approved the Putnam Investments and the Putnam Funds Codes of Ethics and are required to approve any material changes to these Codes. The Trustees also provide continued oversight of personal investment policies and annually evaluate the implementation and effectiveness of the Codes of Ethics.

Investor Servicing Agent

Putnam Investor Services, Inc., located at One Post Office Square, Boston, MA 02109, is the fund’s investor servicing agent (transfer, plan and dividend disbursing agent), for which it receives fees that are paid monthly by the fund as an expense of all its shareholders. The fee paid to Putnam Investor Services, subject to certain limitations, is based on a fund’s retail asset level, the number of shareholder accounts in the fund and the level of defined contribution plan assets in the fund. Through at least June 30, 2012, investor servicing fees for the fund will not exceed an annual rate of 0.375% of the fund’s average assets.

Financial intermediaries (including brokers, dealers, banks, bank trust departments, registered investment advisers, financial planners, and retirement plan administrators) may own shares of the fund for the benefit of their customers in an omnibus account (including retirement plans). In these circumstances, the financial intermediaries or other third parties, rather than Putnam Investor Services, may provide some or all of the sub-accounting and similar record keeping services for their customers’ accounts. In recognition of these services, Putnam Investor Services may make payments to these financial intermediaries or other third parties. Payments may be based on the number of shareholders in an omnibus account or the assets held in an account. Putnam Investor Services also makes payments to financial intermediaries that charge networking fees for certain services provided in connection with the maintenance of shareholder accounts.

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Putnam Investor Services will pay its affiliate, FASCore, LLC up to 0.24% on the average value of the assets in Putnam-administered plans invested in the funds on an annual basis in consideration of sub-accounting, recordkeeping, retirement plan administration and other services being provided to participants in Putnam-administered retirement plans with respect to their investments in the funds. In addition to these payments, affiliates of Putnam Investor Services may make payments to FASCore, LLC and its affiliates of the types, and up to the amounts, described below under the headings “Distribution Plans" — “Additional Dealer Payments.”

Custodian

State Street Bank and Trust Company, located at 2 Avenue de Lafayette, Boston, Massachusetts 02111, is the fund’s custodian. State Street is responsible for safeguarding and controlling the fund’s cash and securities, handling the receipt and delivery of securities, collecting interest and dividends on the fund’s investments, serving as the fund’s foreign custody manager, providing reports on foreign securities depositaries, making payments covering the expenses of the fund and performing other administrative duties. State Street does not determine the investment policies of the fund or decide which securities the fund will buy or sell. State Street has a lien on the fund’s assets to secure charges and advances made by it. The fund may from time to time enter into brokerage arrangements that reduce or recapture fund expenses, including custody expenses. The fund also has an offset arrangement that may reduce the fund’s custody fee based on the amount of cash maintained by its custodian.

Counsel to the Fund and the Independent Trustees

Ropes & Gray LLP serves as counsel to the fund and the independent Trustees, and is located at Prudential Tower 800 Boylston Street, Boston Massachusetts 02199.

DETERMINATION OF NET ASSET VALUE

The fund determines the net asset value per share of each class of shares once each day the Exchange is open. Currently, the Exchange is closed Saturdays, Sundays and the following holidays: New Year’s Day, Rev. Dr. Martin Luther King, Jr. Day, Presidents’ Day, Good Friday, Memorial Day, the Fourth of July, Labor Day, Thanksgiving Day and Christmas Day. The fund determines net asset value as of the close of regular trading on the Exchange, normally 4:00 p.m. Eastern time. The net asset value per share of each class equals the total value of its assets, less its liabilities, divided by the number of its outstanding shares.

Assets of money market funds are valued at amortized cost pursuant to Rule 2a-7 of the 1940 Act. For other funds, securities and other assets (“Securities”) for which market quotations are readily available are valued at prices which, in the opinion of Putnam Management, most nearly represent the market values of such Securities. Currently, prices for these Securities are determined using the last reported sale price (or official closing price for Securities listed on certain markets) or, if no sales are reported (as in the case of some Securities traded over-the-counter), the last reported bid price, except that certain Securities are valued at the mean between the last reported bid and ask prices. Short-term investments having remaining maturities of 60 days or less are valued at amortized cost, which approximates market value. All other Securities are valued by Putnam Management or other parties at their fair value following procedures approved by the Trustees.

Reliable market quotations are not considered to be readily available for, among other Securities, long-term corporate bonds and notes, certain preferred stocks, tax-exempt securities, and certain foreign securities. These investments are valued at fair value, generally on the basis of valuations furnished by approved pricing services, which determine valuations for normal, institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships between securities that are generally recognized by institutional traders. Other Securities, such as various types of options, are valued at fair value on the basis of valuations furnished by broker-dealers or other market intermediaries.

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Putnam Management values all other Securities at fair value using its internal resources. The valuation procedures applied in any specific instance are likely to vary from case to case. However, consideration is generally given to the financial position of the issuer and other fundamental analytical data relating to the investment and to the nature of the restrictions on disposition of the Securities (including any registration expenses that might be borne by the fund in connection with such disposition). In addition, specific factors are also generally considered, such as the cost of the investment, the market value of any unrestricted Securities of the same class, the size of the holding, the prices of any recent transactions or offers with respect to such Securities and any available analysts’ reports regarding the issuer. In the case of Securities that are restricted as to resale, Putnam Management determines fair value based on the inherent worth of the Security without regard to the restrictive feature, adjusted for any diminution in value resulting from the restrictive feature.

Generally, trading in certain Securities (such as foreign securities) is substantially completed each day at various times before the close of the Exchange. The closing prices for these Securities in markets or on exchanges outside the U.S. that close before the close of the Exchange may not fully reflect events that occur after such close but before the close of the Exchange. As a result, the fund has adopted fair value pricing procedures, which, among other things, require the fund to fair value foreign equity securities if there has been a movement in the U.S. market that exceeds a specified threshold. Although the threshold may be revised from time to time and the number of days on which fair value prices will be used will vary, it is possible that fair value prices will be used by the fund to a significant extent. In addition, Securities held by some of the funds may be traded in foreign markets that are open for business on days that the fund is not, and the trading of such Securities on those days may have an impact on the value of a shareholder’s investment at a time when the shareholder cannot buy and sell shares of the fund. Currency exchange rates used in valuing Securities are normally determined as of 4:00 p.m. Eastern time.

In addition, because of the amount of time required to collect and process trading information as to large numbers of securities issues, the values of certain Securities (such as convertible bonds, U.S. government securities and tax-exempt securities) are determined based on market quotations collected before the close of the Exchange. Occasionally, events affecting the value of such Securities may occur between the time of the determination of value and the close of the Exchange, which, in the absence of fair value prices, would not be reflected in the computation of the fund’s net asset value. If events materially affecting the value of such Securities occur during such period, then these Securities will be valued by Putnam Management at their fair value following procedures approved by the Trustees. It is expected that any such instance would be very rare.

The fair value of Securities is generally determined as the amount that the fund could reasonably expect to realize from an orderly disposition of such Securities over a reasonable period of time. By its nature, a fair value price is a good faith estimate of the value of a Security at a given point in time and does not reflect an actual market price.

The fund may also value its Securities at fair value under other circumstances pursuant to procedures approved by the Trustees.

Money Market Funds

Money market funds generally value their portfolio securities at amortized cost according to Rule 2a-7 under the 1940 Act.

Since the net income of a money market fund is declared as a dividend each time it is determined, the net asset value per share of a money market fund typically remains at $1.00 per share immediately after such determination and dividend declaration. Any increase in the value of a shareholder’s investment in a money market fund representing the reinvestment of dividend income is reflected by an increase in the number of shares of that fund in the shareholder’s account on the last business day of each month. It is expected that a money market fund’s net income will normally be positive each time it is determined. However, if because of realized losses on sales of portfolio investments, a sudden rise in interest rates, or for any other reason the net

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income of a fund determined at any time is a negative amount, a money market fund may offset such amount allocable to each then shareholder’s account from dividends accrued during the month with respect to such account. If, at the time of payment of a dividend, such negative amount exceeds a shareholder’s accrued dividends, a money market fund may reduce the number of outstanding shares by treating the shareholder as having contributed to the capital of the fund that number of full and fractional shares which represent the amount of the excess. Each shareholder is deemed to have agreed to such contribution in these circumstances by his or her investment in a money market fund.

INVESTOR SERVICES

Shareholder Information

Each time shareholders buy or sell shares, a statement confirming the transaction and listing their current share balance will be made available for viewing electronically or delivered via mail. (Under certain investment plans, a statement may only be sent quarterly.) The fund also sends annual and semiannual reports that keep shareholders informed about its portfolio and performance, and year-end tax information to simplify their recordkeeping. To help shareholders take full advantage of their Putnam investment, publications covering many topics of interest to investors are available on our website or from Putnam Investor Services. Shareholders may call Putnam Investor Services toll-free weekdays at 1-800-225-1581 between 8:00 a.m. and 8:00 p.m., Eastern-time, for more information, including account balances. Shareholders can also visit the Putnam website at http://www.putnam.com.

Your Investing Account

The following information provides more detail concerning the operation of a Putnam Investing Account. For further information or assistance, investors should consult Putnam Investor Services. Shareholders who purchase shares through a defined contribution plan should note that not all of the services or features described below may be available to them, and they should contact their employer for details. A shareholder may reinvest a cash distribution without a front-end sales charge or without the reinvested shares being subject to a CDSC, as the case may be, by delivering to Putnam Investor Services the uncashed distribution check. Putnam Investor Services must receive the properly endorsed check within 1 year after the date of the check.

The Investing Account also provides a way to accumulate shares of the fund. In most cases, after an initial investment, a shareholder may send checks to Putnam Investor Services, made payable to the fund, to purchase additional shares at the applicable public offering price next determined after Putnam Investor Services receives the check. Checks must be drawn on a U.S. bank and must be payable in U.S. dollars.

Putnam Investor Services acts as the shareholder's agent whenever it receives instructions to carry out a transaction on the shareholder's account. Upon receipt of instructions that shares are to be purchased for a shareholder's account, shares will be purchased through the investment dealer designated by the shareholder. Shareholders may change investment dealers at any time by written notice to Putnam Investor Services, provided the new dealer has a sales agreement with Putnam Retail Management.

Shares credited to an account are transferable upon written instructions in good order to Putnam Investor Services and may be sold to the fund as described under "How do I sell or exchange fund shares?" in the prospectus. Putnam funds no longer issue share certificates. A shareholder may send to Putnam Investor Services any certificates which have been previously issued to enable more convenient maintenance of the account as a book-entry account.

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Putnam Retail Management, at its expense, may provide certain additional reports and administrative material to qualifying institutional investors with fiduciary responsibilities to assist these investors in discharging their responsibilities. Institutions seeking further information about this service should contact Putnam Retail Management, which may modify or terminate this service at any time.

The fund pays Putnam Investor Services' fees for maintaining Investing Accounts.

Checkwriting Privilege. For those funds that allow shareholders, as disclosed in the prospectus, to redeem shares by check, Putnam is currently waiving the minimum per-check amount stated in the prospectus.

Reinstatement Privilege

An investor who has redeemed shares of the fund may reinvest within 90 days of such redemption the proceeds of such redemption in shares of the same class of the fund, or may reinvest within 90 days of such redemption the proceeds in shares of the same class of one of the other continuously offered Putnam funds (through the exchange privilege described in the prospectus), including, in the case of shares subject to a CDSC, the amount of CDSC charged on the redemption. Any such reinvestment would be at the net asset value of the shares of the fund(s) the investor selects, next determined after Putnam Retail Management receives a Reinstatement Authorization. The time that the previous investment was held will be included in determining any applicable CDSC due upon redemptions and, in the case of class B shares, the eight-year period for conversion to class A shares. Reinstatements into class B, class C or class M shares may be permitted even if the resulting purchase would otherwise be rejected for causing a shareholder’s investments in such class to exceed the applicable investment maximum. Shareholders will receive from Putnam Retail Management the amount of any CDSC paid at the time of redemption as part of the reinstated investment, which may be treated as capital gains to the shareholder for tax purposes.

Exercise of the Reinstatement Privilege does not alter the federal income tax treatment of any capital gains realized on a sale of fund shares, but to the extent that any shares are sold at a loss and the proceeds are reinvested in shares of the fund, some or all of the loss may be disallowed as a deduction. Consult your tax adviser. Investors who desire to exercise the Reinstatement Privilege should contact their investment dealer or Putnam Investor Services.

Exchange Privilege

Except as otherwise set forth in this section, by calling Putnam Investor Services, investors may exchange shares valued in the aggregate up to $500,000 between accounts with identical registrations, provided that no certificates are outstanding for such shares. During periods of unusual market changes and shareholder activity, shareholders may experience delays in contacting Putnam Investor Services by telephone to exercise the telephone exchange privilege.

Putnam Investor Services also makes exchanges promptly after receiving a properly completed Exchange Authorization Form and, if issued, share certificates. If the shareholder is a corporation, partnership, agent, or surviving joint owner, Putnam Investor Services will require additional documentation of a customary nature. Because an exchange of shares involves the redemption of fund shares and reinvestment of the proceeds in shares of another Putnam fund, completion of an exchange may be delayed under unusual circumstances if the fund were to suspend redemptions or postpone payment for the fund shares being exchanged, in accordance with federal securities laws. Exchange Authorization Forms and prospectuses of the other Putnam funds are available from Putnam Retail Management or investment dealers having sales contracts with Putnam Retail Management. The prospectus of each fund describes its investment objective(s) and policies, and shareholders should obtain a prospectus and consider these objectives and policies carefully before requesting an exchange. Shares of certain Putnam funds are not available to residents of all states. The fund reserves the right to change or suspend the exchange privilege at any time. Shareholders would be notified of any change or suspension. Additional information is available from Putnam Investor Services at 1-800-225-1581.

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Shareholders of other Putnam funds may also exchange their shares at net asset value for shares of the fund, as set forth in the current prospectus of each fund. Exchanges from Putnam Money Market Fund, Putnam Tax Exempt Money Market Fund or Putnam Short Duration Income Fund into another Putnam fund may be subject to an initial sales charge.

For federal income tax purposes, an exchange is a sale on which the investor generally will realize a capital gain or loss depending on whether the net asset value at the time of the exchange is more or less than the investor's basis.

All exchanges are subject to applicable short-term trading fees and Putnam’s policies on excessive short-term trading, as set forth in the Fund’s Prospectus. In addition, trustees, sponsors and administrators of qualified plans that invest in the Fund may impose short-term trading fees whose terms may differ from those described in the Prospectus.

Same-Fund Exchange Privilege. Class A shareholders who are eligible to invest in Class Y shares, and Class C shareholders who are eligible to invest in Class Y shares and who are no longer subject to a CDSC, are eligible to exchange their Class A or Class C shares for Class Y shares of the same fund, if offered in their state. No sales charges or other charges will apply to any such exchange.

In addition, Class Y shareholders who are eligible to invest in Class A or Class C shares are eligible to exchange their Class Y shares for Class A or Class C shares of the same fund, if offered in their state, if the Class Y shares are held in an investment option or program that no longer permits the use of Class Y shares in that option or program or if the shareholder otherwise becomes ineligible to invest in Class Y shares. You should be aware that the financial institution or intermediary through which you hold Class Y shares may have the authority under its account or similar agreement with you to exchange your Class Y shares for Class A or Class C shares under these circumstances, and none of the Putnam Funds, Putnam Retail Management or Putnam Investor Services are responsible for any actions taken by your financial institution or intermediary in this regard. No sales charges or other charges will apply to any such exchange.

For federal income tax purposes, a same-fund exchange is not expected to result in the realization by the investor of a capital gain or loss.

The same-fund exchange privilege may not be available for all accounts and may not be offered by all financial institutions or intermediaries through which you hold your shares. To exchange shares under the same-fund exchange privilege, please contact your investment dealer or Putnam Investor Services.

Dividends PLUS

Shareholders may invest the fund's distributions of net investment income or distributions combining net investment income and short-term capital gains in shares of the same class of another continuously offered Putnam fund (the "receiving fund") using the net asset value per share of the receiving fund determined on the date the fund's distribution is payable. No sales charge or CDSC will apply to the purchased shares. The prospectus of each fund describes its investment objective(s) and policies, and shareholders should obtain a prospectus and consider these objective(s) and policies carefully before investing their distributions in the receiving fund. Shares of certain Putnam funds are not available to residents of all states.

Shareholders of other Putnam funds may also use their distributions to purchase shares of the fund at net asset value.

For federal tax purposes, distributions from the fund which are reinvested in another fund are treated as paid by the fund to the shareholder and invested by the shareholder in the receiving fund and thus, to the extent composed of taxable income and deemed paid to a taxable shareholder, are taxable.

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The Dividends PLUS program may be revised or terminated at any time.

Plans Available to Shareholders

The plans described below are fully voluntary and may be terminated at any time without the imposition by the fund or Putnam Investor Services of any penalty. All plans provide for automatic reinvestment of all distributions in additional shares of the fund at net asset value. The fund, Putnam Retail Management or Putnam Investor Services may modify or cease offering these plans at any time.

Systematic Withdrawal Plan ("SWP"). An investor who owns or buys shares of the fund valued at $5,000 or more at the current public offering price may open a SWP plan and have a designated sum of money ($50 or more) paid monthly, quarterly, semi-annually or annually to the investor or another person. (Payments from the fund can be combined with payments from other Putnam funds into a single check through a designated payment plan.) Shares are deposited in a plan account, and all distributions are reinvested in additional shares of the fund at net asset value (except where the plan is utilized in connection with a charitable remainder trust). Shares in a plan account are then redeemed at net asset value to make each withdrawal payment. Payment will be made to any person the investor designates; however, if shares are registered in the name of a trustee or other fiduciary, payment will be made only to the fiduciary, except in the case of a profit-sharing or pension plan where payment will be made to a designee. As withdrawal payments may include a return of principal, they cannot be considered a guaranteed annuity or actual yield of income to the investor. The redemption of shares in connection with a plan generally will result in a gain or loss for tax purposes. Some or all of the losses realized upon redemption may be disallowed pursuant to the so-called wash sale rules if shares of the same fund from which shares were redeemed are purchased (including through the reinvestment of fund distributions) within a period beginning 30 days before, and ending 30 days after, such redemption. In such a case, the basis of the replacement shares will be increased to reflect the disallowed loss. Continued withdrawals in excess of income will reduce and possibly exhaust invested principal, especially in the event of a market decline. The cost of administering these plans for the benefit of those shareholders participating in them is borne by the fund as an expense of all shareholders. The fund, Putnam Retail Management or Putnam Investor Services may terminate or change the terms of the plan at any time. A plan will be terminated if communications mailed to the shareholder are returned as undeliverable.

Investors should consider carefully with their own financial advisers whether the plan and the specified amounts to be withdrawn are appropriate in their circumstances. The fund and Putnam Investor Services make no recommendations or representations in this regard.

Tax-favored plans. (Not offered by funds investing primarily in tax-exempt securities.) Investors may purchase shares of the fund through the following Tax Qualified Retirement Plans, available to qualified individuals or organizations:

Standard and variable profit-sharing (including 401(k)) and money purchase pension plans; and Individual Retirement Account Plans (IRAs), including simple IRAs, Roth IRAs, SEP IRAs; and Coverdell Education savings plans.

Forms and further information on these Plans are available from investment dealers or from Putnam Retail Management. In addition, specialized professional plan administration services are available on an optional basis; contact Putnam Investor Services at 1-866-207-7261. Consultation with a competent financial and tax adviser regarding these Plans and consideration of the suitability of fund shares as an investment under the Employee Retirement Income Security Act of 1974, or otherwise, is recommended.

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Automatic Rebalancing Arrangements. Putnam Retail Management or Putnam Investor Services may enter into arrangements with certain dealers which provide for automatic periodic rebalancing of shareholders’ accounts in Putnam funds. For more information about these arrangements, please contact Putnam Retail Management or Putnam Investor Services.

SIGNATURE GUARANTEES

Requests to redeem shares having a net asset value of $100,000 or more, or to transfer shares or make redemption proceeds payable to anyone other than the registered account owners, must be signed by all registered owners or their legal representatives and must be guaranteed by a bank, broker/dealer, municipal securities dealer or broker, credit union, national securities exchange, registered securities association, clearing agency, savings association or trust company, provided such institution is authorized and acceptable under and conforms with Putnam Investor Services’ signature guarantee procedures. A copy of such procedures is available upon request. In certain situations, for example, if you want your redemption proceeds sent to an address other than your address as it appears on Putnam’s records, you may also need to provide a signature guarantee. Putnam Investor Services usually requires additional documentation for the sale of shares by a corporation, partnership, agent or fiduciary, or a surviving joint owner. Contact Putnam Investor Services at 1-800-225-1581 for more information on Putnam’s signature guarantee and documentation requirements.

REDEMPTIONS

Suspension of redemptions. The fund may not suspend shareholders’ right of redemption, or postpone payment for more than seven days, unless the Exchange is closed for other than customary weekends or holidays, or if permitted by the rules of the SEC during periods when trading on the Exchange is restricted or during any emergency which makes it impracticable for the fund to dispose of its securities or to determine fairly the value of its net assets, or during any other period permitted by order of the Commission for protection of investors.

In-kind redemptions. With the consent of a redeeming shareholder (or, with respect to certain funds as indicated in the prospectus, in Putnam’s discretion), the fund will consider satisfying all or a portion of a redemption request by distributing securities or other property in lieu of cash (“in-kind” redemptions). Any transaction costs or other expenses involved in liquidating securities received in an in-kind redemption will be borne by the redeeming investor. For information regarding procedures for in-kind redemptions, please contact Putnam Retail Management.

SHAREHOLDER LIABILITY

Under Massachusetts law, shareholders could, under certain circumstances, be held personally liable for the obligations of the fund. However, the Agreement and Declaration of Trust disclaims shareholder liability for acts or obligations of the fund and requires that notice of such disclaimer be given in each agreement, obligation, or instrument entered into or executed by the fund or the Trustees. The Agreement and Declaration of Trust provides for indemnification out of fund property for all loss and expense of any shareholder held personally liable for the obligations of the fund. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which the fund would be unable to meet its obligations. The likelihood of such circumstances appears to be remote.

DISCLOSURE OF PORTFOLIO INFORMATION

The Trustees of the Putnam funds have adopted policies with respect to the disclosure of the fund’s portfolio holdings by the fund, Putnam Management, or their affiliates. These policies provide that information about the fund’s portfolio generally may not be released to any party prior to (i) the day after the posting of such information on the Putnam Investments Web site, (ii) the filing of the information with the SEC in a required filing, or (iii) the dissemination of such information to all shareholders simultaneously. Certain limited

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exceptions pursuant to the fund’s policies are described below. The Trustees will periodically receive reports from the fund’s Chief Compliance Officer regarding the operation of these policies and procedures, including any arrangements to make non-public disclosures of the fund’s portfolio information to third parties. Putnam Management and its affiliates are not permitted to receive compensation or other consideration in connection with disclosing information about the fund’s portfolio holdings to third parties.

Public Disclosures

The fund’s portfolio holdings are currently disclosed to the public through filings with the SEC and postings on the Putnam Investments website. The fund files its portfolio holdings with the SEC for each fiscal quarter on Form N-CSR (with respect to each annual period and semi-annual period) and Form N-Q (with respect to the first and third quarters of the fund’s fiscal year). In addition, money market funds file monthly reports of portfolio holdings on form N-MFP (with respect to the prior month). Shareholders may obtain the Form N-CSR, N-MFP and N-Q filings on the SEC’s website at http://www.sec.gov. In addition, Form N-CSR and N-Q filings may be reviewed and copied at the SEC’s public reference room in Washington, D.C. Form N-CSR and N-Q filings are available upon filing and form N-MFP filings are available 60 days after each calendar month end. You may call the SEC at 1-800-SEC-0330 for information about the SEC’s website or the operation of the public reference room.

For Putnam Money Market Fund and Putnam Tax-Exempt Money Market Fund, the following information is publicly available on the Putnam Investments website, Putnam.com/individual, as disclosed in the following table. This information will remain available on the website for six months thereafter, after which the information can be found on the SEC’s website.

Information  Frequency of Disclosure  Date of Web Posting 

Full Portfolio Holdings  Monthly  5 business days after the end of 
    each month. 

 

For all other funds, Putnam Management also currently makes the fund’s portfolio information publicly available on the Putnam Investments website, www.putnam.com/individual, as disclosed in the following table.

Information(1)  Frequency of Disclosure  Date of Web Posting 

Full Portfolio Holdings  Quarterly  Last business day of the month 
    following the end of each 
    calendar quarter 

Top 10 Portfolio Holdings and  Monthly  Approximately 15 days after the 
other portfolio statistics    end of each month 

 

(1) Putnam mutual funds that are not currently offered to the general public (“incubated” funds) do not post portfolio holdings on the Web, except to the extent required by applicable regulations. Full portfolio holdings for the Putnam RetirementReady® Funds and Putnam Global Sector Fund, which invest solely in other Putnam funds, are posted on www.putnam.com/individual approximately 15 days after the end of each month. Please see these funds’ prospectuses for their target allocations.

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The scope of the information relating to the fund’s portfolio that is made available on the website may change from time to time without notice. In addition, the posting of fund holdings may be delayed in some instances for technical reasons.

Putnam Management or its affiliates may include fund portfolio information that has already been made public through a Web posting or SEC filing in marketing literature and other communications to shareholders, advisors or other parties, provided that, in the case of information made public through the Web, the information is disclosed no earlier than the day after the date of posting to the website.

Other Disclosures

In order to address potential conflicts between the interest of fund shareholders, on the one hand, and those of Putnam Management, Putnam Retail Management or any affiliated person of those entities or of the fund, on the other hand, the fund’s policies require that non-public disclosures of information regarding the fund’s portfolio may be made only if there is a legitimate business purpose consistent with fiduciary duties to all shareholders of the fund. In addition, the party receiving the non-public information must sign a non-disclosure agreement unless otherwise approved by the Chief Compliance Officer of the fund. Arrangements to make non-public disclosures of the fund’s portfolio information must be approved by the Chief Compliance Officer of the fund. The Chief Compliance Officer will report on an ongoing basis to a committee of the fund’s Board of Trustees consisting only of Trustees who are not “interested persons” of the fund or Putnam Management regarding any such arrangement that the fund may enter into with third parties other than service providers to the fund.

The fund periodically discloses its portfolio information on a confidential basis to various service providers that require such information in order to assist the fund with its day-to-day business affairs. In addition to Putnam Management and its affiliates, including PFTC and PRM, these service providers include the fund’s custodian (State Street Bank and Trust Company) and any sub-custodians, pricing services, independent registered public accounting firm, legal counsel (Ropes & Gray LLP), financial printer (McMunn Associates, Inc.), and proxy voting service (Glass, Lewis & Co). These service providers are required to keep such information confidential, and are prohibited from trading based on the information or otherwise using the information except as necessary in providing services to the fund.

The fund may also periodically provide non-public information about its portfolio holdings to rating and ranking organizations, such as Lipper Inc. and Morningstar Inc., in connection with those firms’ research on and classification of the fund and in order to gather information about how the fund’s attributes (such as volatility, turnover, and expenses) compare with those of peer funds. The fund may also periodically provide non-public information about its portfolio holdings to consultants that provide portfolio analysis services or other investment research. Any such rating, ranking, or consulting firm would be required to keep the fund’s portfolio information confidential and would be prohibited from trading based on the information or otherwise using the information except as necessary in providing services to the fund.

PROXY VOTING GUIDELINES AND PROCEDURES

The Trustees of the Putnam funds have established proxy voting guidelines and procedures that govern the voting of proxies for the securities held in the funds’ portfolios. The proxy voting guidelines summarize the funds’ positions on various issues of concern to investors, and provide direction to the proxy voting service used by the funds as to how fund portfolio securities should be voted on proposals dealing with particular issues. The proxy voting procedures explain the role of the Trustees, Putnam Management, the proxy voting service and the funds’ proxy manager in the proxy voting process, describe the procedures for referring matters involving investment considerations to the investment personnel of Putnam Management and describe the

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procedures for handling potential conflicts of interest. The Putnam funds’ proxy voting guidelines and procedures are included in this SAI as Appendix A. Information regarding how the funds voted proxies relating to portfolio securities during the 12-month period ended June 30, 2011 is available on the Putnam Individual Investor website, www.putnam.com/individual, and on the SEC’s website at www.sec.gov. If you have questions about finding forms on the SEC’s Web site, you may call the SEC at 1-800-SEC-0330. You may also obtain the Putnam funds’ proxy voting guidelines and procedures by calling Putnam’s Shareholder Services at 1-800-225-1581.

SECURITIES RATINGS

The ratings of securities in which the fund may invest will be measured at the time of purchase and, to the extent a security is assigned a different rating by one or more of the various rating agencies, Putnam Management may use the highest rating assigned by any agency. Putnam Management will not necessarily sell an investment if its rating is reduced. The following rating services describe rated securities as follows:

Moody’s Investors Service, Inc.

Bonds

Aaa - Bonds which are rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as “gilt edged.” Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues.

Aa - Bonds which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risk appear somewhat larger than the Aaa securities.

A - Bonds which are rated A possess many favorable investment attributes and are to be considered as upper-medium-grade obligations. Factors giving security to principal and interest are considered adequate, but elements may be present which suggest a susceptibility to impairment sometime in the future.

Baa - Bonds which are rated Baa are considered as medium grade obligations, (i.e., they are neither highly protected nor poorly secured). Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.

Ba - Bonds which are rated Ba are judged to have speculative elements; their future cannot be considered as well-assured. Often the protection of interest and principal payments may be very moderate, and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.

B - Bonds which are rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.

Caa - Bonds which are rated Caa are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest.

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Ca - Bonds which are rated Ca represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings.

C - Bonds which are rated C are the lowest rated class of bonds, and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing.

Notes

MIG 1/VMIG 1 -- This designation denotes best quality. There is present strong protection by established cash flows, superior liquidity support or demonstrated broad-based access to the market for refinancing.

MIG 2/VMIG 2 -- This designation denotes high quality. Margins of protection are ample although not so large as in the preceding group.

Commercial paper

Issuers rated Prime-1 (or supporting institutions) have a superior ability for repayment of senior short-term debt obligations. Prime-1 repayment ability will often be evidenced by the following characteristics:

-- Leading market positions in well established industries.
-- High rates of return on funds employed.
-- Conservative capitalization structure with moderate reliance on debt and ample asset protection.
-- Broad margins in earnings coverage of fixed financial charges and high internal cash generation.
-- Well established access to a range of financial markets and assured sources of alternate liquidity.

Issuers rated Prime-2 (or supporting institutions) have a strong ability for repayment of senior short-term debt obligations. This will normally be evidenced by many of the characteristics cited above to a lesser degree. Earnings trends and coverage ratios, while sound, may be more subject to variation. Capitalization characteristics, while still appropriate, may be more affected by external conditions. Ample alternate liquidity is maintained.

Standard & Poor’s

Bonds

AAA - An obligation rated AAA has the highest rating assigned by Standard & Poor’s. The obligor’s capacity to meet its financial commitment on the obligation is extremely strong.

AA - An obligation rated AA differs from the highest-rated obligations only in small degree. The obligor’s capacity to meet its financial commitment on the obligation is very strong.

A - An obligation rated A is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher-rated categories. However, the obligor’s capacity to meet its financial commitment on the obligation is still strong.

BBB - An obligation rated BBB exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation.

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Obligations rated BB, B, CCC, CC and C are regarded as having significant speculative characteristics. BB indicates the lowest degree of speculation and C the highest. While such obligations will likely have some quality and protective characteristics, these are outweighed by large uncertainties or major exposures to adverse conditions.

BB - An obligation rated BB is less vulnerable to nonpayment than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to the obligor’s inadequate capacity to meet its financial commitment on the obligation.

B - An obligation rated B is more vulnerable to nonpayment than obligations rated BB, but the obligor currently has the capacity to meet its financial commitment on the obligations. Adverse business, financial, or economic conditions will likely impair the obligor’s capacity or willingness to meet its financial commitment on the obligation.

CCC - An obligation rated CCC is currently vulnerable to nonpayment, and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitment on the obligation. In the event of adverse business, financial, or economic conditions, the obligor is not likely to have the capacity to meet its financial commitment on the obligation.

CC - An obligation rated CC is currently highly vulnerable to nonpayment.

C - The C rating may be used to cover a situation where a bankruptcy petition has been filed, or similar action has been taken, but payments on this obligation are being continued.

D - An obligation rated D is in payment default. The D rating category is used when interest payments or principal payments are not made on the date due even if the applicable grace period has not expired, unless Standard & Poor’s believes that such payments will be made during such grace period. The D rating also will be used upon the filing of a bankruptcy petition, or the taking of a similar action if payments on an obligation are jeopardized.

Notes

SP-1 -- Strong capacity to pay principal and interest. Those issues determined to possess overwhelming safety characteristics are given a plus (+) designation.

SP-2 -- Satisfactory capacity to pay principal and interest.

SP-3 -- Speculative capacity to pay principal and interest.

Commercial paper

A-1 - This highest category indicates that the degree of safety regarding timely payment is strong. Those issues determined to possess extremely strong safety characteristics are denoted with a plus sign (+) designation.

A-2 - Capacity for timely payment on issues with this designation is satisfactory. However, the relative degree of safety is not as high as for issues designated ‘A-1’.

A-3 - Issues carrying this designation have adequate capacity for timely payment. They are, however, more vulnerable to the adverse effects of changes in circumstances than obligations carrying the higher designations.

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Fitch Investors Service, Inc.

AAA - Bonds considered to be investment grade and of the highest credit quality. The obligor has an exceptionally strong ability to pay interest and repay principal, which is unlikely to be affected by reasonably foreseeable events.

AA - Bonds considered to be investment grade and of very high credit quality. The obligor’s ability to pay interest and repay principal is very strong, although not quite as strong as bonds rated AAA.

A - Bonds considered to be investment grade and of high credit quality. The obligor’s ability to pay interest and repay principal is considered to be strong, but may be more vulnerable to adverse changes in economic conditions and circumstances than bonds with higher ratings.

BBB - Bonds considered to be investment grade and of satisfactory credit quality. The obligor’s ability to pay interest and repay principal is considered to be adequate. Adverse changes in economic conditions and circumstances, however, are more likely to have adverse impact on these bonds, and therefore impair timely payment. The likelihood that the ratings of these bonds will fall below investment grade is higher than for bonds with higher ratings.

BB - Bonds considered to be speculative. The obligor’s ability to pay interest and repay principal may be affected over time by adverse economic changes. However, business and financial alternatives can be identified which could assist the obligor in satisfying its debt service requirements.

B - Bonds are considered highly speculative. Bonds in this class are lightly protected as to the obligor’s ability to pay interest over the life of the issue and repay principal when due.

CCC - Bonds have certain characteristics which, with passing of time, could lead to the possibility of default on either principal or interest payments.

CC - Bonds are minimally protected. Default in payment of interest and/or principal seems probable.

C - Bonds are in actual or imminent default in payment of interest or principal.

DDD - Bonds are in default and in arrears in interest and/or principal payments. Such bonds are extremely speculative and should be valued only on the basis of their value in liquidation or reorganization of the obligor.

CLAIMS-PAYING ABILITY RATINGS

The fund may invest in securities insured at the time of purchase as to the payment of principal and interest in the event of default. The fund may buy investments insured by (or insurance from) insurance companies whose claims-paying ability is rated by rating agencies.

An insurance claims-paying ability rating does not constitute an opinion on any specific contract. Furthermore, an insurance claims-paying ability rating does not take in account deductibles, surrender or cancellation penalties or the timeliness of payment; nor does it address the ability of a company to meet non-policy obligations (i.e., debt contracts).

The assignment of ratings to debt issues that are fully or partially supported by insurance policies, contracts, or guarantees is a separate process from the determination of claims-paying ability ratings. The likelihood of a timely flow of funds from the insurer to the trustee for the bondholders is a key element in the rating determination of such debt issues.

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Listed below are rating agencies and their corresponding claims-paying ability ratings.

Standard & Poor’s Insurance Claims-Paying Ability Ratings

An S&P insurance claims-paying ability rating is an assessment of an operating insurance company’s financial capacity to meet its obligations under an insurance policy in accordance with its terms. For example, an insurer with an insurance claims-paying ability rating of AAA by S&P has the highest rating assigned by S&P, which means its capacity to honor insurance contracts is deemed by S&P to be extremely strong and highly likely to remain so over a long period of time.

Secure claims-paying ability – AAA to BBB

Vulnerable claims-paying ability – BB to CCC

AAA - Superior financial security on an absolute and relative basis. Capacity to meet policyholder obligations is overwhelming under a variety of economic and underwriting conditions.

AA - Excellent financial security. Capacity to meet policyholder obligations is strong under a variety of economic and underwriting conditions.

A - Good financial security, but capacity to meet policyholder obligations is somewhat susceptible to adverse economic and underwriting conditions.

BBB - Adequate financial security, but capacity to meet policyholder obligations is susceptible to adverse economic and underwriting conditions.

BB - Financial security may be adequate, but capacity to meet policyholder obligations, particularly with respect to long-term or "long-tail" policies, is vulnerable to adverse economic and underwriting conditions.

B - Vulnerable financial security. Currently able to meet policyholder obligations, but capacity to meet policyholder obligations is particularly vulnerable to adverse economic and underwriting conditions.

CCC, CC, C - Extremely vulnerable financial security. Continued capacity to meet policyholder obligations is highly questionable unless favorable economic and underwriting conditions prevail.

R Regulatory action -- As of the date indicated, the insurer is under supervision of insurance regulators following rehabilitation, receivership, liquidation, or any other action that reflects regulatory concern about the insurer's financial condition. Information on this status is provided by the National Association of Insurance Commissioners and other regulatory bodies. Although believed to be accurate, this information is not guaranteed. The 'R' rating does not apply to insurers subject only to non-financial actions such as market conduct violations.

Notes:

NR = Not Rated. The insurer is not rated by Standard & Poor's. The issue has not yet been evaluated by the respective credit rating agency. It is no indication as to the merits of the issue.

Plus (+) or minus (-): The ratings from 'AA' to 'B' may be modified by the addition of a plus or minus sign to show relative standing within the major rating categories.

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Moody’s Investors Service, Inc. Insurance Claims-Paying Ability Ratings

A Moody’s insurance claims-paying ability rating is an opinion by Moody’s about the ability of an insurance company to repay punctually senior policyholder obligations and claims. For example, an insurer with an insurance claims-paying ability rating of Aaa by Moody’s is deemed by Moody’s to be of the best quality. In the opinion of Moody’s, the policy obligations of an insurance company with an insurance claims-paying ability rating of Aaa carries the smallest degree of credit risk and, while the financial strength of these companies is likely to change, such changes as can be visualized are most unlikely to impair the company’s fundamentally strong position.

Moody’s claims-paying ability ratings are as follows:

Long-Term Insurance Financial Strength Ratings

Moody's rating symbols for Insurance Financial Strength Ratings are identical to those used to indicate the credit quality of long-term obligations. These rating gradations provide investors with a system for measuring an insurance company's ability to meet its senior policyholder claims and obligations.

Aaa - Insurance companies rated Aaa offer exceptional financial security. While the credit profile of these companies is likely to change, such changes as can be visualized are most unlikely to impair their fundamentally strong position.

Aa - Insurance companies rated Aa offer excellent financial security. Together with the Aaa group, they constitute what are generally known as high-grade companies. They are rated lower than Aaa companies because long-term risks appear somewhat larger.

A - Insurance companies rated A offer good financial security. However, elements may be present which suggest a susceptibility to impairment sometime in the future.

Baa - Insurance companies rated Baa offer adequate financial security. However, certain protective elements may be lacking or may be characteristically unreliable over any great length of time.

Ba - Insurance companies rated Ba offer questionable financial security. Often the ability of these companies to meet policyholder obligations may be very moderate and thereby not well safeguarded in the future.

B - Insurance companies rated B offer poor financial security. Assurance of punctual payment of policyholder obligations over any long period of time is small.

Caa - Insurance companies rated Caa offer very poor financial security. They may be in default on their policyholder obligations or there may be present elements of danger with respect to punctual payment of policyholder obligations and claims.

Ca - Insurance companies rated Ca offer extremely poor financial security. Such companies are often in default on their policyholder obligations or have other marked shortcomings.

C - Insurance companies rated C are the lowest-rated class of insurance company and can be regarded as having extremely poor prospects of ever offering financial security.

Note: Moody's appends numerical modifiers 1, 2, and 3 to each generic rating classification from Aa through Caa. Numeric modifiers are used to refer to the ranking within a group with 1 being the highest and 3 being the lowest. However, the financial strength of companies within a generic rating symbol (Aa, for example) is broadly the same.

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Fitch IBCA / International Insurance Claims-Paying Ability Ratings

Fitch IBCA credit ratings are an opinion on the ability of an entity or of a securities issue to meet financial commitments, such as interest, preferred dividends, or repayment of principal, on a timely basis. Fitch IBCA credit ratings apply to a variety of entities and issues, including but not limited to sovereigns, governments, structured financings, and corporations; debt, preferred/preference stock, bank loans, and counterparties; as well as the claims-paying ability of insurance companies and financial guarantors.

AAA - Exceptionally strong claims-paying ability. Insurers assigned this highest rating have an exceptionally strong capacity to meet policyholder obligations and provide policyholder benefits. The impact of any adverse business and economic factors on the claims-paying ability of these insurers is expected to be minimal.

AA - Very strong claims-paying ability. Insurers rated ‘AA’ have a very strong capacity to meet policyholder obligations and provide policyholder benefits. The impact of any adverse business and economic factors on the claims-paying ability of these insurers is expected to be very small.

A - Strong claims-paying ability. Insurers rated ‘A’ have a strong capacity to meet policyholder obligations and provide policyholder benefits. Although adverse business and economic factors may have an impact on the claims-paying ability of these insurers, the effect of such factors is expected to be small.

BBB - Good claims-paying ability. Insurers rated ‘BBB’ have a good capacity to meet policyholder obligations and provide policyholder benefits. However, their claims-paying ability may be more susceptible than that of higher rated insurers to the impact of adverse business and economic factors.

BB - Speculative claims-paying ability. Insurers rated ‘BB’ have a capacity to meet policyholder obligations and provide policyholder benefits which is regarded as speculative. The impact of adverse business and economic factors on their claims-paying ability is considered likely to be more problematic than in the case of higher rated insurers.

B - Vulnerable claims-paying ability. Insurers rated ‘B’ have a vulnerable capacity to meet policyholder obligations and provide policyholder benefits. The impact of adverse business and economic factors on their claims-paying ability is considered likely to be significant.

CCC, CC, C - Highly vulnerable claims-paying ability. Insurance companies assigned one of these ratings are considered very weak with respect to their capacity to meet policyholder obligations and provide policyholder benefits. The insurer may be under the supervision of an insurance regulator and already may not be making all payments in a timely fashion.

D - Insurers which have been placed in liquidation by insurance regulators and for which policy or claims payments are being controlled, delayed, or reduced.

Notes:

"+" or "-" may be appended to a rating to indicate the relative position of a credit within the rating category. Such suffixes are not added to the ‘AAA’ and ‘D’ categories.

IQ ratings - Fitch IBCA Qualified: Provided for issuers based solely on information in the public domain. These ratings include significant analytical input. Because of the reduced information presented in this process, compared with the full claims-paying ability rating approach, these ratings tend to be conservative and do not employ "+" or "-" qualifiers.

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Appendix A

Proxy voting guidelines of the Putnam funds 

 

The proxy voting guidelines below summarize the funds’ positions on various issues of concern to investors, and give a general indication of how fund portfolio securities will be voted on proposals dealing with particular issues. The funds’ proxy voting service is instructed to vote all proxies relating to fund portfolio securities in accordance with these guidelines, except as otherwise instructed by the Proxy Manager, a member of the Office of the Trustees who is appointed to assist in the coordination and voting of the funds’ proxies.

The proxy voting guidelines are just that – guidelines. The guidelines are not exhaustive and do not address all potential voting issues. Because the circumstances of individual companies are so varied, there may be instances when the funds do not vote in strict adherence to these guidelines. For example, the proxy voting service is expected to bring to the Proxy Manager’s attention proxy questions that are company-specific and of a non-routine nature and that, even if covered by the guidelines, may be more appropriately handled on a case-by-case basis.

Similarly, Putnam Management’s investment professionals, as part of their ongoing review and analysis of all fund portfolio holdings, are responsible for monitoring significant corporate developments, including proxy proposals submitted to shareholders, and notifying the Proxy Manager of circumstances where the interests of fund shareholders may warrant a vote contrary to these guidelines. In such instances, the investment professionals submit a written recommendation to the Proxy Manager and the person or persons designated by Putnam Management’s Legal and Compliance Department to assist in processing referral items under the funds’ “Proxy Voting Procedures.” The Proxy Manager, in consultation with the funds’ Senior Vice President, Executive Vice President, and/or the Chair of the Board Policy and Nominating Committee, as appropriate, will determine how the funds’ proxies will be voted. When indicated, the Chair of the Board Policy and Nominating Committee may consult with other members of the Committee or the full Board of Trustees.

The following guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals submitted by management and approved and recommended by a company’s board of directors. Part II deals with proposals submitted by shareholders. Part III addresses unique considerations pertaining to non-U.S. issuers.

The Trustees of the Putnam funds are committed to promoting strong corporate governance practices and encouraging corporate actions that enhance shareholder value through the judicious voting of the funds’ proxies. It is the funds’ policy to vote their proxies at all shareholder meetings where it is practicable to do so. In furtherance of this, the funds’ have requested that their securities lending agent recall each domestic issuer’s voting securities that are on loan, in advance of the record date for the issuer’s shareholder meetings, so that the funds may vote at the meetings.

The Putnam funds will disclose their proxy votes not later than August 31 of each year for the most recent 12-month period ended June 30, in accordance with the timetable established by SEC rules.

I. BOARD-APPROVED PROPOSALS

The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself (sometimes referred to as “management proposals”), which have been approved and recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies and of the funds’ intent to hold corporate boards accountable for their actions in promoting shareholder interests, the funds’ proxies generally will be voted for the decisions reached by majority independent boards of directors, except as otherwise indicated in these guidelines. Accordingly, the funds’ proxies will be voted for board-approved proposals, except as follows:

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Matters relating to the Board of Directors

Uncontested Election of Directors

The funds’ proxies will be voted for the election of a company’s nominees for the board of directors, except as follows:

> The funds will withhold votes from the entire board of directors if

 the board does not have a majority of independent directors,

the board has not established independent nominating, audit, and compensation committees,

the board has more than 19 members or fewer than five members, absent special circumstances,

the board has not acted to implement a policy requested in a shareholder proposal that received the support of a majority of the shares of the company cast at its previous two annual meetings, or

 the board has adopted or renewed a shareholder rights plan (commonly referred to as a “poison pill”) without shareholder approval during the current or prior calendar year.

> The funds will on a case-by-case basis withhold votes from the entire board of directors, or from particular directors as may be appropriate, if the board has approved compensation arrangements for one or more company executives that the funds determine are unreasonably excessive relative to the company’s performance or has otherwise failed to observe good corporate governance practices.

> The funds will withhold votes from any nominee for director:

who is considered an independent director by the company and who has received compensation within the last three years from the company other than for service as a director (e.g., investment banking, consulting, legal, or financial advisory fees),

who attends less than 75% of board and committee meetings without valid reasons for the absences (e.g., illness, personal emergency, etc.),

of a public company (Company A) who is employed as a senior executive of another company (Company B), if a director of Company B serves as a senior executive of Company A (commonly referred to as an “interlocking directorate”), or

who serves on more than five unaffiliated public company boards (for the purpose of this guideline, boards of affiliated registered investment companies will count as one board).

Commentary:

Board independence: Unless otherwise indicated, for the purposes of determining whether a board has a majority of independent directors and independent nominating, audit, and compensation committees, an “independent director” is a director who (1) meets all requirements to serve as an independent director of a company under the NYSE Corporate Governance Rules (e.g., no material business relationships with the company and no present or recent employment relationship with the company including employment of an immediate family member as an executive officer), and (2) has not within the last three years accepted directly or indirectly any consulting, advisory, or other compensatory fee from the company other than in his or her capacity as a member of the board of directors or any board committee. The funds’ Trustees believe that the recent (i.e., within the last three years) receipt of any amount of compensation for services other than service as a director raises significant independence issues.

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Board size: The funds’ Trustees believe that the size of the board of directors can have a direct impact on the ability of the board to govern effectively. Boards that have too many members can be unwieldy and ultimately inhibit their ability to oversee management performance. Boards that have too few members can stifle innovation and lead to excessive influence by management.

Time commitment: Being a director of a company requires a significant time commitment to adequately prepare for and attend the company’s board and committee meetings. Directors must be able to commit the time and attention necessary to perform their fiduciary duties in proper fashion, particularly in times of crisis. The funds’ Trustees are concerned about over-committed directors. In some cases, directors may serve on too many boards to make a meaningful contribution. This may be particularly true for senior executives of public companies (or other directors with substantially full-time employment) who serve on more than a few outside boards. The funds may withhold votes from such directors on a case-by-case basis where it appears that they may be unable to discharge their duties properly because of excessive commitments.

Interlocking directorships: The funds’ Trustees believe that interlocking directorships are inconsistent with the degree of independence required for outside directors of public companies.

Corporate governance practices: Board independence depends not only on its members’ individual relationships, but also on the board’s overall attitude toward management. Independent boards are committed to good corporate governance practices and, by providing objective independent judgment, enhancing shareholder value. The funds may withhold votes on a case-by-case basis from some or all directors who, through their lack of independence or otherwise, have failed to observe good corporate governance practices or, through specific corporate action, have demonstrated a disregard for the interests of shareholders. Such instances may include cases where a board of directors has approved compensation arrangements for one or more members of management that, in the judgment of the funds’ Trustees, are excessive by reasonable corporate standards relative to the company’s record of performance.

Contested Elections of Directors

> The funds will vote on a case-by-case basis in contested elections of directors.

Classified Boards

> The funds will vote against proposals to classify a board, absent special circumstances indicating that shareholder interests would be better served by this structure.

Commentary: Under a typical classified board structure, the directors are divided into three classes, with each class serving a three-year term. The classified board structure results in directors serving staggered terms, with usually only a third of the directors up for re-election at any given annual meeting. The funds’ Trustees generally believe that it is appropriate for directors to stand for election each year, but recognize that, in special circumstances, shareholder interests may be better served under a classified board structure.

> Other Board-Related Proposals

The funds will generally vote for proposals that have been approved by a majority independent board, and on a case-by-case basis on proposals that have been approved by a board that fails to meet the guidelines’ basic independence standards (i.e., majority of independent directors and independent nominating, audit, and compensation committees).

Executive Compensation

The funds generally favor compensation programs that relate executive compensation to a company’s long-term performance. The funds will vote on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows:

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> Except where the funds are otherwise withholding votes for the entire board of directors, the funds will vote for stock option and restricted stock plans that will result in an average annual dilution of 1.67% or less (based on the disclosed term of the plan and including all equity-based plans).

> The funds will vote against stock option and restricted stock plans that will result in an average annual dilution of greater than 1.67% (based on the disclosed term of the plan and including all equity-based plans).

> The funds will vote against any stock option or restricted stock plan where the company’s actual grants of stock options and restricted stock under all equity-based compensation plans during the prior three (3) fiscal years have resulted in an average annual dilution of greater than 1.67%.

> The funds will vote against stock option plans that permit the replacing or repricing of underwater options (and against any proposal to authorize a replacement or repricing of underwater options).

> The funds will vote against stock option plans that permit issuance of options with an exercise price below the stock’s current market price.

> Except where the funds are otherwise withholding votes for the entire board of directors, the funds will vote for an employee stock purchase plan that has the following features: (1) the shares purchased under the plan are acquired for no less than 85% of their market value; (2) the offering period under the plan is 27 months or less; and (3) dilution is 10% or less.

> The funds will vote for proposals to approve a company’s executive compensation program (i.e., “say on pay” proposals in which the company’s board proposes that shareholders indicate their support for the company’s compensation philosophy, policies, and practices), except that the funds will vote on a case-by-case basis if the company is assigned to the lowest category, through independent third party benchmarking performed by the funds’ proxy voting service, for the correlation of the company’s executive compensation program with its performance.

> The funds will vote for bonus plans under which payments are treated as performance-based compensation that is deductible under Section 162(m) of the Internal Revenue Code of 1986, as amended, except that the funds will vote on a case-by-case basis if any of the following circumstances exist:

the award pool or amount per employee under the plan is unlimited, or

the plan’s performance criteria is undisclosed, or

the company is assigned to the lowest category, through independent third party benchmarking performed by the funds’ proxy voting service, for the correlation of the company’s executive compensation program with its performance.

Commentary: Companies should have compensation programs that are reasonable and that align shareholder and management interests over the longer term. Further, disclosure of compensation programs should provide absolute transparency to shareholders regarding the sources and amounts of, and the factors influencing, executive compensation. Appropriately designed equity-based compensation plans can be an effective way to align the interests of long-term shareholders with the interests of management. However, the funds may vote against these or other executive compensation proposals on a case-by-case basis where compensation is excessive by reasonable corporate standards, where a company fails to provide transparent disclosure of executive compensation, or, in some instances, where independent third-party benchmarking indicates that compensation is inadequately correlated with performance, relative to peer companies. (Examples of excessive executive compensation may include, but are not limited to, equity incentive plans that exceed the dilution criteria noted above, excessive perquisites, performance-based compensation programs that do not properly correlate reward and performance, “golden parachutes” or other severance arrangements that present conflicts between management’s interests and the interests of shareholders, and

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“golden coffins” or unearned death benefits.) In voting on a proposal relating to executive compensation, the funds will consider whether the proposal has been approved by an independent compensation committee of the board.

Capitalization

Many proxy proposals involve changes in a company’s capitalization, including the authorization of additional stock, the issuance of stock, the repurchase of outstanding stock, or the approval of a stock split. The management of a company’s capital structure involves a number of important issues, including cash flow, financing needs, and market conditions that are unique to the circumstances of the company. As a result, the funds will vote on a case-by-case basis on board-approved proposals involving changes to a company’s capitalization, except that where the funds are not otherwise withholding votes from the entire board of directors:

> The funds will vote for proposals relating to the authorization and issuance of additional common stock (except where such proposals relate to a specific transaction).

> The funds will vote for proposals to effect stock splits (excluding reverse stock splits).

> The funds will vote for proposals authorizing share repurchase programs.

Commentary: A company may decide to authorize additional shares of common stock for reasons relating to executive compensation or for routine business purposes. For the most part, these decisions are best left to the board of directors and senior management. The funds will vote on a case-by-case basis, however, on other proposals to change a company’s capitalization, including the authorization of common stock with special voting rights, the authorization or issuance of common stock in connection with a specific transaction (e.g., an acquisition, merger or reorganization), or the authorization or issuance of preferred stock. Actions such as these involve a number of considerations that may affect a shareholder’s investment and that warrant a case-by-case determination.

Acquisitions, Mergers, Reincorporations, Reorganizations and Other Transactions

Shareholders may be confronted with a number of different types of transactions, including acquisitions, mergers, reorganizations involving business combinations, liquidations, and the sale of all or substantially all of a company’s assets, which may require their consent. Voting on such proposals involves considerations unique to each transaction. As a result, the funds will vote on a case-by-case basis on board-approved proposals to effect these types of transactions, except as follows:

> The funds will vote for mergers and reorganizations involving business combinations designed solely to reincorporate a company in Delaware.

Commentary: A company may reincorporate into another state through a merger or reorganization by setting up a “shell” company in a different state and then merging the company into the new company. While reincorporation into states with extensive and established corporate laws – notably Delaware – provides companies and shareholders with a more well-defined legal framework, shareholders must carefully consider the reasons for a reincorporation into another jurisdiction, including especially an offshore jurisdiction.

Anti-Takeover Measures

Some proxy proposals involve efforts by management to make it more difficult for an outside party to take control of the company without the approval of the company’s board of directors. These include the adoption of a shareholder rights plan, requiring supermajority voting on particular issues, the adoption of fair price provisions, the issuance of blank check preferred stock, and the creation of a separate class of stock with disparate voting rights. Such proposals may adversely affect shareholder rights, lead to management entrenchment, or create conflicts of interest. As a result, the funds will vote against board-approved proposals to adopt such anti-takeover measures, except as follows:

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> The funds will vote on a case-by-case basis on proposals to ratify or approve shareholder rights plans; and

> The funds will vote on a case-by-case basis on proposals to adopt fair price provisions.

Commentary: The funds’ Trustees recognize that poison pills and fair price provisions may enhance or protect shareholder value under certain circumstances. For instance, where a company has incurred significant operating losses, a shareholder rights plan may be appropriately tailored to protect shareholder value by preserving a company’s net operating losses. Thus, the funds will consider proposals to approve such matters on a case-by-case basis.

Other Business Matters

Many proxies involve approval of routine business matters, such as changing a company’s name, ratifying the appointment of auditors, and procedural matters relating to the shareholder meeting. For the most part, these routine matters do not materially affect shareholder interests and are best left to the board of directors and senior management of the company. The funds will vote for board-approved proposals approving such matters, except as follows:

> The funds will vote on a case-by-case basis on proposals to amend a company’s charter or bylaws (except for charter amendments necessary to effect stock splits, to change a company’s name or to authorize additional shares of common stock).

> The funds will vote against authorization to transact other unidentified, substantive business at the meeting.

> The funds will vote on a case-by-case basis on proposals to ratify the selection of independent auditors if there is evidence that the audit firm’s independence or the integrity of an audit is compromised.

> The funds will vote on a case-by-case basis on other business matters where the funds are otherwise withholding votes for the entire board of directors.

Commentary: Charter and bylaw amendments and the transaction of other unidentified, substantive business at a shareholder meeting may directly affect shareholder rights and have a significant impact on shareholder value. As a result, the funds do not view these items as routine business matters. Putnam Management’s investment professionals and the funds’ proxy voting service may also bring to the Proxy Manager’s attention company-specific items that they believe to be non-routine and warranting special consideration. Under these circumstances, the funds will vote on a case-by-case basis.

The fund’s proxy voting service may identify circumstances that call into question an audit firm’s independence or the integrity of an audit. These circumstances may include recent material restatements of financials, unusual audit fees, egregious contractual relationships, and aggressive accounting policies. The funds will consider proposals to ratify the selection of auditors in these circumstances on a case-by-case basis. In all other cases, given the existence of rules that enhance the independence of audit committees and auditors by, for example, prohibiting auditors from performing a range of non-audit services for audit clients, the funds will vote for the ratification of independent auditors.

II. SHAREHOLDER PROPOSALS

SEC regulations permit shareholders to submit proposals for inclusion in a company’s proxy statement. These proposals generally seek to change some aspect of the company’s corporate governance structure or to change some aspect of its business operations. The funds generally will vote in accordance with the recommendation of the company’s board of directors on all shareholder proposals, except as follows:

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> The funds will vote on a case-by-case basis on shareholder proposals requiring that the chairman’s position be filled by someone other than the chief executive officer.

> The funds will vote for shareholder proposals asking that director nominees receive support from holders of a majority of votes cast or a majority of shares outstanding in order to be (re)elected.

> The funds will vote for shareholder proposals to declassify a board, absent special circumstances which would indicate that shareholder interests are better served by a classified board structure.

> The funds will vote for shareholder proposals to eliminate supermajority vote requirements in the company’s charter documents.

> The funds will vote for shareholder proposals to require shareholder approval of shareholder rights plans.

> The funds will vote for shareholder proposals requiring companies to make cash payments under management severance agreements only if both of the following conditions are met:

the company undergoes a change in control, and

the change in control results in the termination of employment for the person receiving the severance payment.

> The funds will vote on a case-by-case basis on shareholder proposals requiring companies to accelerate vesting of equity awards under management severance agreements only if both of the following conditions are met:

the company undergoes a change in control, and

the change in control results in the termination of employment for the person receiving the severance payment.

> The funds will vote on a case-by-case basis on shareholder proposals to limit a company’s ability to make excise tax gross-up payments under management severance agreements.

> The funds will vote on a case-by-case basis on shareholder proposals requesting that the board adopt a policy to recoup, in the event of a significant restatement of financial results or significant extraordinary write-off, to the fullest extent practicable, for the benefit of the company, all performance-based bonuses or awards that were paid to senior executives based on the company having met or exceeded specific performance targets to the extent that the specific performance targets were not, in fact, met.

> The funds will vote for shareholder proposals calling for the company to obtain shareholder approval for any future golden coffins or unearned death benefits (payments or awards of unearned salary or bonus, accelerated vesting or the continuation of unvested equity awards, perquisites or other payments or awards in respect of an executive following his or her death), and for shareholder proposals calling for the company to cease providing golden coffins or unearned death benefits.

> The funds will vote for shareholder proposals requiring a company to report on its executive retirement benefits (e.g., deferred compensation, split-dollar life insurance, SERPs and pension benefits).

> The funds will vote for shareholder proposals requiring a company to disclose its relationships with executive compensation consultants (e.g., whether the company, the board or the compensation committee retained the consultant, the types of services provided by the consultant over the past five years, and a list of the consultant’s clients on which any of the company’s executives serve as a director).

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> The funds will vote for shareholder proposals that are consistent with the funds’ proxy voting guidelines for board-approved proposals.

> The funds will vote on a case-by-case basis on other shareholder proposals where the funds are otherwise withholding votes for the entire board of directors.

Commentary: In light of the substantial reforms in corporate governance that are currently underway, the funds’ Trustees believe that effective corporate reforms should be promoted by holding boards of directors – and in particular their independent directors – accountable for their actions, rather than by imposing additional legal restrictions on board governance through piecemeal proposals. Generally speaking, shareholder proposals relating to business operations are often motivated primarily by political or social concerns, rather than the interests of shareholders as investors in an economic enterprise. As stated above, the funds’ Trustees believe that boards of directors and management are responsible for ensuring that their businesses are operating in accordance with high legal and ethical standards and should be held accountable for resulting corporate behavior. Accordingly, the funds will generally support the recommendations of boards that meet the basic independence and governance standards established in these guidelines. Where boards fail to meet these standards, the funds will generally evaluate shareholder proposals on a case-by-case basis. The funds will also consider proposals requiring that the chairman’s position be filled by someone other than the company’s chief executive officer on a case-by-case basis, recognizing that in some cases this separation may advance the company’s corporate governance while in other cases it may be less necessary to the sound governance of the company. The funds will take into account the level of independent leadership on a company’s board in evaluating these proposals.

However, the funds generally support shareholder proposals to implement majority voting for directors, observing that majority voting is an emerging standard intended to encourage directors to be attentive to shareholders’ interests. The funds also generally support shareholder proposals to declassify a board, to eliminate supermajority vote requirements, or to require shareholder approval of shareholder rights plans. The funds’ Trustees believe that these shareholder proposals further the goals of reducing management entrenchment and conflicts of interest, and aligning management’s interests with shareholders’ interests in evaluating proposed acquisitions of the company. The Trustees also believe that shareholder proposals to limit severance payments may further these goals in some instances. In general, the funds favor arrangements in which severance payments are made to an executive only when there is a change in control and the executive loses his or her job as a result. Arrangements in which an executive receives a payment upon a change of control even if the executive retains employment introduce potential conflicts of interest and may distract management focus from the long term success of the company.

In evaluating shareholder proposals that address severance payments, the funds distinguish between cash and equity payments. The funds generally do not favor cash payments to executives upon a change in control transaction if the executive retains employment. However, the funds recognize that accelerated vesting of equity incentives, even without termination of employment, may help to align management and shareholder interests in some instances, and will evaluate shareholder proposals addressing accelerated vesting of equity incentive payments on a case-by-case basis.

When severance payments exceed a certain amount based on the executive’s previous compensation, the payments may be subject to an excise tax. Some compensation arrangements provide for full excise tax gross-ups, which means that the company pays the executive sufficient additional amounts to cover the cost of the excise tax. The funds are concerned that the benefits of providing full excise tax gross-ups to executives may be outweighed by the cost to the company of the gross-up payments. Accordingly, the funds will vote on a case-by-case basis on shareholder proposals to curtail excise tax gross-up payments. The funds generally favor arrangements in which severance payments do not trigger an excise tax or in which the company’s obligations with respect to gross-up payments are limited in a reasonable manner.

The funds’ Trustees believe that performance-based compensation can be an effective tool for aligning management and shareholder interests. However, to fulfill its purpose, performance compensation should only be paid to executives if the performance targets are actually met. A significant restatement of financial results or a significant extraordinary write-off may reveal that executives who were previously paid performance compensation did not actually deliver the required business performance to earn that compensation. In these circumstances, it may be appropriate for the company to recoup this performance compensation. The funds will consider on a case-by-case

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basis shareholder proposals requesting that the board adopt a policy to recoup, in the event of a significant restatement of financial results or significant extraordinary write-off, performance-based bonuses or awards paid to senior executives based on the company having met or exceeded specific performance targets to the extent that the specific performance targets were not, in fact, met. The funds do not believe that such a policy should necessarily disadvantage a company in recruiting executives, as executives should understand that they are only entitled to performance compensation based on the actual performance they deliver.

The funds’ Trustees disfavor golden coffins or unearned death benefits, and the funds will generally support shareholder proposals to restrict or terminate these practices. The Trustees will also consider whether a company’s overall compensation arrangements, taking all of the pertinent circumstances into account, constitute excessive compensation or otherwise reflect poorly on the corporate governance practices of the company. As the Trustees evaluate these matters, they will be mindful of evolving practices and legislation relevant to executive compensation and corporate governance.

The funds’ Trustees also believe that shareholder proposals that are intended to increase transparency, particularly with respect to executive compensation, without establishing rigid restrictions upon a company’s ability to attract and motivate talented executives, are generally beneficial to sound corporate governance without imposing undue burdens. The funds will generally support shareholder proposals calling for reasonable disclosure.

III. VOTING SHARES OF NON-U.S. ISSUERS

Many of the Putnam funds invest on a global basis, and, as a result, they may hold, and have an opportunity to vote, shares in non-U.S. issuers – i.e., issuers that are incorporated under the laws of foreign jurisdictions and whose shares are not listed on a U.S. securities exchange or the NASDAQ stock market.

In many non-U.S. markets, shareholders who vote proxies of a non-U.S. issuer are not able to trade in that company’s stock on or around the shareholder meeting date. This practice is known as “share blocking.” In countries where share blocking is practiced, the funds will vote proxies only with direction from Putnam Management’s investment professionals.

In addition, some non-U.S. markets require that a company’s shares be re-registered out of the name of the local custodian or nominee into the name of the shareholder for the shareholder to be able to vote at the meeting. This practice is known as “share re-registration.” As a result, shareholders, including the funds, are not able to trade in that company’s stock until the shares are re-registered back in the name of the local custodian or nominee following the meeting. In countries where share re-registration is practiced, the funds will generally not vote proxies.

Protection for shareholders of non-U.S. issuers may vary significantly from jurisdiction to jurisdiction. Laws governing non-U.S. issuers may, in some cases, provide substantially less protection for shareholders than do U.S. laws. As a result, the guidelines applicable to U.S. issuers, which are premised on the existence of a sound corporate governance and disclosure framework, may not be appropriate under some circumstances for non-U.S. issuers. However, the funds will vote proxies of non-U.S. issuers in accordance with the guidelines applicable to U.S. issuers, except as follows:

Uncontested Board Elections

Germany

> For companies subject to “co-determination,” the funds will vote on a case by- case basis for the election of nominees to the supervisory board.

> The funds will withhold votes for the election of a former member of the company’s managerial board to chair of the supervisory board.

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Commentary: German corporate governance is characterized by a two-tier board system—a managerial board composed of the company’s executive officers, and a supervisory board. The supervisory board appoints the members of the managerial board. Shareholders elect members of the supervisory board, except that in the case of companies with more than 2,000 employees, company employees are allowed to elect half of the supervisory board members. This “co-determination” practice may increase the chances that the supervisory board of a large German company does not contain a majority of independent members. In this situation, under the Fund’s proxy voting guidelines applicable to U.S. issuers, the funds would vote against all nominees. However, in the case of companies subject to “co-determination,” the Funds will vote for supervisory board members on a case-by-case basis, so that the funds can support independent nominees.

Consistent with the funds’ belief that the interests of shareholders are best protected by boards with strong, independent leadership, the funds will withhold votes for the election of former chairs of the managerial board to chair of the supervisory board.

Japan

> For companies that have established a U.S.-style corporate governance structure, the funds will withhold votes from the entire board of directors if

the board does not have a majority of outside directors,

the board has not established nominating and compensation committees composed of a majority of outside directors, or

the board has not established an audit committee composed of a majority of independent directors.

> The funds will withhold votes for the appointment of members of a company’s board of statutory auditors if a majority of the members of the board of statutory auditors is not independent.

Commentary:

Board structure: Recent amendments to the Japanese Commercial Code give companies the option to adopt a U.S.-style corporate governance structure (i.e., a board of directors and audit, nominating, and compensation committees). The funds will vote for proposals to amend a company’s articles of incorporation to adopt the U.S.-style corporate structure.

Definition of outside director and independent director: Corporate governance principles in Japan focus on the distinction between outside directors and independent directors. Under these principles, an outside director is a director who is not and has never been a director, executive, or employee of the company or its parent company, subsidiaries or affiliates. An outside director is “independent” if that person can make decisions completely independent from the managers of the company, its parent, subsidiaries, or affiliates and does not have a material relationship with the company (i.e., major client, trading partner, or other business relationship; familial relationship with current director or executive; etc.). The guidelines have incorporated these definitions in applying the board independence standards above.

Korea

> The funds will withhold votes from the entire board of directors if

 the board does not have a majority of outside directors,

the board has not established a nominating committee composed of at least a majority of outside directors, or

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the board has not established an audit committee composed of at least three members and in which at least two-thirds of its members are outside directors.

Commentary: For purposes of these guidelines, an “outside director” is a director that is independent from the management or controlling shareholders of the company, and holds no interests that might impair performing his or her duties impartially from the company, management or controlling shareholder. In determining whether a director is an outside director, the funds will also apply the standards included in Article 415-2(2) of the Korean Commercial Code (i.e., no employment relationship with the company for a period of two years before serving on the committee, no director or employment relationship with the company’s largest shareholder, etc.) and may consider other business relationships that would affect the independence of an outside director.

Russia

> The funds will vote on a case-by-case basis for the election of nominees to the board of directors.

Commentary: In Russia, director elections are typically handled through a cumulative voting process. Cumulative voting allows shareholders to cast all of their votes for a single nominee for the board of directors, or to allocate their votes among nominees in any other way. In contrast, in “regular” voting, shareholders may not give more than one vote per share to any single nominee. Cumulative voting can help to strengthen the ability of minority shareholders to elect a director.

In Russia, as in some other emerging markets, standards of corporate governance are usually behind those in developed markets. Rather than vote against the entire board of directors, as the funds generally would in the case of a company whose board fails to meet the funds’ standards for independence, the funds may, on a case by case basis, cast all of their votes for one or more independent director nominees. The funds believe that it is important to increase the number of independent directors on the boards of Russian companies to mitigate the risks associated with dominant shareholders.

United Kingdom

> The funds will withhold votes from the entire board of directors if

 the board does not have at least a majority of independent non-executive directors,

 the board has not established a nomination committee composed of a majority of independent non executive directors, or

the board has not established compensation and audit committees composed of (1) at least three directors (in the case of smaller companies, two directors) and (2) solely independent non-executive directors, provided that, to the extent permitted under the United Kingdom’s Combined Code on Corporate Governance, the company chairman may serve on (but not serve as chairman of) the compensation and audit committees if the chairman was considered independent upon his or her appointment as chairman.

> The funds will withhold votes from any nominee for director who is considered an independent director by the company and who has received compensation within the last three years from the company other than for service as a director, such as investment banking, consulting, legal, or financial advisory fees.

> The funds will vote for proposals to amend a company’s articles of association to authorize boards to approve situations that might be interpreted to present potential conflicts of interest affecting a director.

Commentary:

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Application of guidelines: Although the United Kingdom’s Combined Code on Corporate Governance (“Combined Code”) has adopted the “comply and explain” approach to corporate governance, the funds’ Trustees believe that the guidelines discussed above with respect to board independence standards are integral to the protection of investors in U.K. companies. As a result, these guidelines will generally be applied in a prescriptive manner.

Definition of independence: For the purposes of these guidelines, a non-executive director shall be considered independent if the director meets the independence standards in section A.3.1 of the Combined Code (i.e., no material business or employment relationships with the company, no remuneration from the company for non-board services, no close family ties with senior employees or directors of the company, etc.), except that the funds do not view service on the board for more than nine years as affecting a director’s independence. Company chairmen in the U.K. are generally considered affiliated upon appointment as chairman due to the nature of the position of chairman. Consistent with the Combined Code, a company chairman who was considered independent upon appointment as chairman: may serve as a member of, but not as the chairman of, the compensation (remuneration) committee; and, in the case of smaller companies, may serve as a member of, but not as the chairman of, the audit committee.

Smaller companies: A smaller company is one that is below the FTSE 350 throughout the year immediately prior to the reporting year.

Conflicts of interest: The Companies Act 2006 requires a director to avoid a situation in which he or she has, or can have, a direct or indirect interest that conflicts, or possibly may conflict, with the interests of the company. This broadly written requirement could be construed to prevent a director from becoming a trustee or director of another organization. Provided there are reasonable safeguards, such as the exclusion of the relevant director from deliberations, the funds believe that the board may approve this type of potential conflict of interest in its discretion.

All other jurisdictions

> The funds will vote for supervisory board nominees when the supervisory board meets the funds’ independence standards, otherwise the funds will vote against supervisory board nominees.

Commentary: Companies in many jurisdictions operate under the oversight of supervisory boards. In the absence of jurisdiction-specific guidelines, the funds will generally hold supervisory boards to the same standards of independence as it applies to boards of directors in the United States.

Contested Board Elections

Italy

> The funds will vote for the management- or board-sponsored slate of nominees if the board meets the funds’ independence standards, and against the management- or board-sponsored slate of nominees if the board does not meet the funds’ independence standards; the funds will not vote on shareholder-proposed slates of nominees.

Commentary: Contested elections in Italy may involve a variety of competing slates of nominees. In these circumstances, the funds will focus their analysis on the board- or management-sponsored slate.

Corporate Governance

January 24, 2012  II-111 

 



> The funds will vote for proposals to change the size of a board if the board meets the funds’ independence standards, and against proposals to change the size of a board if the board does not meet the funds’ independence standards.

> The funds will vote for shareholder proposals calling for a majority of a company’s directors to be independent of management.

> The funds will vote for shareholder proposals seeking to increase the independence of board nominating, audit, and compensation committees.

> The funds will vote for shareholder proposals that implement corporate governance standards similar to those established under U.S. federal law and the listing requirements of U.S. stock exchanges and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated.

Taiwan

> The funds will vote against proposals to release directors from their non-competition obligations (their obligations not to engage in any business that is competitive with the company), unless the proposal is narrowly drafted to permit directors to engage in a business that is competitive with the company only on behalf of a wholly-owned subsidiary of the company.

Compensation

> The funds will vote for proposals to approve annual directors’ fees, except that the funds will consider these proposals on a case-by-case basis in each case in which the funds’ proxy voting service has recommended a vote against such a proposal.

> The funds will vote for non-binding proposals to approve remuneration reports, except that the funds will vote against proposals to approve remuneration reports that indicate that awards under a long-term incentive plan are not linked to performance targets.

Commentary: Since proposals relating to directors’ fees for non-U.S. issuers generally address relatively modest fees paid to non-executive directors, the funds generally support these proposals, provided that the fees are consistent with directors’ fees paid by the company’s peers and do not otherwise appear unwarranted. Consistent with the approach taken for U.S. issuers, the funds generally favor compensation programs that relate executive compensation to a company’s long-term performance and will support non-binding remuneration reports unless such a correlation is not made.

Capitalization

> The funds will vote for proposals

 to issue additional common stock representing up to 20% of the company’s outstanding common stock, where shareholders do not have preemptive rights, or

 to issue additional common stock representing up to 100% of the company’s outstanding common stock, where shareholders do have preemptive rights.

> The funds will vote for proposals to authorize share repurchase programs that are recommended for approval by the funds’ proxy voting service; otherwise, the funds will vote against such proposals.

Australia

January 24, 2012  II-112 

 



> The funds will vote for proposals to carve out, from the general cap on non-pro rata share issues of 15% of total equity in a rolling 12-month period, a particular proposed issue of shares or a particular issue of shares made previously within the 12-month period, if the company’s board meets the funds’ independence standards; if the company’s board does not meet the funds’ independence standards, then the funds will vote against these proposals.

Hong Kong

> The funds will vote for proposals to approve a general mandate permitting the company to engage in non-pro rata share issues of up to 20% of total equity in a year if the company’s board meets the funds’ independence standards; if the company’s board does not meet the funds’ independence standards, then the funds will vote against these proposals.

Commentary: In light of the prevalence of certain types of capitalization proposals in Australia and Hong Kong, the funds have adopted guidelines specific to those jurisdictions.

Other Business Matters

> The funds will vote for proposals permitting companies to deliver reports and other materials electronically (e.g., via website posting).

> The funds will vote for proposals permitting companies to issue regulatory reports in English.

> The funds will vote against proposals to shorten shareholder meeting notice periods to fourteen days.

> Commentary: Under Directive 2007/36/EC of the European Parliament and the Council of the European Union, companies have the option to request shareholder approval to set the notice period for special meetings at 14 days provided that certain electronic voting and communication requirements are met. The funds believe that the 14 day notice period is too short to provide overseas shareholders with sufficient time to analyze proposals and to participate meaningfully at special meetings and, as a result, have determined to vote against such proposals.

Germany

> The funds will vote in accordance with the recommendation of the company’s board of directors on shareholder countermotions added to a company’s meeting agenda, unless the countermotion is directly addressed by one of the funds’ other guidelines.

Commentary: In Germany, shareholders are able to add both proposals and countermotions to a meeting agenda. Countermotions, which must correspond to a proposal on the agenda, generally call for shareholders to oppose the existing proposal, although they may also propose separate voting decisions. Countermotions may be proposed by any shareholder and they are typically added throughout the period between the publication of the meeting agenda and the meeting date. This guideline reflects the funds’ intention to focus on the original proposal, which is expected to be presented a reasonable period of time before the shareholder meeting so that the funds will have an appropriate opportunity to evaluate it.

As adopted February 4, 2011

January 24, 2012  II-113 

 



Proxy voting procedures of the Putnam funds 

 

The proxy voting procedures below explain the role of the funds’ Trustees, the proxy voting service and the Proxy Manager, as well as how the process will work when a proxy question needs to be handled on a case-by-case basis, or when there may be a conflict of interest.

The role of the funds’ Trustees

The Trustees of the Putnam funds exercise control of the voting of proxies through their Board Policy and Nominating Committee, which is composed entirely of independent Trustees. The Board Policy and Nominating Committee oversees the proxy voting process and participates, as needed, in the resolution of issues that need to be handled on a case-by-case basis. The Committee annually reviews and recommends, for Trustee approval, guidelines governing the funds’ proxy votes, including how the funds vote on specific proposals and which matters are to be considered on a case-by-case basis. The Trustees are assisted in this process by their independent administrative staff (“Office of the Trustees”), independent legal counsel, and an independent proxy voting service. The Trustees also receive assistance from Putnam Investment Management, LLC (“Putnam Management”), the funds’ investment advisor, on matters involving investment judgments. In all cases, the ultimate decision on voting proxies rests with the Trustees, acting as fiduciaries on behalf of the shareholders of the funds.

The role of the proxy voting service

The funds have engaged an independent proxy voting service to assist in the voting of proxies. The proxy voting service is responsible for coordinating with the funds’ custodians to ensure that all proxy materials received by the custodians relating to the funds’ portfolio securities are processed in a timely fashion. To the extent applicable, the proxy voting service votes all proxies in accordance with the proxy voting guidelines established by the Trustees. The proxy voting service will refer proxy questions to the Proxy Manager (described below) for instructions under circumstances where: (1) the application of the proxy voting guidelines is unclear; (2) a particular proxy question is not covered by the guidelines; or (3) the guidelines call for specific instructions on a case-by-case basis. The proxy voting service is also requested to call to the Proxy Manager’s attention specific proxy questions that, while governed by a guideline, appear to involve unusual or controversial issues. The funds also utilize research services relating to proxy questions provided by the proxy voting service and by other firms.

The role of the Proxy Manager

Each year, a member of the Office of the Trustees is appointed Proxy Manager to assist in the coordination and voting of the funds’ proxies. The Proxy Manager will deal directly with the proxy voting service and, in the case of proxy questions referred by the proxy voting service, will solicit voting recommendations and instructions from the Office of the Trustees, the Chair of the Board Policy and Nominating Committee, and Putnam Management’s investment professionals, as appropriate. The Proxy Manager is responsible for ensuring that these questions and referrals are responded to in a timely fashion and for transmitting appropriate voting instructions to the proxy voting service.

Voting procedures for referral items

As discussed above, the proxy voting service will refer proxy questions to the Proxy Manager under certain circumstances. When the application of the proxy voting guidelines is unclear or a particular proxy question is not covered by the guidelines (and does not involve investment considerations), the Proxy Manager will assist in interpreting the guidelines and, as appropriate, consult with one or more senior staff members of the Office of the Trustees and the Chair of the Board Policy and Nominating Committee on how the funds’ shares will be voted.

January 24, 2012  II-114 

 



For proxy questions that require a case-by-case analysis pursuant to the guidelines or that are not covered by the guidelines but involve investment considerations, the Proxy Manager will refer such questions, through an electronic request form, to Putnam Management’s investment professionals for a voting recommendation. Such referrals will be made in cooperation with the person or persons designated by Putnam Management’s Legal and Compliance Department to assist in processing such referral items. In connection with each such referral item, the Legal and Compliance Department will conduct a conflicts of interest review, as described below under “Conflicts of interest,” and provide electronically a conflicts of interest report (the “Conflicts Report”) to the Proxy Manager describing the results of such review. After receiving a referral item from the Proxy Manager, Putnam Management’s investment professionals will provide a recommendation electronically to the Proxy Manager and the person or persons designated by the Legal and Compliance Department to assist in processing referral items. Such recommendation will set forth (1) how the proxies should be voted; (2) the basis and rationale for such recommendation; and (3) any contacts the investment professionals have had with respect to the referral item with non-investment personnel of Putnam Management or with outside parties (except for routine communications from proxy solicitors). The Proxy Manager will then review the investment professionals’ recommendation and the Conflicts Report with one or more senior staff members of the Office of the Trustees in determining how to vote the funds’ proxies. The Proxy Manager will maintain a record of all proxy questions that have been referred to Putnam Management’s investment professionals, the voting recommendation, and the Conflicts Report.

In some situations, the Proxy Manager and/or one or more senior staff members of the Office of the Trustees may determine that a particular proxy question raises policy issues requiring consultation with the Chair of the Board Policy and Nominating Committee, who, in turn, may decide to bring the particular proxy question to the Committee or the full Board of Trustees for consideration.

Conflicts of interest

Occasions may arise where a person or organization involved in the proxy voting process may have a conflict of interest. A conflict of interest may exist, for example, if Putnam Management has a business relationship with (or is actively soliciting business from) either the company soliciting the proxy or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a particular outcome of a proxy vote. Any individual with knowledge of a personal conflict of interest (e.g., familial relationship with company management) relating to a particular referral item shall disclose that conflict to the Proxy Manager and the Legal and Compliance Department and otherwise remove himself or herself from the proxy voting process. The Legal and Compliance Department will review each item referred to Putnam Management’s investment professionals to determine if a conflict of interest exists and will provide the Proxy Manager with a Conflicts Report for each referral item that (1) describes any conflict of interest; (2) discusses the procedures used to address such conflict of interest; and (3) discloses any contacts from parties outside Putnam Management (other than routine communications from proxy solicitors) with respect to the referral item not otherwise reported in an investment professional’s recommendation. The Conflicts Report will also include written confirmation that any recommendation from an investment professional provided under circumstances where a conflict of interest exists was made solely on the investment merits and without regard to any other consideration.

As adopted March 11, 2005 and revised June 12, 2009.

January 24, 2012  II-115 

 



Appendix B
Financial statements (excerpted from the most recent annual report)

 

 

 

 

 

 

 

 

 

 

 

 

 

January 24, 2012  II-116 

 



Report of Independent Registered Public Accounting Firm

To the Trustees of Putnam Asset Allocation Funds Trust and
Shareholders of Putnam Asset Allocation: Growth Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Putnam Asset Allocation: Growth Portfolio (the “fund”) at September 30, 2011, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of investments owned at September 30, 2011 by correspondence with the custodian, brokers, and transfer agent, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
November 14, 2011

21



The fund’s portfolio 9/30/11

COMMON STOCKS (51.5%)*  Shares  Value 

 
Basic materials (3.3%)     
Agrium, Inc. (Canada)  898  $59,861 

Albemarle Corp.  37,100  1,498,840 

Andersons, Inc. (The)  17,485  588,545 

Archer Daniels-Midland Co.  2,476  61,430 

Arkema (France)  4,182  243,273 

BASF SE (Germany)  24,844  1,509,943 

BBMG Corp. (China)  966,500  714,522 

BHP Billiton, Ltd. (Australia)  51,292  1,708,492 

Black Earth Farming, Ltd. SDR (Sweden) †  4,410  11,070 

Boise, Inc.  53,395  276,052 

Cambrex Corp. †  31,696  159,748 

Carillion PLC (United Kingdom)  91,827  474,646 

CF Industries Holdings, Inc.  521  64,286 

China Agri-Industries Holdings, Ltd. (China)  37,000  22,724 

China BlueChemical, Ltd. (China)  40,000  30,578 

China National Building Material Co., Ltd. (China)  428,000  361,758 

China National Materials Co., Ltd. (China)  1,205,000  421,282 

China Shanshui Cement Group, Ltd. (China)  661,000  435,315 

Compagnie de Saint-Gobain (France)  4,658  178,210 

Cresud S.A.C.I.F. y A. ADR (Argentina)  1,797  19,444 

Cytec Industries, Inc.  25,700  903,098 

Domtar Corp. (Canada)  11,100  756,687 

First Quantum Minerals, Ltd. (Canada)  7,000  93,534 

Fletcher Building, Ltd. (New Zealand)  97,675  568,270 

Formosa Chemicals & Fibre Corp. (Taiwan)  92,000  237,075 

Fortescue Metals Group, Ltd. (Australia)  61,511  255,638 

Freeport-McMoRan Copper & Gold, Inc. Class B (Indonesia)  116,946  3,561,006 

Georgia Gulf Corp. †  6,276  86,797 

Gold Fields, Ltd. (South Africa)  27,380  421,246 

Gold Resource Corp. S  8,793  146,403 

Golden Agri-Resources, Ltd. (Singapore)  86,000  39,535 

GrainCorp, Ltd. (Australia)  5,214  35,941 

Incitec Pivot, Ltd. (Australia)  14,968  46,521 

Innophos Holdings, Inc.  14,885  593,465 

Innospec, Inc. †  7,789  188,572 

International Flavors & Fragrances, Inc.  33,000  1,855,260 

Intrepid Potash, Inc. †  1,289  32,057 

JSR Corp. (Japan)  21,000  361,189 

K&S AG (Germany)  4,558  240,054 

KapStone Paper and Packaging Corp. †  28,833  400,490 

Koninklijke DSM NV (Netherlands)  17,630  767,775 

Koppers Holdings, Inc.  9,931  254,333 

KWS Saat AG (Germany)  96  17,851 

L.B. Foster Co. Class A  4,705  104,592 

Lanxess AG (Germany)  4,825  232,326 

 

22



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Basic materials cont.     
Layne Christensen Co. †  12,974  $299,699 

LyondellBasell Industries NV Class A (Netherlands)  4,011  97,989 

MeadWestvaco Corp.  68,965  1,693,780 

Minerals Technologies, Inc.  4,049  199,494 

Monsanto Co.  38,129  2,289,265 

Mosaic Co. (The)  958  46,913 

NewMarket Corp.  1,699  258,027 

Nitto Denko Corp. (Japan)  47,600  1,876,209 

Nufarm, Ltd. (Australia) †  7,463  30,407 

OCI Co., Ltd. (South Korea)  1,708  290,999 

OM Group, Inc. †  19,180  498,105 

Petronas Chemicals Group Bhd (Malaysia)  84,700  146,118 

PolyOne Corp.  29,475  315,677 

Potash Corp. of Saskatchewan, Inc. (Canada)  4,300  187,404 

Potash Corp. of Saskatchewan, Inc. (Canada)  2,663  115,095 

PPG Industries, Inc.  40,300  2,847,598 

PT Astra Agro Lestari Tbk (Indonesia)  12,500  27,043 

Rare Element Resources, Ltd. (Canada) † S  23,216  117,937 

Rio Tinto PLC (United Kingdom)  44,675  1,976,673 

Rio Tinto, Ltd. (Australia)  49,552  2,908,495 

Sealed Air Corp.  41,400  691,380 

Siam Cement PCL NVDR (Thailand)  67,400  559,260 

Sinofert Holdings, Ltd. (China)  64,000  16,327 

SLC Agricola SA (Brazil)  1,985  16,490 

Sociedad Quimica y Minera de Chile SA ADR (Chile)  1,545  73,866 

Sterlite Industries (India), Ltd. (India)  110,228  249,927 

Sterlite Industries (India), Ltd. ADR (India) S  33,060  304,483 

Syngenta AG (Switzerland) †  9,500  2,463,782 

Taiwan Fertilizer Co., Ltd. (Taiwan)  14,000  33,899 

Uralkali (Russia) †  62,088  424,507 

Uralkali (Russia)  36,955  255,426 

Vale Fertilizantes SA (Preference) (Brazil)  4,617  59,604 

Vale SA ADR (Brazil)  47,536  1,083,821 

Vale SA ADR (Preference) (Brazil)  41,185  864,885 

Vallourec SA (France)  1,292  74,177 

Vilmorin & Cie (France)  217  21,229 

Viterra, Inc. (Canada)  4,347  42,929 

voestalpine AG (Austria)  29,367  852,603 

W.R. Grace & Co. †  26,075  868,298 

Weyerhaeuser Co. R  60,800  945,440 

Wilmar International, Ltd. (Singapore)  14,000  55,587 

Xstrata PLC (United Kingdom)  31,985  401,871 

Yara International ASA (Norway)  1,446  55,354 

Zijin Mining Group Co., Ltd. (China)  558,000  158,262 

    47,836,068 

 

23



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Capital goods (3.5%)     
ABB, Ltd. (Switzerland) †  128,852  $2,202,927 

AGCO Corp. †  2,172  75,086 

Aisin Seiki Co., Ltd. (Japan)  29,400  977,326 

American Axle & Manufacturing Holdings, Inc. †  13,002  99,205 

Applied Industrial Technologies, Inc.  17,299  469,841 

Autoliv, Inc. (Sweden)  19,300  936,050 

AZZ, Inc.  3,284  127,321 

BHI Co., Ltd. (South Korea)  16,024  213,934 

Canon, Inc. (Japan)  36,350  1,646,600 

Cascade Corp.  8,613  287,588 

Changsha Zoomlion Heavy Industry Science and Technology     
Development Co., Ltd. (China)  71,400  78,487 

Chart Industries, Inc. †  12,037  507,600 

Chongqing Machinery & Electric Co., Ltd. (China)  840,000  118,405 

CNH Global NV (Netherlands) †  1,651  43,322 

Daelim Industrial Co., Ltd. (South Korea)  5,613  449,158 

Deere & Co.  1,306  84,328 

Douglas Dynamics, Inc.  11,576  147,941 

Dover Corp.  67,937  3,165,864 

Ducommun, Inc.  3,105  46,513 

Duoyuan Global Water, Inc. ADR (China) † F S  13,215  51,274 

DXP Enterprises, Inc. †  10,301  193,968 

Embraer SA ADR (Brazil)  20,445  518,690 

Emerson Electric Co.  87,725  3,623,920 

ESCO Technologies, Inc.  6,285  160,268 

Esterline Technologies Corp. †  3,684  190,979 

European Aeronautic Defense and Space Co. NV (France)  38,151  1,072,145 

Exide Technologies †  22,324  89,296 

Faurecia (France)  4,165  88,987 

Franklin Electric Co., Inc.  6,920  251,058 

Generac Holdings, Inc. †  5,176  97,361 

Harbin Power Equipment Co., Ltd. (China)  364,000  296,795 

Hitachi, Ltd. (Japan)  511,000  2,543,059 

Honeywell International, Inc.  99,200  4,355,872 

Hyundai Mobis (South Korea)  2,833  804,581 

Invensys PLC (United Kingdom)  75,660  263,425 

Kadant, Inc. †  5,335  94,750 

KEPCO Engineering & Construction Co., Inc. (South Korea)  6,963  284,765 

KEPCO Plant Service & Engineering Co., Ltd. (South Korea)  11,360  279,287 

Lindsay Corp.  2,508  134,930 

LMI Aerospace, Inc. †  7,783  132,778 

Lockheed Martin Corp.  49,653  3,606,794 

Lonking Holdings, Ltd. (China)  1,100,000  347,833 

LSB Industries, Inc. †  9,558  274,028 

Meritor, Inc. †  8,001  56,487 

Metso Corp. OYJ (Finland)  8,681  253,367 

 

24



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Capital goods cont.     
Mitsubishi Electric Corp. (Japan)  306,000  $2,711,643 

MTU Aero Engines Holding AG (Germany)  3,099  194,616 

NACCO Industries, Inc. Class A  1,255  79,567 

National Presto Industries, Inc.  1,701  147,834 

Newport Corp. †  7,323  79,162 

Parker Hannifin Corp.  51,800  3,270,134 

Polypore International, Inc. †  7,965  450,182 

Powell Industries, Inc. †  6,180  191,395 

Raytheon Co.  77,363  3,161,826 

Regal-Beloit Corp.  33,000  1,497,540 

Rheinmetall AG (Germany)  3,275  153,852 

Schneider Electric SA (France)  6,209  334,845 

SembCorp Industries, Ltd. (Singapore)  267,000  689,646 

Singapore Technologies Engineering, Ltd. (Singapore)  108,000  229,150 

SKF AB Class B (Sweden)  83,323  1,576,569 

Societe BIC SA (France)  9,456  805,927 

Standard Motor Products, Inc.  15,159  196,612 

Tetra Tech, Inc. †  13,948  261,386 

Thomas & Betts Corp. †  10,518  419,773 

TriMas Corp. †  24,738  367,359 

United Technologies Corp.  10,346  727,945 

Valmont Industries, Inc.  7,104  553,686 

Vinci SA (France)  5,959  256,307 

Zebra Technologies Corp. Class A †  6,925  214,260 

    50,315,409 
Communication services (2.9%)     
ADTRAN, Inc.  13,573  359,142 

Allot Communications, Ltd. (Israel) †  8,399  81,890 

American Tower Corp. Class A †  40,700  2,189,660 

Aruba Networks, Inc. †  7,313  152,915 

AT&T, Inc.  129,906  3,704,919 

BCE, Inc. (Canada)  6,482  243,944 

Bharti Airtel, Ltd. (India) †  48,277  366,852 

British Sky Broadcasting Group PLC (United Kingdom)  11,291  116,133 

BroadSoft, Inc. †  4,471  135,695 

BT Group PLC (United Kingdom)  844,454  2,267,800 

China Mobile, Ltd. (China)  20,500  199,988 

Cincinnati Bell, Inc. †  167,900  518,811 

Deutsche Telekom AG (Germany)  56,913  670,607 

DIRECTV Class A †  96,763  4,088,237 

EchoStar Corp. Class A †  47,111  1,065,180 

Empresa Nacional de Telecomunicaciones SA (ENTEL) (Chile)  21,130  406,539 

France Telecom SA (France)  65,369  1,073,706 

GeoEye, Inc. †  6,206  175,940 

HSN, Inc. †  5,317  176,152 

IAC/InterActiveCorp. †  104,200  4,121,110 

InterDigital, Inc.  2,517  117,242 

 

25



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Communication services cont.     
Iridium Communications, Inc. † S  44,537  $276,129 

Kabel Deutschland Holding AG (Germany) †  9,329  503,722 

Loral Space & Communications, Inc. †  5,130  257,013 

MetroPCS Communications, Inc. †  38,400  334,464 

NeuStar, Inc. Class A †  12,120  304,697 

NII Holdings, Inc. †  91,164  2,456,870 

Nippon Telegraph & Telephone (NTT) Corp. (Japan)  56,100  2,697,780 

NTELOS Holdings Corp.  14,325  253,982 

NTT DoCoMo, Inc. (Japan)  527  961,229 

Premiere Global Services, Inc. †  20,398  130,955 

Qualcomm, Inc.  21,994  1,069,568 

Tele2 AB Class B (Sweden)  32,977  605,416 

Telecity Group PLC (United Kingdom) †  14,000  121,037 

Telecom Corp. of New Zealand, Ltd. (New Zealand)  717,212  1,420,116 

Telenet Group Holding NV (Belgium) †  7,865  288,639 

USA Mobility, Inc.  14,757  194,792 

Verizon Communications, Inc.  168,285  6,192,888 

Virgin Media, Inc. (United Kingdom)  7,800  189,930 

Vodafone Group PLC (United Kingdom)  284,450  735,891 

    41,227,580 
Conglomerates (0.7%)     
3M Co.  6,746  484,295 

General Electric Co.  296,413  4,517,334 

Marubeni Corp. (Japan)  45,000  251,795 

Mitsui & Co., Ltd. (Japan)  58,000  839,984 

Siemens AG (Germany)  16,582  1,500,571 

SPX Corp.  36,531  1,655,220 

    9,249,199 
Consumer cyclicals (6.5%)     
99 Cents Only Stores †  12,308  226,713 

Advance America Cash Advance Centers, Inc.  14,785  108,818 

Advance Auto Parts, Inc.  33,200  1,928,920 

Aeropostale, Inc. †  3,665  39,619 

Alliance Data Systems Corp. † S  3,813  353,465 

AMERCO †  1,100  68,695 

ANN, Inc. †  16,102  367,770 

Apollo Tyres, Ltd. (India)  516,048  577,583 

Arbitron, Inc.  4,087  135,198 

Asahi Diamond Industrial Co., Ltd. (Japan)  18,200  253,068 

Ascena Retail Group, Inc. †  10,787  292,004 

Audiovox Corp. Class A †  47,126  258,722 

Bayerische Motoren Werke (BMW) AG (Germany)  6,048  401,416 

Big Lots, Inc. †  13,752  478,982 

BR Malls Participacoes SA (Brazil)  120,661  1,230,405 

Brunswick Corp.  15,863  222,717 

Bunzl PLC (United Kingdom)  46,930  558,424 

Burberry Group PLC (United Kingdom)  91,248  1,654,744 

 

26



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Consumer cyclicals cont.     
Cash America International, Inc.  4,995  $255,544 

Cato Corp. (The) Class A  5,032  113,522 

Christian Dior SA (France)  6,023  674,930 

CJ O Shopping Co., Ltd. (South Korea)  1,423  315,196 

Coach, Inc.  44,282  2,295,136 

Compass Group PLC (United Kingdom)  84,046  680,878 

Conn’s, Inc. † S  26,258  188,532 

Ctrip.com Int’l, Ltd. ADR (China) †  5,100  164,016 

Daimler AG (Registered Shares) (Germany)  17,108  759,060 

Deluxe Corp.  17,609  327,527 

DG FastChannel, Inc. †  8,448  143,194 

Dillards, Inc. Class A  5,200  226,096 

Dongfeng Motor Group Co., Ltd. (China)  50,000  66,286 

DSW, Inc. Class A  16,120  744,422 

Dun & Bradstreet Corp. (The)  33,300  2,039,958 

Elders, Ltd. (Australia) †  44,692  12,362 

Expedia, Inc.  77,200  1,987,900 

Express, Inc.  8,373  169,888 

EZCORP, Inc. Class A †  21,951  626,482 

FelCor Lodging Trust, Inc. † R  48,638  113,327 

Fiat Industrial SpA (Italy) †  16,078  120,085 

Fiat SpA (Italy)  77,147  417,644 

Finish Line, Inc. (The) Class A  23,538  470,525 

First Cash Financial Services, Inc. †  1,886  79,118 

Foot Locker, Inc.  98,600  1,980,874 

GameStop Corp. Class A † S  91,739  2,119,171 

Genesco, Inc. †  5,550  285,992 

Genting Bhd (Malaysia)  248,000  701,937 

Global Payments, Inc.  10,855  438,433 

GNC Holdings, Inc. Class A †  26,390  530,967 

GOME Electrical Appliances Holdings, Ltd. (China)  382,000  86,965 

Gordmans Stores, Inc. †  4,563  54,619 

Harman International Industries, Inc.  35,800  1,023,164 

Healthcare Services Group, Inc.  17,018  274,671 

Helen of Troy, Ltd. (Bermuda) †  3,586  90,080 

Hillenbrand, Inc.  18,919  348,110 

Home Inns & Hotels Management, Inc. ADR (China) †  18,600  479,322 

Hyundai Department Store Co., Ltd. (South Korea)  2,167  298,257 

Iconix Brand Group, Inc. †  10,936  172,789 

Indofood Agri Resources, Ltd. (Singapore) †  7,000  6,498 

Industria de Diseno Textil (Inditex) SA (Spain)  12,495  1,071,841 

Interpublic Group of Companies, Inc. (The)  198,100  1,426,320 

Intersections, Inc.  7,516  96,581 

JB Hi-Fi, Ltd. (Australia) S  6,278  91,160 

Jos. A. Bank Clothiers, Inc. †  5,161  240,657 

Kia Motors Corp. (South Korea)  9,460  565,453 

 

27



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Consumer cyclicals cont.     
Kimberly-Clark Corp.  64,400  $4,573,044 

Kingfisher PLC (United Kingdom)  246,915  948,197 

Knology, Inc. †  39,675  514,982 

La-Z-Boy, Inc. †  29,338  217,395 

Leapfrog Enterprises, Inc. †  56,130  189,158 

Lewis Group, Ltd. (South Africa)  32,665  282,480 

LG Corp. (South Korea)  2,625  130,853 

Limited Brands, Inc.  86,300  3,323,413 

LS Corp. (South Korea)  1,840  111,233 

M6-Metropole Television (France)  23,310  379,730 

Maidenform Brands, Inc. †  12,889  301,731 

MasTec, Inc. †  16,447  289,632 

Media Nusantara Citra Tbk PT (Indonesia)  623,000  71,357 

Men’s Wearhouse, Inc. (The)  6,686  174,371 

Moody’s Corp.  27,038  823,307 

National CineMedia, Inc.  19,956  289,562 

News Corp. Class A  80,490  1,245,180 

Next PLC (United Kingdom)  68,369  2,681,027 

Nissan Motor Co., Ltd. (Japan)  128,200  1,133,597 

Nu Skin Enterprises, Inc. Class A  7,286  295,229 

Omnicom Group, Inc.  77,600  2,858,784 

OPAP SA (Greece)  48,287  490,756 

PCD Stores Group, Ltd. (China)  1,968,000  239,741 

Perry Ellis International, Inc. †  15,204  285,835 

Peugeot SA (France)  58,587  1,248,608 

Porsche Automobil Holding SE (Preference) (Germany)  8,757  419,904 

PPR SA (France)  2,303  297,588 

PVH Corp.  3,067  178,622 

R. R. Donnelley & Sons Co.  77,900  1,099,948 

Randstad Holding NV (Netherlands)  6,061  193,670 

Rent-A-Center, Inc.  6,074  166,731 

Select Comfort Corp. †  14,344  200,386 

Signet Jewelers, Ltd. (Bermuda) †  5,272  178,194 

Sinclair Broadcast Group, Inc. Class A  46,789  335,477 

Sonic Automotive, Inc. Class A  63,090  680,741 

Sony Corp. (Japan)  85,600  1,643,734 

Sotheby’s Holdings, Inc. Class A  4,043  111,466 

Steven Madden, Ltd. †  21,777  655,488 

Suzuki Motor Corp. (Japan)  56,900  1,252,396 

Swire Pacific, Ltd. (Hong Kong)  156,500  1,607,487 

Time Warner, Inc.  122,967  3,685,321 

TJX Cos., Inc. (The)  73,200  4,060,404 

TNS, Inc. †  17,856  335,693 

Town Sports International Holdings, Inc. †  21,650  157,179 

Trump Entertainment Resorts, Inc. F  163  693 

TRW Automotive Holdings Corp. †  25,000  818,250 

 

28



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Consumer cyclicals cont.     
TUI Travel PLC (United Kingdom)  171,985  $397,035 

Valeo SA (France)  23,523  989,452 

ValueClick, Inc. †  5,986  93,142 

VF Corp.  23,560  2,863,011 

Viacom, Inc. Class B  56,301  2,181,101 

Volkswagen AG (Preference) (Germany)  6,787  899,428 

Wal-Mart Stores, Inc.  139,629  7,246,745 

Walt Disney Co. (The)  23,800  717,808 

Warnaco Group, Inc. (The) †  9,412  433,799 

Williams-Sonoma, Inc.  52,400  1,613,396 

WPP PLC (Ireland)  53,991  498,823 

Yamada Denki Co., Ltd. (Japan)  2,020  141,114 

    93,786,180 
Consumer staples (5.2%)     
AFC Enterprises †  55,349  654,779 

Ajinomoto Co., Inc. (Japan)  31,000  366,833 

American Greetings Corp. Class A  10,675  197,488 

Anheuser-Busch InBev NV (Belgium)  23,232  1,234,142 

Associated British Foods PLC (United Kingdom)  14,754  253,508 

Avis Budget Group, Inc. †  36,243  350,470 

Beacon Roofing Supply, Inc. †  18,973  303,378 

BRF — Brasil Foods SA ADR (Brazil)  2,498  43,790 

Brinker International, Inc.  20,407  426,914 

British American Tobacco (BAT) PLC (United Kingdom)  15,408  654,261 

Bunge, Ltd.  1,011  58,931 

Carlsberg A/S Class B (Denmark)  2,333  138,620 

CEC Entertainment, Inc.  2,500  71,175 

Chaoda Modern Agriculture Holdings, Ltd. (China)  72,000  9,577 

Cheesecake Factory, Inc. (The) †  5,118  126,159 

Chiquita Brands International, Inc. †  879  7,331 

Coca-Cola Bottling Co. Consolidated  2,313  128,279 

Coca-Cola Co. (The)  51,200  3,459,072 

Core-Mark Holding Co., Inc. †  6,211  190,243 

Corn Products International, Inc.  1,042  40,888 

Costco Wholesale Corp.  13,600  1,116,832 

CVS Caremark Corp.  69,900  2,347,242 

Danone (France)  8,370  515,965 

Darling International, Inc. †  10,277  129,387 

DeNA Co., Ltd. (Japan)  5,700  238,600 

DineEquity, Inc. † S  11,890  457,646 

Domino’s Pizza, Inc. †  16,010  436,273 

Dr. Pepper Snapple Group, Inc.  93,300  3,618,174 

Elizabeth Arden, Inc. †  18,753  533,335 

Energizer Holdings, Inc. †  19,727  1,310,662 

Genuine Parts Co.  50,500  2,565,400 

Geo Group, Inc. (The) †  17,656  327,695 

Glanbia PLC (Ireland)  3,131  18,640 

 

29



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Consumer staples cont.     
Heineken Holding NV (Netherlands)  17,776  $686,850 

Henkel AG & Co. KGaA (Germany)  4,006  213,220 

Imperial Tobacco Group PLC (United Kingdom)  3,639  123,116 

Indofood Sukses Makmur Tbk PT (Indonesia)  69,000  38,920 

IOI Corp. Bhd (Malaysia)  27,000  39,006 

Jack in the Box, Inc. †  9,593  191,093 

Japan Tobacco, Inc. (Japan)  426  1,988,654 

Kao Corp. (Japan)  35,100  976,930 

Kerry Group PLC Class A (Ireland)  39,595  1,388,571 

Koninklijke Ahold NV (Netherlands)  165,293  1,946,810 

Kroger Co. (The)  83,900  1,842,444 

Kuala Lumpur Kepong Bhd (Malaysia)  6,400  41,748 

Lawson, Inc. (Japan)  5,000  282,768 

Lincoln Educational Services Corp.  7,491  60,602 

Lorillard, Inc.  18,000  1,992,600 

Maple Leaf Foods, Inc. (Canada)  2,025  22,073 

McDonald’s Corp.  18,462  1,621,333 

MEIJI Holdings Co., Ltd. (Japan)  14,400  682,473 

MWI Veterinary Supply, Inc. †  2,564  176,454 

Nestle SA (Switzerland)  23,342  1,284,534 

Nippon Meat Packers, Inc. (Japan)  158,000  2,053,510 

Olam International, Ltd. (Singapore)  135,000  230,380 

Omega Protein Corp. †  12,668  115,025 

Papa John’s International, Inc. †  5,113  155,435 

PepsiCo, Inc.  36,043  2,231,062 

Philip Morris International, Inc.  92,742  5,785,246 

Prestige Brands Holdings, Inc. †  22,216  201,055 

Procter & Gamble Co. (The)  83,123  5,251,711 

PT Perusahaan Perkebunan London Sumatra Indonesia Tbk (Indonesia)  97,000  22,226 

Rakuten, Inc. (Japan)  319  372,735 

Reckitt Benckiser Group PLC (United Kingdom)  57,693  2,922,111 

Safeway, Inc.  164,680  2,738,628 

Sally Beauty Holdings, Inc. †  13,372  221,975 

Shutterfly, Inc. †  1,872  77,089 

Smithfield Foods, Inc. †  1,140  22,230 

Spartan Stores, Inc.  10,414  161,209 

Spectrum Brands Holdings, Inc. †  4,235  100,031 

Suedzucker AG (Germany)  7,450  211,746 

Synergy Co. (Russia) †  25,391  761,730 

Tate & Lyle PLC (United Kingdom)  3,554  34,445 

Tesco PLC (United Kingdom)  52,817  309,515 

Tyson Foods, Inc. Class A  1,994  34,616 

Unilever NV (Netherlands)  46,211  1,466,147 

Unilever PLC (United Kingdom)  9,077  284,864 

USANA Health Sciences, Inc. †  4,793  131,808 

W.W. Grainger, Inc. S  27,600  4,127,304 

 

30



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Consumer staples cont.     
Walgreen Co.  61,800  $2,032,602 

WM Morrison Supermarkets PLC (United Kingdom)  80,381  363,117 

Wolseley PLC (Switzerland)  88,149  2,198,321 

Yamazaki Baking Co., Inc. (Japan)  103,000  1,564,564 

Zhongpin, Inc. (China) †  86,571  657,940 

    74,772,265 
Energy (5.3%)     
BG Group PLC (United Kingdom)  66,039  1,259,833 

BP PLC (United Kingdom)  243,553  1,463,478 

Cairn Energy PLC (United Kingdom) †  14,996  65,110 

Caltex Australia, Ltd. (Australia)  74,725  772,073 

Cameron International Corp. †  87,400  3,630,596 

Canadian Natural Resources, Ltd. (Canada)  13,000  383,151 

Chevron Corp.  54,785  5,068,708 

Cimarex Energy Co.  47,300  2,634,610 

Clayton Williams Energy, Inc. † S  3,635  155,614 

CNOOC, Ltd. (China)  628,000  1,009,261 

Compagnie Generale de Geophysique-Veritas (France) †  52,772  928,209 

Complete Production Services, Inc. †  15,728  296,473 

Compton Petroleum Corp. (Canada) †  12,720  75,999 

ConocoPhillips  26,079  1,651,322 

Contango Oil & Gas Co. †  4,506  246,523 

CVR Energy, Inc. †  15,953  337,246 

Deepocean Group (Shell) (acquired 6/9/11, cost $122,420) (Norway) ‡  8,432  118,048 

Energy Partners, Ltd. †  17,620  195,053 

ENI SpA (Italy)  74,571  1,312,447 

Eurasia Drilling Co., Ltd. (Cayman Islands)  19,737  359,112 

Exxon Mobil Corp.  192,396  13,973,721 

First Solar, Inc. † S  2,674  169,024 

Gazprom OAO ADR (LSE) (Russia)  190,618  1,823,348 

Gazprom OAO ADR (OTC) (Russia)  22,600  215,830 

Halliburton Co.  136,083  4,153,253 

Helix Energy Solutions Group, Inc. †  33,455  438,261 

Hidili Industry International Development, Ltd. (China)  239,000  67,564 

Inpex Corp. (Japan)  113  696,758 

Lukoil OAO ADR (Russia)  29,631  1,491,669 

Marathon Oil Corp.  71,900  1,551,602 

Marathon Petroleum Corp.  35,900  971,454 

Murphy Oil Corp.  59,400  2,623,104 

New World Resources PLC Class A (Czech Republic)  33,105  235,589 

Nexen, Inc. (Canada)  11,682  182,391 

Occidental Petroleum Corp.  8,166  583,869 

Oceaneering International, Inc.  97,000  3,427,980 

OGX Petroleo e Gas Participacoes SA (Brazil) †  149,806  914,494 

Pacific Rubiales Energy Corp. (Colombia)  25,500  542,241 

Peabody Energy Corp.  77,200  2,615,536 

Petrofac, Ltd. (United Kingdom)  32,158  596,043 

 

31



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Energy cont.     
Petroleo Brasileiro SA ADR (Preference) (Brazil)  38,051  $788,417 

Petroleo Brasileiro SA ADR (Brazil)  32,666  733,352 

Petroquest Energy, Inc. † S  10,885  59,868 

Rosetta Resources, Inc. † S  21,469  734,669 

Royal Dutch Shell PLC Class B (United Kingdom)  83,261  2,590,796 

Sasol, Ltd. (South Africa)  26,283  1,074,972 

Schlumberger, Ltd.  15,500  925,815 

Stallion Oilfield Holdings, Ltd.  1,034  34,122 

Statoil ASA (Norway)  115,175  2,470,310 

Stone Energy Corp. †  30,363  492,184 

Swift Energy Co. †  9,408  228,991 

Technip SA (France)  6,678  535,324 

TETRA Technologies, Inc. †  16,177  124,886 

Total SA (France)  11,707  517,037 

Tullow Oil PLC (United Kingdom)  28,981  589,061 

Unit Corp. †  5,684  209,853 

Vaalco Energy, Inc. †  32,834  159,573 

Valero Energy Corp.  197,600  3,513,328 

W&T Offshore, Inc.  15,219  209,413 

Walter Energy, Inc.  10,686  641,267 

Western Refining, Inc. †  13,457  167,674 

    76,037,509 
Financials (8.5%)     
3i Group PLC (United Kingdom)  112,322  327,340 

ACE, Ltd.  6,796  411,838 

Affiliated Managers Group †  19,900  1,553,195 

Aflac, Inc.  39,300  1,373,535 

African Bank Investments, Ltd. (South Africa)  131,723  535,926 

Agree Realty Corp. R  10,033  218,519 

Agricultural Bank of China, Ltd. (China)  1,636,000  525,945 

AIA Group, Ltd. (Hong Kong)  278,800  789,359 

Allianz SE (Germany)  10,500  989,718 

Allied World Assurance Co. Holdings AG  39,101  2,100,115 

American Capital Agency Corp. R  7,039  190,757 

American Equity Investment Life Holding Co. S  31,988  279,895 

American Express Co.  36,000  1,616,400 

American Financial Group, Inc.  6,432  199,842 

American Safety Insurance Holdings, Ltd. †  16,226  298,558 

Annaly Capital Management, Inc. R  114,700  1,907,461 

Anworth Mortgage Asset Corp. R  26,718  181,682 

Arch Capital Group, Ltd. †  19,750  645,331 

Arlington Asset Investment Corp. Class A  6,828  164,213 

Ashford Hospitality Trust, Inc. R  25,442  178,603 

Aspen Insurance Holdings, Ltd.  10,303  237,381 

Assurant, Inc.  44,600  1,596,680 

Assured Guaranty, Ltd. (Bermuda)  47,971  527,201 

Australia & New Zealand Banking Group, Ltd. (Australia)  152,522  2,839,735 

 

32



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Financials cont.     
AvalonBay Communities, Inc. R  6,000  $684,300 

Aviva PLC (United Kingdom)  38,450  182,014 

AXA SA (France)  28,328  368,432 

Banca Monte dei Paschi di Siena SpA (Italy)  563,068  313,841 

Banco Bradesco SA ADR (Brazil)  151,941  2,247,207 

Banco Latinoamericano de Exportaciones SA Class E (Panama)  22,547  343,391 

Banco Santander Central Hispano SA (Spain)  20,065  164,308 

Bank of America Corp.  315,805  1,932,727 

Bank of Marin Bancorp.  4,198  138,702 

Bank of the Ozarks, Inc.  22,650  474,065 

Barclays PLC (United Kingdom)  763,459  1,877,584 

Barratt Developments PLC (United Kingdom) †  119,189  144,576 

Berkshire Hathaway, Inc. Class B †  39,100  2,777,664 

BNP Paribas SA (France)  45,050  1,786,181 

Broadridge Financial Solutions, Inc.  115,100  2,318,114 

C C Land Holdings, Ltd. (China)  1,637,000  231,832 

Cardtronics, Inc. †  10,690  245,015 

CBL & Associates Properties, Inc. R  25,809  293,190 

CBOE Holdings, Inc.  10,020  245,189 

CFS Retail Property Trust (Australia) R  103,389  173,853 

Cheung Kong Holdings, Ltd. (Hong Kong)  37,000  395,063 

China Construction Bank Corp. (China)  4,420,000  2,638,278 

China Overseas Land & Investment, Ltd. (China)  194,000  277,673 

Chubb Corp. (The)  20,300  1,217,797 

Citigroup, Inc.  122,083  3,127,766 

Citizens & Northern Corp.  12,608  187,355 

CNO Financial Group, Inc. †  43,761  236,747 

Commerzbank AG (Germany) †  98,323  247,931 

CommonWealth REIT R  39,450  748,367 

Community Bank System, Inc.  9,373  212,673 

CubeSmart R  16,150  137,760 

DBS Group Holdings, Ltd. (Singapore)  20,000  179,467 

Deutsche Bank AG (Germany)  26,578  927,586 

Dexus Property Group (Australia)  164,331  129,945 

DFC Global Corp. †  9,889  216,075 

DnB NOR ASA (Norway)  17,307  173,439 

E*Trade Financial Corp. †  25,726  234,364 

East West Bancorp, Inc.  27,872  415,572 

Education Realty Trust, Inc. R  15,850  136,152 

Endurance Specialty Holdings, Ltd. (Bermuda)  34,000  1,161,100 

Equity Residential Trust R  12,900  669,123 

Extra Space Storage, Inc. R  8,107  151,033 

Fifth Third Bancorp  115,500  1,166,550 

Financial Institutions, Inc.  13,027  185,765 

First Financial Bancorp  14,585  201,273 

First Industrial Realty Trust † R  17,697  141,576 

 

33



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Financials cont.     
Flagstone Reinsurance Holdings SA (Luxembourg)  23,673  $183,466 

Flushing Financial Corp.  22,873  247,028 

Glimcher Realty Trust R  37,212  263,461 

Goldman Sachs Group, Inc. (The)  15,004  1,418,628 

Guangzhou R&F Properties Co., Ltd. (China)  502,000  361,910 

Hang Lung Group, Ltd. (Hong Kong)  218,000  1,107,508 

Hartford Financial Services Group, Inc. (The)  106,500  1,718,910 

Heartland Financial USA, Inc.  8,734  123,848 

Henderson Land Development Co., Ltd. (Hong Kong)  28,000  124,252 

Home Bancshares, Inc.  9,686  205,537 

HSBC Holdings PLC (London Exchange) (United Kingdom)  302,530  2,309,899 

Hudson City Bancorp, Inc.  160,400  907,864 

Huntington Bancshares, Inc.  187,200  898,560 

ICICI Bank, Ltd. (India)  20,620  362,613 

Industrial and Commercial Bank of China, Ltd. (China)  3,651,000  1,765,345 

Industrial Bank of Korea (IBK) (South Korea)  64,930  730,164 

ING Groep NV GDR (Netherlands) †  76,341  538,192 

Interactive Brokers Group, Inc. Class A  11,786  164,179 

International Bancshares Corp.  16,404  215,713 

Intesa Sanpaolo SpA (Italy)  836,124  1,308,648 

Invesco Mortgage Capital, Inc. R  9,751  137,782 

Israel Corp., Ltd. (The) (Israel)  1,761  1,138,649 

Itau Unibanco Holding SA ADR (Preference) (Brazil)  90,230  1,400,370 

JPMorgan Chase & Co.  149,174  4,493,121 

Julius Baer Group, Ltd. (Switzerland) †  3,866  128,975 

Kasikornbank PCL NVDR (Thailand)  192,900  713,349 

KB Financial Group, Inc. (South Korea)  30,731  1,003,660 

Kinnevik Investment AB Class B (Sweden)  51,775  963,213 

Lexington Realty Trust R  37,767  246,996 

LIC Housing Finance, Ltd. (India)  163,054  700,279 

Lloyds Banking Group PLC (United Kingdom) †  3,124,435  1,659,792 

LSR Group OJSC GDR (Russia)  80,765  293,654 

LTC Properties, Inc. R  14,195  359,417 

Macquarie Group, Ltd. (Australia)  5,148  110,401 

Maiden Holdings, Ltd. (Bermuda)  21,593  159,572 

MainSource Financial Group, Inc.  19,392  169,098 

MarketAxess Holdings, Inc.  2,391  62,214 

Merchants Bancshares, Inc.  5,931  158,832 

MFA Financial, Inc. R  22,329  156,750 

Mission West Properties R  18,575  140,984 

Mitsubishi Estate Co., Ltd. (Japan)  21,000  340,066 

Mitsubishi UFJ Financial Group, Inc. (Japan)  116,300  523,024 

Mizuho Financial Group, Inc. (Japan)  1,066,020  1,540,593 

Morgan Stanley  112,200  1,514,700 

Nasdaq OMX Group, Inc. (The) †  67,300  1,557,322 

National Australia Bank, Ltd. (Australia)  53,129  1,131,631 

 

34



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Financials cont.     
National Bank of Canada (Canada)  4,229  $283,108 

National Financial Partners Corp. †  10,559  115,515 

National Health Investors, Inc. R  15,054  634,225 

Nelnet, Inc. Class A  11,717  220,045 

Newcastle Investment Corp. R  49,213  200,297 

Omega Healthcare Investors, Inc. R  10,671  169,989 

Oriental Financial Group (Puerto Rico)  16,387  158,462 

ORIX Corp. (Japan)  8,910  694,761 

PDG Realty SA Empreendimentos e Participacoes (Brazil)  340,110  1,106,709 

Persimmon PLC (United Kingdom)  44,109  312,157 

Ping An Insurance (Group) Co. of China, Ltd. (China)  43,000  240,425 

PNC Financial Services Group, Inc.  69,500  3,349,205 

Popular, Inc. (Puerto Rico) †  78,828  118,242 

Portfolio Recovery Associates, Inc. †  2,572  160,030 

Protective Life Corp.  10,076  157,488 

Prudential PLC (United Kingdom)  76,214  653,522 

PS Business Parks, Inc. R  6,847  339,200 

PT Bank Rakyat Indonesia (Persero) Tbk (Indonesia)  717,500  470,765 

Rayonier, Inc. R  87,150  3,206,249 

RenaissanceRe Holdings, Ltd.  14,295  912,021 

Republic Bancorp, Inc. Class A  4,708  83,379 

Rossi Residencial SA (Brazil)  202,379  943,221 

Saul Centers, Inc. R  5,110  172,769 

Sberbank of Russia ADR (Russia) †  228,171  1,990,271 

Sberbank OJSC (Russia)  79,009  170,857 

SCOR (France)  6,827  147,427 

Shinhan Financial Group Co., Ltd. (South Korea)  12,407  433,877 

Simon Property Group, Inc. R  11,100  1,220,778 

Soho China, Ltd. (China)  254,000  157,870 

Southside Bancshares, Inc.  15,223  274,166 

Standard Chartered PLC (United Kingdom)  47,367  947,144 

Starwood Property Trust, Inc. R  7,561  129,747 

State Street Corp.  23,100  742,896 

Swiss Life Holding AG (Switzerland) †  10,450  1,143,483 

Swiss Re AG (Switzerland) †  5,797  270,102 

Symetra Financial Corp.  21,659  176,521 

Tokio Marine Holdings, Inc. (Japan)  71,300  1,808,408 

Transatlantic Holdings, Inc.  3,414  165,647 

Travelers Cos., Inc. (The)  17,600  857,648 

U.S. Bancorp  95,500  2,248,070 

Universal Health Realty Income Trust R  3,323  111,686 

Urstadt Biddle Properties, Inc. Class A R  10,581  168,979 

Virginia Commerce Bancorp, Inc. †  31,827  186,824 

Warsaw Stock Exchange (Poland)  8,054  103,022 

Washington Banking Co.  12,405  120,701 

Webster Financial Corp.  9,872  151,042 

 

35



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Financials cont.     
Wells Fargo & Co.  102,385  $2,469,526 

Westfield Retail Trust (Australia) R  348,178  809,735 

Westpac Banking Corp. (Australia)  64,624  1,245,223 

Wheelock and Co., Ltd. (Hong Kong)  122,000  356,758 

World Acceptance Corp. †  3,934  220,107 

Yuanta Financial Holding Co., Ltd. (Taiwan)  631,578  316,530 

    121,754,842 
Health care (6.0%)     
Abbott Laboratories  25,400  1,298,956 

Aetna, Inc.  84,527  3,072,556 

Air Methods Corp. †  1,845  117,471 

Akorn, Inc. †  12,824  100,155 

Allergan, Inc. S  54,100  4,456,758 

Amedisys, Inc. †  3,170  46,979 

AmerisourceBergen Corp.  66,700  2,485,909 

AmSurg Corp. †  8,617  193,883 

Astellas Pharma, Inc. (Japan)  19,600  739,849 

AstraZeneca PLC (United Kingdom)  74,362  3,298,521 

AVEO Pharmaceuticals, Inc. †  8,487  130,615 

Bayer AG (Germany)  3,751  206,486 

BioMarin Pharmaceuticals, Inc. † S  6,516  207,665 

BioMerieux (France)  6,025  526,071 

Biotest AG (Preference) (Germany)  3,583  174,759 

Cardinal Health, Inc.  72,300  3,027,924 

Centene Corp. †  9,808  281,195 

Coloplast A/S Class B (Denmark)  4,126  596,517 

Computer Programs & Systems, Inc.  3,666  242,506 

Conmed Corp. †  17,376  399,822 

Cooper Companies, Inc. (The)  5,105  404,061 

Cubist Pharmaceuticals, Inc. †  14,214  502,038 

Elan Corp. PLC ADR (Ireland) †  79,302  835,050 

Eli Lilly & Co.  83,959  3,103,964 

Endo Pharmaceuticals Holdings, Inc. †  15,713  439,807 

Forest Laboratories, Inc. †  108,389  3,337,297 

Gentiva Health Services, Inc. †  6,213  34,296 

Gilead Sciences, Inc. †  116,100  4,504,680 

GlaxoSmithKline PLC (United Kingdom)  142,743  2,952,527 

Greatbatch, Inc. †  8,658  173,247 

Grifols SA (Spain) †  12,953  242,703 

Health Net, Inc. †  41,200  976,852 

HealthSpring, Inc. †  6,775  247,017 

Healthways, Inc. †  10,062  98,909 

Hi-Tech Pharmacal Co., Inc. †  7,953  267,221 

Human Genome Sciences, Inc. †  9,463  120,085 

Humana, Inc.  39,100  2,843,743 

Impax Laboratories, Inc. †  17,318  310,165 

InterMune, Inc. †  6,257  126,391 

 

36



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Health care cont.     
ISTA Pharmaceuticals, Inc. †  41,988  $144,859 

Jazz Pharmaceuticals, Inc. †  25,449  1,056,642 

Johnson & Johnson  77,333  4,926,885 

Kensey Nash Corp. †  8,799  215,576 

Kindred Healthcare, Inc. †  14,604  125,886 

Laboratory Corp. of America Holdings †  24,500  1,936,725 

Lincare Holdings, Inc.  7,464  167,940 

Magellan Health Services, Inc. †  9,644  465,805 

Medco Health Solutions, Inc. †  65,100  3,052,539 

Medicines Co. (The) †  9,669  143,875 

Medicis Pharmaceutical Corp. Class A  8,906  324,891 

Merck & Co., Inc.  71,118  2,326,270 

Metropolitan Health Networks, Inc. †  22,629  102,736 

Mitsubishi Tanabe Pharma (Japan)  38,100  706,703 

Molina Healthcare, Inc. †  13,964  215,604 

Momenta Pharmaceuticals, Inc. †  5,629  64,734 

Neurocrine Biosciences, Inc. †  21,779  130,238 

Novartis AG (Switzerland)  48,353  2,701,540 

Omnicare, Inc.  19,035  484,060 

Onyx Pharmaceuticals, Inc. †  4,891  146,779 

OraSure Technologies, Inc. †  68,596  546,024 

Orion Oyj Class B (Finland)  22,938  462,514 

Par Pharmaceutical Cos., Inc. †  26,200  697,444 

Pfizer, Inc.  206,519  3,651,256 

Questcor Pharmaceuticals, Inc. †  5,912  161,161 

Roche Holding AG (Switzerland)  6,083  979,724 

RTI Biologics, Inc. †  59,096  194,426 

Salix Pharmaceuticals, Ltd. †  5,063  149,865 

Sanofi (France)  56,674  3,727,414 

Sanofi CVR (France) †  128,000  135,680 

Sciclone Pharmaceuticals, Inc. †  18,192  69,312 

Sequenom, Inc. †  27,149  138,188 

Sirona Dental Systems, Inc. †  3,897  165,272 

SonoSite, Inc. †  12,517  379,766 

Spectrum Pharmaceuticals, Inc. †  10,703  81,664 

STAAR Surgical Co. †  20,825  162,435 

Suzuken Co., Ltd. (Japan)  19,300  518,328 

Synthes, Inc. (Switzerland)  5,183  838,965 

Teva Pharmaceutical Industries, Ltd. ADR (Israel)  16,864  627,678 

Thoratec Corp. †  5,193  169,500 

United Therapeutics Corp. †  3,199  119,931 

UnitedHealth Group, Inc.  113,951  5,255,420 

Viropharma, Inc. †  29,589  534,673 

Waters Corp. †  45,200  3,412,148 

Watson Pharmaceuticals, Inc. †  9,801  668,918 

WellCare Health Plans, Inc. †  3,727  141,551 

    86,554,194 

 

37



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Technology (7.1%)     
Acacia Research — Acacia Technologies (Tracking Stock) †  9,551  $343,740 

Accenture PLC Class A  64,400  3,392,592 

Acme Packet, Inc. †  2,752  117,208 

Actuate Corp. †  53,430  294,934 

Aixtron SE (Germany) S  9,400  136,999 

Altek Corp. (Taiwan)  104,979  104,463 

Amdocs, Ltd. (United Kingdom) †  49,088  1,331,267 

Amkor Technologies, Inc. †  19,192  83,677 

Analog Devices, Inc.  47,600  1,487,500 

Anixter International, Inc.  7,864  373,068 

Apple, Inc. †  39,953  15,229,285 

Applied Materials, Inc.  347,900  3,600,765 

AsiaInfo-Linkage, Inc. (China) † S  52,014  383,863 

Asustek Computer, Inc. (Taiwan)  28,280  211,205 

Baidu, Inc. ADR (China) †  1,600  171,056 

Brooks Automation, Inc.  16,020  130,563 

CA, Inc.  73,200  1,420,812 

CACI International, Inc. Class A †  3,367  168,148 

Cavium, Inc. †  2,763  74,629 

Ceva, Inc. †  7,789  189,351 

Cirrus Logic, Inc. †  13,106  193,182 

Cisco Systems, Inc.  155,768  2,412,846 

Coherent, Inc. †  1,946  83,600 

Computershare, Ltd. (Australia)  31,279  223,291 

Cypress Semiconductor Corp. †  11,898  178,113 

Dell, Inc. †  202,893  2,870,936 

DST Systems, Inc.  7,866  344,767 

EnerSys †  13,664  273,553 

Entegris, Inc. †  42,099  268,592 

Entropic Communications, Inc. †  59,526  245,842 

F-Secure OYJ (Finland)  2,568  6,699 

F5 Networks, Inc. †  2,094  148,779 

Fair Isaac Corp.  16,251  354,759 

Fairchild Semiconductor Intl., Inc. †  27,264  294,451 

FEI Co. †  15,130  453,295 

Fujitsu, Ltd. (Japan)  375,000  1,767,606 

Gemalto NV (Netherlands)  4,319  206,249 

Google, Inc. Class A †  6,335  3,258,597 

GT Advanced Technologies, Inc. †  15,811  110,993 

Harris Corp.  79,000  2,699,430 

Hewlett-Packard Co.  116,044  2,605,188 

Hollysys Automation Technologies, Ltd. (China) † S  77,496  452,577 

Hon Hai Precision Industry Co., Ltd. (Taiwan)  338,020  754,571 

IBM Corp.  39,820  6,969,695 

Infineon Technologies AG (Germany)  99,611  734,813 

Infospace, Inc. †  12,089  101,064 

 

38



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Technology cont.     
Integrated Silicon Solutions, Inc. †  7,895  $61,660 

Intel Corp.  137,453  2,931,872 

KEMET Corp. †  14,530  103,890 

Konami Corp. (Japan)  15,700  527,441 

L-3 Communications Holdings, Inc.  44,300  2,745,271 

Lenovo Group, Ltd. (China)  1,378,000  921,676 

Lexmark International, Inc. Class A †  5,627  152,098 

LG Display Co., Ltd. (South Korea)  10,600  173,582 

LTX-Credence Corp. †  14,899  78,816 

Magma Design Automation, Inc. †  45,596  207,462 

Manhattan Associates, Inc. †  4,088  135,231 

Microsoft Corp.  397,429  9,892,008 

MicroStrategy, Inc. †  2,590  295,441 

Monotype Imaging Holdings, Inc. †  18,495  224,344 

Murata Manufacturing Co., Ltd. (Japan)  4,900  264,528 

Nanometrics, Inc. †  8,992  130,384 

NCI, Inc. †  180  2,147 

NIC, Inc.  10,638  121,805 

Nokia OYJ (Finland)  25,148  142,688 

Nova Measuring Instruments, Ltd. (Israel) †  27,062  145,323 

Novellus Systems, Inc. †  45,100  1,229,426 

Omnivision Technologies, Inc. †  9,519  133,647 

Oracle Corp.  79,338  2,280,174 

Pace PLC (United Kingdom)  78,114  115,506 

PC-Tel, Inc. †  8,988  55,276 

Perfect World Co., Ltd. ADR (China) †  40,501  451,991 

Photronics, Inc. †  30,130  150,047 

Plantronics, Inc.  4,869  138,523 

Polycom, Inc. †  15,714  288,666 

QLogic Corp. †  155,268  1,968,798 

RF Micro Devices, Inc. †  55,555  352,219 

Rohm Co., Ltd. (Japan)  4,000  208,018 

Samsung Electronics Co., Ltd. (South Korea)  4,211  2,949,861 

SanDisk Corp. †  3,700  149,295 

SAP AG (Germany)  10,448  533,484 

Seagate Technology  101,600  1,044,448 

Silicon Graphics International Corp. †  8,875  105,790 

Skyworks Solutions, Inc. †  8,702  156,114 

Skyworth Digital Holdings, Ltd. (China)  1,406,000  476,075 

SouFun Holdings, Ltd. ADR (China) S  13,773  140,209 

Sourcefire, Inc. † S  9,679  259,010 

STEC, Inc. †  28,504  289,031 

Synchronoss Technologies, Inc. † S  7,175  178,729 

Taiwan Semiconductor Manufacturing Co., Ltd. (Taiwan)  178,350  404,098 

Tech Data Corp. †  13,661  590,565 

TeleCommunication Systems, Inc. Class A †  45,375  156,544 

 

39



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Technology cont.     
Telefonaktiebolaget LM Ericsson Class B (Sweden)  28,220  $271,471 

Tencent Holdings, Ltd. (China)  45,400  931,562 

Teradata Corp. †  54,700  2,928,091 

Teradyne, Inc. † S  174,400  1,920,144 

TIBCO Software, Inc. †  17,445  390,594 

Trend Micro, Inc. (Japan)  12,100  377,907 

Tripod Technology Corp. (Taiwan)  148,180  384,459 

TTM Technologies, Inc. †  18,348  174,489 

Unimicron Technology Corp. (Taiwan)  597,000  836,791 

Unisys Corp. †  4,112  64,517 

Verint Systems, Inc. †  9,650  253,699 

Websense, Inc. †  4,092  70,792 

Western Digital Corp. †  44,700  1,149,684 

Wistron Corp. (Taiwan)  372,285  416,891 

Wistron NeWeb Corp. (Taiwan)  108,147  263,470 

Zix Corp. †  10,920  29,156 

    101,785,541 
Transportation (0.7%)     
AirAsia Bhd (Malaysia)  243,300  221,528 

Alaska Air Group, Inc. †  7,732  435,234 

Alexander & Baldwin, Inc.  11,005  402,013 

Cebu Air, Inc. (Philippines)  240,760  389,688 

Central Japan Railway Co. (Japan)  272  2,371,340 

ComfortDelgro Corp., Ltd. (Singapore)  459,000  456,774 

Deutsche Post AG (Germany)  14,235  182,239 

Genesee & Wyoming, Inc. Class A †  10,295  478,923 

Hitachi Transport System, Ltd. (Japan)  15,300  283,325 

International Consolidated Airlines Group SA (United Kingdom) †  147,664  348,258 

Samsung Heavy Industries Co., Ltd. (South Korea)  16,200  371,826 

United Continental Holdings, Inc. †  113,700  2,203,506 

US Airways Group, Inc. † S  29,128  160,204 

Wabtec Corp.  3,866  204,395 

Yangzijiang Shipbuilding Holdings, Ltd. (China)  1,805,000  1,204,231 

    9,713,484 
Utilities and power (1.8%)     
AES Corp. (The) †  170,424  1,663,338 

Alliant Energy Corp.  25,408  982,781 

Ameren Corp.  24,300  723,411 

American Electric Power Co., Inc.  28,188  1,071,708 

Atco, Ltd. Class I (Canada)  5,200  308,364 

Centrica PLC (United Kingdom)  116,035  534,381 

China Power New Energy Development Co., Ltd. (China) †  9,262,000  327,283 

China Resources Power Holdings Co., Ltd. (China)  138,000  208,343 

China WindPower Group, Ltd. (China) †  10,800,000  501,538 

Chubu Electric Power, Inc. (Japan)  15,100  284,110 

CMS Energy Corp.  48,200  953,878 

DPL, Inc.  53,700  1,618,518 

 

40



COMMON STOCKS (51.5%)* cont.  Shares  Value 

 
Utilities and power cont.     
Electric Power Development Co. (Japan)  14,300  $421,638 

Enel SpA (Italy)  204,150  904,751 

Energias de Portugal (EDP) SA (Portugal)  522,049  1,606,086 

Entergy Corp.  21,800  1,445,122 

Exelon Corp.  93,100  3,966,991 

Fortum OYJ (Finland)  15,026  353,467 

GDF Suez (France)  6,085  182,085 

International Power PLC (United Kingdom)  22,083  104,802 

NRG Energy, Inc. †  52,000  1,102,920 

Public Power Corp. SA (Greece)  19,553  156,682 

Red Electrica Corp. SA (Spain)  48,063  2,197,011 

RWE AG (Germany)  10,500  387,288 

TECO Energy, Inc.  152,500  2,612,325 

Toho Gas Co., Ltd. (Japan)  83,000  545,215 

Tokyo Gas Co., Ltd. (Japan)  33,000  153,805 

Westar Energy, Inc. S  35,114  927,712 

    26,245,553 
 
Total common stocks (cost $771,830,274)    $739,277,824 
 
 
CORPORATE BONDS AND NOTES (12.2%)*  Principal amount  Value 

 
Basic materials (1.0%)     
Airgas, Inc. sr. unsec. unsub. notes 2.85s, 2013  $90,000  $92,185 

Allegheny Technologies, Inc. sr. unsec.     
unsub. notes 9 3/8s, 2019  65,000  81,820 

Allegheny Technologies, Inc. sr. unsec. unsub. notes 5.95s, 2021  40,000  42,098 

ArcelorMittal sr. unsec. unsub. 9.85s, 2019 (France)  285,000  324,682 

Associated Materials, LLC company     
guaranty sr. notes 9 1/8s, 2017  335,000  271,350 

Atkore International, Inc. 144A sr. notes 9 7/8s, 2018  335,000  303,175 

BHP Billiton Finance USA, Ltd. company guaranty sr. unsec.     
unsub. notes 6 1/2s, 2019 (Canada)  210,000  258,053 

Catalyst Paper Corp. 144A company guaranty sr. notes 11s,     
2016 (Canada)  30,000  19,500 

Celanese US Holdings, LLC company guaranty sr. unsec.     
notes 6 5/8s, 2018 (Germany)  125,000  129,219 

Celanese US Holdings, LLC sr. notes 5 7/8s, 2021 (Germany)  230,000  226,550 

Clondalkin Acquisition BV 144A company     
guaranty sr. notes FRN 2.347s, 2013 (Netherlands)  105,000  93,450 

Compass Minerals International, Inc. company     
guaranty sr. unsec. notes 8s, 2019  275,000  287,375 

Dow Chemical Co. (The) sr. unsec. unsub. notes 8.55s, 2019  230,000  294,621 

Dynacast International, LLC/Dynacast Finance, Inc. 144A     
notes 9 1/4s, 2019  75,000  70,313 

E.I. du Pont de Nemours & Co. sr. notes 3 5/8s, 2021  265,000  276,613 

E.I. du Pont de Nemours & Co. sr. unsec. notes FRN 0.778s, 2014  50,000  50,152 

Exopack Holding Corp. 144A sr. notes 10s, 2018  185,000  172,975 

Ferro Corp. sr. unsec. notes 7 7/8s, 2018  470,000  470,000 

 

41



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Basic materials cont.       
FMG Resources August 2006 Pty, Ltd. 144A sr. notes 7s,       
2015 (Australia)    $205,000  $193,725 

FMG Resources August 2006 Pty, Ltd. 144A sr. notes 6 7/8s,       
2018 (Australia)    340,000  314,500 

Freeport-McMoRan Copper & Gold, Inc. sr. unsec.       
notes 8 3/8s, 2017 (Indonesia)    2,059,000  2,205,704 

Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, ULC       
company guaranty notes 9s, 2020    125,000  91,563 

Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, ULC       
company guaranty sr. notes 8 7/8s, 2018    215,000  177,375 

Huntsman International, LLC company guaranty sr. unsec.       
sub. notes 8 5/8s, 2021    140,000  134,050 

Huntsman International, LLC company guaranty sr. unsec.       
sub. notes 8 5/8s, 2020    265,000  257,713 

INEOS Finance PLC 144A company guaranty sr. notes 9s, 2015       
(United Kingdom)    155,000  152,675 

INEOS Group Holdings, Ltd. company guaranty sr. unsec.       
notes Ser. REGS, 7 7/8s, 2016 (United Kingdom)  EUR  85,000  79,045 

International Paper Co. sr. unsec. notes 7.95s, 2018    $200,000  231,006 

Lubrizol Corp. (The) sr. unsec. notes 8 7/8s, 2019    135,000  183,087 

Lyondell Chemical Co. sr. notes 11s, 2018    864,579  933,745 

Lyondell Chemical Co. 144A company guaranty sr. notes 8s, 2017    282,000  303,855 

Momentive Performance Materials, Inc. notes 9s, 2021    430,000  294,550 

NewPage Corp. company guaranty sr. notes 11 3/8s, 2014       
(In default) †    220,000  163,350 

Nexeo Solutions, LLC/Nexeo Solutions Finance Corp. 144A       
company guaranty sr. sub. notes 8 3/8s, 2018    180,000  177,750 

Norbord, Inc. sr. unsub. plants equip. 7 1/4s, 2012 (Canada)    55,000  53,488 

Novelis, Inc. company guaranty sr. unsec. notes 8 3/4s, 2020    450,000  441,000 

Novelis, Inc. company guaranty sr. unsec. notes 7 1/4s, 2015    270,000  265,275 

Old All, Inc. company guaranty sr. unsec. notes 9s, 2014       
(In default) † F    285,000   

PE Paper Escrow GmbH sr. notes Ser. REGS, 11 3/4s,       
2014 (Austria)  EUR  80,000  111,112 

PE Paper Escrow GmbH 144A sr. notes 12s, 2014 (Austria)    $265,000  277,588 

Pregis Corp. company guaranty sr. sub. notes 12 3/8s, 2013    165,000  150,150 

Rio Tinto Finance USA, Ltd. company guaranty sr. unsec.       
notes 9s, 2019 (Australia)    133,000  178,987 

Rio Tinto Finance USA, Ltd. company guaranty sr. unsec.       
unsub. notes 3 1/2s, 2020 (Australia)    145,000  142,581 

Rohm & Haas Co. sr. unsec. unsub. notes 7.85s, 2029    275,000  351,348 

Sealed Air Corp. 144A sr. unsec. notes 8 3/8s, 2021   100,000  101,000 

Smurfit Kappa Funding PLC sr. sub. notes 7 3/4s,       
2015 (Ireland)  EUR  5,000  6,232 

Smurfit Kappa Funding PLC sr. unsec. sub. notes 7 3/4s,       
2015 (Ireland)    $195,000  187,200 

Smurfit Kappa Treasury company guaranty sr. unsec.       
unsub. debs 7 1/2s, 2025 (Ireland)    55,000  50,050 

Solutia, Inc. company guaranty sr. unsec. notes 8 3/4s, 2017    260,000  276,900 

 

42



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Basic materials cont.       
Solutia, Inc. company guaranty sr. unsec. notes 7 7/8s, 2020    $315,000  $330,750 

Steel Dynamics, Inc. company guaranty sr. unsec.       
unsub. notes 7 3/8s, 2012    20,000  20,450 

Steel Dynamics, Inc. sr. unsec. unsub. notes 7 3/4s, 2016    271,000  269,645 

Styrolution GmbH 144A sr. notes 7 5/8s, 2016 (Germany)    115,000  114,002 

Teck Resources Limited sr. notes 10 1/4s, 2016 (Canada)    215,000  252,754 

Thompson Creek Metals Co., Inc. 144A company       
guaranty sr. notes 7 3/8s, 2018 (Canada)    130,000  117,000 

TPC Group, LLC 144A sr. notes 8 1/4s, 2017    305,000  298,900 

Tube City IMS Corp. company guaranty sr. unsec.       
sub. notes 9 3/4s, 2015    270,000  257,850 

Verso Paper Holdings, LLC/Verso Paper, Inc. company       
guaranty sr. notes 8 3/4s, 2019    170,000  117,300 

      13,729,386 
Capital goods (0.6%)       
Allied Waste North America, Inc. company       
guaranty sr. unsec. notes 6 7/8s, 2017    280,000  299,250 

Allison Transmission 144A company guaranty 11s, 2015    270,000  279,450 

Altra Holdings, Inc. company guaranty sr. notes 8 1/8s, 2016    415,000  423,300 

American Axle & Manufacturing, Inc. company       
guaranty sr. unsec. notes 5 1/4s, 2014    135,000  126,900 

American Axle & Manufacturing, Inc. company       
guaranty sr. unsec. unsub. notes 7 7/8s, 2017    15,000  14,100 

American Axle & Manufacturing, Inc. 144A company       
guaranty sr. notes 9 1/4s, 2017    240,000  249,600 

Ardagh Packaging Finance PLC sr. notes Ser. REGS, 7 3/8s,       
2017 (Ireland)  EUR  205,000  255,952 

BE Aerospace, Inc. sr. unsec. unsub. notes 6 7/8s, 2020    $75,000  78,563 

Berry Plastics Corp. company guaranty notes FRN 4.222s, 2014    170,000  142,800 

Berry Plastics Corp. company guaranty sr. notes 9 1/2s, 2018    155,000  131,750 

Berry Plastics Corp. notes 9 3/4s, 2021    195,000  165,750 

Boeing Capital Corp. sr. unsec. unsub. notes 4.7s, 2019    310,000  351,534 

Briggs & Stratton Corp. company guaranty sr. unsec.       
notes 6 7/8s, 2020    240,000  242,400 

Crown Americas, LLC/Crown Americas Capital Corp. III 144A       
sr. notes 6 1/4s, 2021    110,000  110,000 

Crown Euro Holdings SA 144A sr. notes 7 1/8s, 2018 (France)  EUR  65,000  84,343 

Graham Packaging Co., LP/GPC Capital Corp. company       
guaranty sr. unsec. notes 8 1/4s, 2017    $120,000  120,750 

Honeywell International, Inc. sr. unsec.       
unsub. notes 5 3/8s, 2041    155,000  186,745 

Honeywell International, Inc. sr. unsec.       
unsub. notes 4 1/4s, 2021    120,000  132,737 

John Deere Capital Corp. notes Ser. MTN, 5 1/4s, 2012    115,000  120,247 

Kratos Defense & Security Solutions, Inc. company       
guaranty sr. notes 10s, 2017    480,000  477,600 

Kratos Defense & Security Solutions, Inc. 144A company       
guaranty sr. notes 10s, 2017    20,000  19,900 

Legrand SA unsec. unsub. debs. 8 1/2s, 2025 (France)    805,000  1,015,531 

Pittsburgh Glass Works, LLC 144A sr. notes 8 1/2s, 2016    410,000  377,200 

 

43



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Capital goods cont.     
Polypore International, Inc. company guaranty sr. unsec.     
notes 7 1/2s, 2017  $170,000  $170,850 

Raytheon Co. sr. unsec. notes 4 7/8s, 2040  65,000  68,699 

Reynolds Group DL Escrow, Inc./Reynolds Group Escrow, LLC     
144A company guaranty sr. notes 8 3/4s, 2016  150,000  150,375 

Reynolds Group Issuer, Inc. 144A company     
guaranty sr. notes 7 1/8s, 2019  195,000  181,350 

Reynolds Group Issuer, Inc. 144A company     
guaranty sr. unsec. notes 9s, 2019  105,000  89,250 

Reynolds Group Issuer, Inc./Reynolds Group     
Issuer, LLC/Reynolds Group Issuer Lu 144A     
sr. notes 7 7/8s, 2019  100,000  96,500 

Reynolds Group Issuer, Inc./Reynolds Group     
Issuer, LLC/Reynolds Group Issuer Lu 144A sr. unsec.     
notes 9 7/8s, 2019  100,000  88,000 

Ryerson Holding Corp. sr. disc. notes zero %, 2015  105,000  46,463 

Ryerson, Inc. company guaranty sr. notes 12s, 2015  516,000  516,000 

Staples, Inc. sr. unsec. notes 9 3/4s, 2014  195,000  226,014 

Tenneco, Inc. company guaranty sr. unsec. notes 8 1/8s, 2015  130,000  132,600 

Tenneco, Inc. company guaranty sr. unsec.     
unsub. notes 7 3/4s, 2018  110,000  110,550 

Tenneco, Inc. company guaranty sr. unsub. notes 6 7/8s, 2020  210,000  203,700 

Terex Corp. sr. unsec. sub. notes 8s, 2017  435,000  384,975 

Thermadyne Holdings Corp. company guaranty sr. notes 9s, 2017  395,000  387,100 

Thermon Industries, Inc. company guaranty sr. notes 9 1/2s, 2017  221,000  229,840 

TransDigm, Inc. company guaranty unsec. sub. notes 7 3/4s, 2018  330,000  335,775 

    8,824,443 
Communication services (1.6%)     
Adelphia Communications Corp. escrow bonds zero %, 2012  200,000  320 

AMC Networks, Inc. 144A company guaranty sr. unsec     
notes 7 3/4s, 2021  105,000  107,625 

America Movil SAB de CV company guaranty sr. unsec.     
unsub. notes 6 1/8s, 2040 (Mexico)  140,000  145,600 

America Movil SAB de CV company guaranty unsec.     
unsub. notes 2 3/8s, 2016 (Mexico)  200,000  193,990 

American Tower Corp. sr. unsec. notes 7s, 2017  210,000  237,468 

AT&T, Inc. sr. unsec. bonds 6.55s, 2039  50,000  59,214 

AT&T, Inc. sr. unsec. unsub. bonds 5 1/2s, 2018  170,000  196,228 

Bellsouth Capital Funding unsec. notes 7 7/8s, 2030  310,000  416,238 

Bresnan Broadband Holdings, LLC 144A company     
guaranty sr. unsec. unsub. notes 8s, 2018  105,000  106,050 

Cablevision Systems Corp. sr. unsec. unsub. notes 8 5/8s, 2017  720,000  749,700 

Cablevision Systems Corp. sr. unsec. unsub. notes 8s, 2020  80,000  81,400 

CCH II, LLC/CCH II Capital company guaranty sr. unsec.     
notes 13 1/2s, 2016  219,194  249,881 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsec. notes 7 7/8s, 2018  70,000  71,225 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsec. notes 6 1/2s, 2021  280,000  263,200 

 

44



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Communication services cont.     
CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsub. notes 7s, 2019  $315,000  $305,550 

CenturyLink, Inc. sr. unsec. unsub. notes Ser. L, 7 7/8s, 2012  290,000  302,340 

Cequel Communications Holdings I LLC/Cequel Capital Corp.     
144A sr. notes 8 5/8s, 2017  570,000  564,300 

Cincinnati Bell, Inc. company guaranty sr. unsec. notes 7s, 2015  130,000  128,375 

Cincinnati Bell, Inc. company guaranty sr. unsec.     
sub. notes 8 3/4s, 2018  295,000  259,600 

Clearwire Communications, LLC/Clearwire Finance, Inc. 144A     
company guaranty sr. notes 12s, 2015  705,000  597,488 

Comcast Corp. company guaranty sr. unsec.     
unsub. notes 6.95s, 2037  588,000  704,856 

Cricket Communications, Inc. company guaranty sr. unsec.     
notes 7 3/4s, 2020  315,000  274,050 

Cricket Communications, Inc. company guaranty sr. unsec.     
unsub. notes 10s, 2015  535,000  530,988 

Crown Castle International Corp. sr. unsec. notes 7 1/8s, 2019  100,000  103,000 

CSC Holdings LLC sr. notes 6 3/4s, 2012  17,000  17,298 

Deutsche Telekom International Finance BV company     
guaranty 8 3/4s, 2030 (Germany)  540,000  720,258 

Digicel Group, Ltd. 144A sr. notes 10 1/2s, 2018 (Jamaica)  170,000  167,450 

Digicel, Ltd. 144A sr. unsec. notes 8 1/4s, 2017 (Jamaica)  225,000  211,500 

EH Holding Corp. 144A sr. notes 6 1/2s, 2019  250,000  240,625 

EH Holding Corp. 144A sr. unsec. notes 7 5/8s, 2021  370,000  356,125 

Equinix, Inc. sr. unsec. notes 7s, 2021  165,000  164,175 

France Telecom notes 8 1/2s, 2031 (France)  200,000  276,980 

Frontier Communications Corp. sr. unsec. notes 8 1/2s, 2020  430,000  417,100 

Frontier Communications Corp. sr. unsec. notes 8 1/4s, 2017  190,000  184,300 

Inmarsat Finance PLC 144A company     
guaranty sr. notes 7 3/8s, 2017 (United Kingdom)  130,000  130,325 

Intelsat Jackson Holding Co. company guaranty sr. unsec.     
notes 11 1/4s, 2016 (Bermuda)  260,000  263,406 

Intelsat Jackson Holdings SA 144A company     
guaranty sr. notes 7 1/2s, 2021 (Bermuda)  315,000  292,950 

Intelsat Luxembourg SA company guaranty sr. unsec.     
notes 11 1/2s, 2017 (Luxembourg) ‡‡  524,843  451,365 

Intelsat Luxembourg SA company guaranty sr. unsec.     
notes 11 1/4s, 2017 (Luxembourg)  1,280,000  1,110,400 

Intelsat Luxembourg SA 144A company guaranty sr. unsec.     
notes 11 1/2s, 2017 (Luxembourg) ‡‡  200,000  172,000 

Kabel BW Erste Beteiligungs GmbH/Kabel Baden-Wurttemberg     
GmbH & Co. KG 144A company guaranty sr. notes 7 1/2s,     
2019 (Germany)  150,000  147,000 

Koninklijke (Royal) KPN NV sr. unsec. unsub. bonds 8 3/8s,     
2030 (Netherlands)  90,000  115,848 

Level 3 Escrow, Inc. 144A sr. unsec. notes 8 1/8s, 2019  45,000  39,769 

Level 3 Financing, Inc. company guaranty sr. unsec.     
unsub. notes 9 1/4s, 2014  526,000  519,425 

 

45



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Communication services cont.     
Level 3 Financing, Inc. 144A company guaranty sr. unsec.     
unsub. notes 9 3/8s, 2019  $185,000  $172,050 

Mediacom LLC/Mediacom Capital Corp. sr. unsec.     
notes 9 1/8s, 2019  145,000  144,275 

MetroPCS Wireless, Inc. company guaranty sr. unsec.     
notes 7 7/8s, 2018  505,000  492,375 

Nextel Communications, Inc. sr. notes Ser. E, 6 7/8s, 2013  545,000  532,738 

NII Capital Corp. company guaranty sr. unsec.     
unsub. notes 10s, 2016  440,000  481,800 

NII Capital Corp. company guaranty sr. unsec.     
unsub. notes 7 5/8s, 2021  95,000  96,900 

PAETEC Holding Corp. company guaranty sr. notes 8 7/8s, 2017  260,000  273,000 

PAETEC Holding Corp. company guaranty sr. unsec.     
notes 9 7/8s, 2018  230,000  240,925 

Qwest Communications International, Inc. company     
guaranty 7 1/2s, 2014  180,000  180,000 

Qwest Corp. notes 6 3/4s, 2021  777,000  756,651 

Qwest Corp. sr. notes FRN 3.597s, 2013  1,475,000  1,478,688 

Qwest Corp. sr. unsec. unsub. notes 8 7/8s, 2012  409,000  422,804 

Qwest Corp. sr. unsec. unsub. notes 7 1/4s, 2025  85,000  82,025 

Rogers Communications, Inc. company guaranty sr. unsec.     
bonds 8 3/4s, 2032 (Canada)  225,000  327,010 

SBA Telecommunications, Inc. company guaranty sr. unsec.     
notes 8 1/4s, 2019  20,000  21,000 

SBA Telecommunications, Inc. company guaranty sr. unsec.     
notes 8s, 2016  435,000  455,663 

Sprint Capital Corp. company guaranty 6 7/8s, 2028  1,245,000  930,638 

Sprint Nextel Corp. sr. notes 8 3/8s, 2017  565,000  525,450 

Sprint Nextel Corp. sr. unsec. notes 6s, 2016  145,000  124,700 

Time Warner Cable, Inc. company guaranty sr. unsec.     
notes 7 1/2s, 2014  50,000  56,602 

Time Warner Cable, Inc. company guaranty sr. unsec.     
unsub. notes 8 1/4s, 2014  340,000  387,749 

Time Warner Cable, Inc. company guaranty sr. unsec.     
unsub. notes 6 3/4s, 2039  105,000  120,091 

Verizon Communications, Inc. sr. unsec.     
unsub. notes 8 3/4s, 2018  270,000  363,689 

Virgin Media Finance PLC company guaranty sr. notes Ser. 1,     
9 1/2s, 2016 (United Kingdom)  295,000  318,600 

Wind Acquisition Finance SA 144A company     
guaranty sr. notes 7 1/4s, 2018 (Netherlands)  360,000  307,350 

Wind Acquisition Finance SA 144A sr. notes 11 3/4s, 2017     
(Netherlands)  500,000  425,000 

Windstream Corp. company guaranty sr. unsec.     
unsub. notes 8 1/8s, 2018  85,000  85,638 

Windstream Corp. company guaranty sr. unsec.     
unsub. notes 7 7/8s, 2017  385,000  389,813 

Windstream Corp. company guaranty sr. unsec.     
unsub. notes 7 3/4s, 2021  160,000  154,400 

    22,994,609 

 

46



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Consumer cyclicals (2.2%)     
Academy Ltd./Academy Finance Corp. 144A company     
guaranty sr. unsec. notes 9 1/4s, 2019  $35,000  $32,550 

Affinion Group Holdings, Inc. company guaranty sr. unsec.     
notes 11 5/8s, 2015  245,000  188,650 

Affinion Group, Inc. company guaranty sr. unsec.     
notes 7 7/8s, 2018  315,000  242,550 

Affinion Group, Inc. company guaranty sr. unsec.     
sub. notes 11 1/2s, 2015  215,000  167,700 

AMC Entertainment, Inc. company     
guaranty sr. sub. notes 9 3/4s, 2020  420,000  380,100 

AMC Entertainment, Inc. sr. sub. notes 8s, 2014  115,000  110,975 

American Casino & Entertainment Properties LLC     
sr. notes 11s, 2014  316,000  305,730 

American Media, Inc. 144A notes 13 1/2s, 2018  11,246  9,559 

Ameristar Casinos, Inc. 144A sr. notes 7 1/2s, 2021  250,000  241,875 

ARAMARK Holdings Corp. 144A sr. unsec. notes 8 5/8s, 2016 ‡‡  105,000  103,425 

Autonation, Inc. company guaranty sr. unsec. notes 6 3/4s, 2018  90,000  91,800 

Beazer Homes USA, Inc. company guaranty sr. unsec.     
notes 6 7/8s, 2015  140,000  94,500 

Beazer Homes USA, Inc. company guaranty sr. unsec.     
unsub. notes 9 1/8s, 2018  150,000  94,500 

Beazer Homes USA, Inc. sr. unsec. notes 9 1/8s, 2019  95,000  60,325 

Bon-Ton Department Stores, Inc. (The) company     
guaranty 10 1/4s, 2014  365,000  292,000 

Brickman Group Holdings, Inc. 144A sr. notes 9 1/8s, 2018  70,000  61,775 

Building Materials Corp. 144A company     
guaranty sr. notes 7 1/2s, 2020  240,000  244,800 

Building Materials Corp. 144A sr. notes 7s, 2020  95,000  94,763 

Building Materials Corp. 144A sr. notes 6 7/8s, 2018  110,000  106,700 

Building Materials Corp. 144A sr. notes 6 3/4s, 2021  95,000  90,250 

Burlington Coat Factory Warehouse Corp. 144A company     
guaranty sr. unsec. notes 10s, 2019  205,000  174,250 

Caesars Entertainment Operating Co., Inc.     
sr. notes 11 1/4s, 2017  1,265,000  1,276,069 

CBS Corp. company guaranty sr. unsec. notes 7 7/8s, 2030  100,000  126,245 

CBS Corp. sr. unsec. unsub. notes 4 1/2s, 2021  210,000  216,837 

Cedar Fair LP/Canada’s Wonderland Co./Magnum Management     
Corp. company guaranty sr. unsec. notes 9 1/8s, 2018  45,000  46,463 

Cengage Learning Acquisitions, Inc. 144A sr. notes 10 1/2s, 2015  335,000  214,400 

Cenveo Corp. company guaranty sr. notes 8 7/8s, 2018  225,000  177,188 

Cenveo Corp. 144A company guaranty sr. unsec.     
notes 10 1/2s, 2016  240,000  192,000 

Choice Hotels International, Inc. company     
guaranty sr. unsec. unsub. notes 5.7s, 2020  185,000  202,123 

Chrysler Group, LLC/CG Co-Issuer, Inc. 144A company     
guaranty sr. notes 8 1/4s, 2021  375,000  289,688 

Cinemark USA, Inc. company guaranty sr. unsec.     
notes 8 5/8s, 2019  150,000  154,500 

 

47



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.       
Cinemark USA, Inc. company guaranty sr. unsec.       
sub. notes 7 3/8s, 2021    $55,000  $51,975 

CityCenter Holdings LLC/CityCenter Finance Corp. 144A       
company guaranty sr. notes 10 3/4s, 2017 ‡‡    369,454  335,280 

Clear Channel Communications, Inc. company       
guaranty sr. notes 9s, 2021    275,000  204,188 

Clear Channel Communications, Inc. company guaranty unsec.       
unsub. notes 10 3/4s, 2016    90,000  46,575 

Clear Channel Communications, Inc. sr. unsec. notes 5 1/2s, 2014  120,000  67,800 

Clear Channel Worldwide Holdings, Inc. company       
guaranty sr. unsec. unsub. notes Ser. B, 9 1/4s, 2017    720,000  736,200 

Compucom Systems, Inc. 144A sr. sub. notes 12 1/2s, 2015    215,000  216,075 

Cumulus Media, Inc. 144A sr. notes 7 3/4s, 2019    290,000  244,325 

DIRECTV Holdings, LLC/DIRECTV Financing Co., Inc. company     
guaranty sr. unsec. notes 7 5/8s, 2016    120,000  129,000 

DIRECTV Holdings, LLC/DIRECTV Financing Co., Inc. company     
guaranty sr. unsec. notes 5s, 2021    360,000  380,797 

DISH DBS Corp. company guaranty 6 5/8s, 2014    45,000  45,506 

DISH DBS Corp. company guaranty sr. unsec. notes 7 7/8s, 2019  445,000  453,900 

DISH DBS Corp. company guaranty sr. unsec. notes 7 3/4s, 2015  10,000  10,250 

DISH DBS Corp. 144A company guaranty sr. unsec. notes 6 3/4s, 2021  235,000  224,425 

Echostar DBS Corp. sr. notes 6 3/8s, 2011    225,000  225,000 

Expedia, Inc. company guaranty sr. unsec. notes 7.456s, 2018    1,190,000  1,320,900 

FelCor Lodging Escrow, LP 144A sr. notes 6 3/4s, 2019 R    370,000  331,150 

FelCor Lodging LP company guaranty sr. notes 10s, 2014 R    352,000  366,080 

Ford Motor Credit Co., LLC sr. unsec. notes 8 1/8s, 2020    355,000  395,825 

Ford Motor Credit Co., LLC sr. unsec. notes 7s, 2015    100,000  105,000 

Ford Motor Credit Co., LLC sr. unsec. notes 5s, 2018    475,000  458,810 

Ford Motor Credit Co., LLC sr. unsec. unsub. notes 5 7/8s, 2021  280,000  278,600 

General Motors Financial Co., Inc. 144A sr. notes 6 3/4s, 2018    175,000  171,500 

Gray Television, Inc. company guaranty sr. notes 10 1/2s, 2015  300,000  271,500 

Hanesbrands, Inc. company guaranty sr. unsec. notes 6 3/8s, 2020  190,000  184,300 

Home Depot, Inc. (The) sr. unsec. unsub. notes 5.4s, 2016    416,000  470,697 

Host Hotels & Resorts LP company guaranty sr. unsec.       
unsub. notes Ser. Q, 6 3/4s, 2016 R    110,000  110,000 

Interactive Data Corp. company guaranty sr. unsec.       
notes 10 1/4s, 2018    520,000  559,000 

Isle of Capri Casinos, Inc. company guaranty 7s, 2014    308,000  279,895 

Isle of Capri Casinos, Inc. company guaranty sr. unsec.       
unsub. notes 7 3/4s, 2019    205,000  187,063 

Jarden Corp. company guaranty sr. unsec. sub. notes 7 1/2s, 2017  690,000  703,800 

Jarden Corp. company guaranty sr. unsec. sub. notes Ser. 1,       
7 1/2s, 2020  EUR  50,000  61,557 

Johnson Controls, Inc. sr. unsec. notes 5.7s, 2041    $35,000  39,336 

Lamar Media Corp. company guaranty sr. sub. notes 7 7/8s, 2018  90,000  90,000 

Lender Processing Services, Inc. company       
guaranty sr. unsec. unsub. notes 8 1/8s, 2016    787,000  739,780 

Levi Strauss & Co. sr. unsec. notes 8 7/8s, 2016    260,000  262,600 

 

48



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.     
Liberty Interactive, LLC debs. 8 1/4s, 2030  $195,000  $184,763 

Limited Brands, Inc. company guaranty sr. unsec.     
notes 6 5/8s, 2021  230,000  232,588 

M/I Homes, Inc. company guaranty sr. unsec. notes 8 5/8s, 2018  420,000  378,000 

Macy’s Retail Holdings, Inc. company guaranty sr. unsec.     
notes 5.9s, 2016  245,000  267,620 

Mashantucket Western Pequot Tribe 144A bonds Ser. A,     
8 1/2s, 2015 (In default) †  285,000  16,388 

Masonite International Corp. 144A company     
guaranty sr. notes 8 1/4s, 2021 (Canada)  285,000  257,213 

McClatchy Co. (The) company guaranty sr. notes 11 1/2s, 2017  130,000  112,775 

MGM Resorts International company guaranty sr. notes 9s, 2020  60,000  62,325 

MGM Resorts International company guaranty sr. unsec.     
notes 6 7/8s, 2016  95,000  80,750 

MGM Resorts International company guaranty sr. unsec.     
notes 6 5/8s, 2015  125,000  105,938 

MGM Resorts International sr. notes 10 3/8s, 2014  30,000  32,738 

MGM Resorts International sr. notes 6 3/4s, 2012  315,000  308,700 

Michaels Stores, Inc. company guaranty 11 3/8s, 2016  180,000  182,250 

MTR Gaming Group, Inc. 144A notes 11 1/2s, 2019  660,000  531,300 

Navistar International Corp. sr. notes 8 1/4s, 2021  380,000  389,500 

Needle Merger Sub Corp. 144A sr. unsec. notes 8 1/8s, 2019  205,000  178,350 

News America Holdings, Inc. debs. 7 3/4s, 2045  210,000  255,254 

Nielsen Finance, LLC/Nielsen Finance Co. company     
guaranty sr. unsec. notes 7 3/4s, 2018  215,000  219,300 

Nortek, Inc. 144A company guaranty sr. notes 8 1/2s, 2021  100,000  80,500 

Nortek, Inc. 144A company guaranty sr. unsec. notes 10s, 2018  215,000  198,875 

Owens Corning company guaranty sr. unsec. notes 9s, 2019  670,000  790,600 

Penn National Gaming, Inc. sr. unsec. sub. notes 8 3/4s, 2019  140,000  148,400 

Penske Automotive Group, Inc. company guaranty sr. unsec.     
sub. notes 7 3/4s, 2016  400,000  396,000 

PETCO Animal Supplies, Inc. 144A company     
guaranty sr. notes 9 1/4s, 2018  145,000  145,725 

PHH Corp. sr. unsec. unsub. notes 9 1/4s, 2016  140,000  143,850 

Pinnacle Entertainment, Inc. company guaranty sr. unsec.     
notes 8 5/8s, 2017  45,000  45,338 

Pinnacle Entertainment, Inc. company guaranty sr. unsec.     
sub. notes 7 1/2s, 2015  380,000  365,750 

Ply Gem Industries, Inc. company guaranty sr. notes 8 1/4s, 2018  45,000  36,675 

Pulte Group, Inc. company guaranty sr. unsec. notes 7 5/8s, 2017  235,000  225,600 

Pulte Group, Inc. company guaranty sr. unsec.     
unsub. notes 7 7/8s, 2032  195,000  156,000 

QVC Inc. 144A sr. notes 7 3/8s, 2020  160,000  170,400 

Realogy Corp. company guaranty sr. unsec.     
unsub. notes 11 1/2s, 2017  380,000  252,700 

Realogy Corp. 144A company guaranty sr. notes 7 7/8s, 2019  80,000  60,400 

Regal Entertainment Group company guaranty sr. unsec.     
notes 9 1/8s, 2018  330,000  326,700 

 

49



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.       
Roofing Supply Group, LLC/Roofing Supply Finance, Inc. 144A       
sr. notes 8 5/8s, 2017    $345,000  $325,163 

Sabre Holdings Corp. sr. unsec. unsub. notes 8.35s, 2016    330,000  269,775 

Scotts Miracle-Gro Co. (The) 144A sr. notes 6 5/8s, 2020    210,000  205,800 

Sealy Mattress Co. sr. sub. notes 8 1/4s, 2014    50,000  47,125 

Sealy Mattress Co. 144A company guaranty sr. sec.       
notes 10 7/8s, 2016    326,000  343,930 

Sears Holdings Corp. company guaranty 6 5/8s, 2018    200,000  165,000 

Standard Pacific Corp. company guaranty sr. unsec.       
unsub. notes 7s, 2015    30,000  28,200 

SugarHouse HSP Gaming Prop. Mezz LP/SugarHouse HSP Gaming       
Finance Corp. 144A notes 8 5/8s, 2016    105,000  105,525 

Time Warner, Inc. company guaranty sr. unsec. notes 4.7s, 2021    180,000  189,259 

Time Warner, Inc. company guaranty sr. unsec. notes 3.15s, 2015    230,000  237,891 

Toys R Us — Delaware, Inc. 144A company       
guaranty sr. notes 7 3/8s, 2016    65,000  62,563 

Toys R Us Property Co., LLC company guaranty sr. unsec.       
notes 10 3/4s, 2017    535,000  565,763 

Travelport LLC company guaranty 11 7/8s, 2016    50,000  19,750 

Travelport LLC company guaranty 9 7/8s, 2014    205,000  134,275 

Travelport, LLC/Travelport, Inc. company       
guaranty sr. unsec. notes 9s, 2016    190,000  111,150 

TRW Automotive, Inc. company guaranty sr. unsec.       
unsub. notes Ser. REGS, 6 3/8s, 2014  EUR  165,000  221,937 

TRW Automotive, Inc. 144A company       
guaranty sr. notes 7 1/4s, 2017    $100,000  105,000 

TRW Automotive, Inc. 144A company guaranty sr. unsec.       
unsub. notes 7s, 2014    330,000  346,500 

Universal City Development Partners, Ltd. company       
guaranty sr. unsec. notes 8 7/8s, 2015    357,000  387,345 

Univision Communications, Inc. 144A company       
guaranty sr. unsec. notes 8 1/2s, 2021    240,000  187,200 

Vertis, Inc. company guaranty sr. notes 13 1/2s,       
2014 (In default) † ‡‡ F    224,245  7,624 

Wal-Mart Stores, Inc. sr. unsec. unsub. notes 6 1/2s, 2037    540,000  716,094 

Walt Disney Co. sr. unsec. notes 2 3/4s, 2021    80,000  78,710 

Walt Disney Co. sr. unsec. unsub. notes 4 3/8s, 2041    30,000  31,621 

Wynn Las Vegas, LLC/Wynn Las Vegas Capital Corp. company       
guaranty 1st mtge. notes 7 3/4s, 2020    155,000  162,750 

XM Satellite Radio, Inc. 144A company guaranty sr. unsec.       
notes 13s, 2013    450,000  504,000 

XM Satellite Radio, Inc. 144A sr. unsec. notes 7 5/8s, 2018    300,000  303,000 

Yankee Candle Co. company guaranty sr. notes Ser. B,       
8 1/2s, 2015    445,000  427,200 

YCC Holdings, LLC/Yankee Finance, Inc. sr. unsec.       
notes 10 1/4s, 2016 ‡‡    185,000  157,250 

Yonkers Racing Corp. 144A sr. notes 11 3/8s, 2016    484,000  493,680 

      31,123,324 

 

50



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Consumer staples (1.1%)     
ACCO Brands Corp. company guaranty sr. notes 10 5/8s, 2015  $190,000  $204,250 

AE Escrow Corp. 144A sr. unsec. notes 9 3/4s, 2020  80,000  76,800 

Altria Group, Inc. company guaranty sr. unsec. notes 9.7s, 2018  150,000  198,779 

Altria Group, Inc. company guaranty sr. unsec.     
notes 9 1/4s, 2019  20,000  26,216 

Anheuser-Busch InBev Worldwide, Inc. company     
guaranty unsec. unsub. notes 5 3/8s, 2020  315,000  367,002 

Avis Budget Car Rental, LLC company guaranty sr. unsec.     
unsub. notes 9 5/8s, 2018  70,000  69,300 

Avis Budget Car Rental, LLC company guaranty sr. unsec.     
unsub. notes 7 3/4s, 2016  120,000  115,800 

Bunge Ltd., Finance Corp. company guaranty sr. unsec.     
notes 8 1/2s, 2019  13,000  16,197 

Bunge Ltd., Finance Corp. company guaranty unsec.     
unsub. notes 4.1s, 2016  122,000  124,713 

Burger King Corp. company guaranty sr. unsec. notes 9 7/8s, 2018  180,000  185,400 

Central Garden & Pet Co. company     
guaranty sr. sub. notes 8 1/4s, 2018  215,000  205,325 

CKE Holdings, Inc. 144A sr. notes 10 1/2s, 2016 ‡‡  140,000  123,900 

Claire’s Stores, Inc. company guaranty sr. notes 8 7/8s, 2019  205,000  147,600 

Claire’s Stores, Inc. 144A company guaranty sr. unsec.     
notes 9 5/8s, 2015  256,907  197,818 

Constellation Brands, Inc. company guaranty sr. unsec.     
unsub. notes 7 1/4s, 2016  350,000  367,500 

Corrections Corporation of America company     
guaranty sr. notes 7 3/4s, 2017  550,000  577,500 

CVS Caremark Corp. jr. unsec. sub. bonds FRB 6.302s, 2037  245,000  237,038 

CVS Caremark Corp. sr. unsec. unsub. notes 6.6s, 2019  80,000  96,539 

CVS Pass-Through Trust 144A pass-through certificates     
6.117s, 2013  447,050  467,014 

Darden Restaurants, Inc. sr. unsec. unsub. notes 6.8s, 2037  205,000  247,814 

Dave & Buster’s, Inc. company guaranty sr. unsec.     
unsub. notes 11s, 2018  295,000  292,788 

Dean Foods Co. company guaranty sr. unsec.     
unsub. notes 9 3/4s, 2018  65,000  65,813 

Dean Foods Co. company guaranty sr. unsec. unsub. notes 7s, 2016  290,000  273,325 

Del Monte Foods Co. 144A company guaranty sr. unsec.     
notes 7 5/8s, 2019  80,000  67,600 

Delhaize Group company guaranty sr. unsec. bond 5 7/8s,     
2014 (Belgium)  135,000  147,414 

Diageo Capital PLC company guaranty 5 3/4s, 2017 (United Kingdom)  280,000  327,063 

DineEquity, Inc. company guaranty sr. unsec. notes 9 1/2s, 2018  285,000  282,863 

Dole Food Co. sr. notes 13 7/8s, 2014  107,000  122,248 

Dole Food Co. 144A sr. notes 8s, 2016  170,000  173,825 

Elizabeth Arden, Inc. sr. unsec. unsub. notes 7 3/8s, 2021  240,000  240,000 

General Mills, Inc. sr. unsec. notes 5.65s, 2019  75,000  89,021 

H.J. Heinz Co. sr. unsec. notes 5.35s, 2013  216,000  232,255 

Hertz Corp. company guaranty sr. unsec. notes 8 7/8s, 2014  23,000  23,000 

Hertz Corp. company guaranty sr. unsec. notes 7 1/2s, 2018  100,000  95,500 

 

51



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Consumer staples cont.       
Hertz Holdings Netherlands BV 144A sr. bonds 8 1/2s,       
2015 (Netherlands)  EUR  250,000  $328,488 

JBS USA LLC/JBS USA Finance, Inc. company       
guaranty sr. unsec. notes 11 5/8s, 2014    $310,000  331,700 

JBS USA LLC/JBS USA Finance, Inc. 144A sr. unsec.       
notes 7 1/4s, 2021    760,000  627,000 

Kraft Foods, Inc. sr. unsec. notes 6 1/2s, 2017    20,000  23,732 

Kraft Foods, Inc. sr. unsec. notes 5 3/8s, 2020    5,000  5,643 

Kraft Foods, Inc. sr. unsec. unsub. notes 6 1/2s, 2040    375,000  459,656 

Kroger Co. company guaranty 6.4s, 2017    234,000  277,455 

Landry’s Restaurants, Inc. company       
guaranty sr. notes 11 5/8s, 2015    45,000  45,225 

Landry’s Restaurants, Inc. 144A company       
guaranty sr. notes 11 5/8s, 2015    105,000  105,525 

Libbey Glass, Inc. sr. notes 10s, 2015    113,000  118,368 

McDonald’s Corp. sr. unsec. bond 6.3s, 2037    56,000  75,809 

McDonald’s Corp. sr. unsec. notes 5.7s, 2039    174,000  219,824 

Michael Foods, Inc. company guaranty sr. unsec       
notes 9 3/4s, 2018    125,000  129,063 

PepsiCo, Inc. sr. unsec. notes 7.9s, 2018    185,000  246,158 

Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp.       
company guaranty sr. unsec. notes 9 1/4s, 2015    460,000  456,550 

Prestige Brands, Inc. company guaranty sr. unsec.       
notes 8 1/4s, 2018    315,000  321,300 

Reddy Ice Corp. company guaranty sr. notes 11 1/4s, 2015    290,000  264,625 

Revlon Consumer Products Corp. company       
guaranty notes 9 3/4s, 2015    520,000  544,700 

Rite Aid Corp. company guaranty sr. notes 7 1/2s, 2017    245,000  233,975 

Rite Aid Corp. company guaranty sr. unsec.       
unsub. notes 9 1/2s, 2017    709,000  560,110 

Rite Aid Corp. company guaranty sr. unsub. notes 8s, 2020    80,000  83,400 

Roadhouse Financing, Inc. notes 10 3/4s, 2017    170,000  157,675 

RSC Equipment Rental, Inc. 144A sr. sec. notes 10s, 2017    145,000  152,250 

Service Corporation International sr. notes 7s, 2019    115,000  116,150 

Service Corporation International sr. unsec.       
unsub. notes 6 3/4s, 2016    625,000  640,625 

Smithfield Foods, Inc. company guaranty sr. notes 10s, 2014    490,000  556,150 

Spectrum Brands, Inc. sr. notes 9 1/2s, 2018    155,000  165,075 

Spectrum Brands, Inc. sr. unsec. sub. bonds 12s, 2019    160,512  173,754 

Stewart Enterprises, Inc. company guaranty sr. unsec.       
notes 6 1/2s, 2019    200,000  193,500 

Tyson Foods, Inc. sr. unsec. unsub. notes 10 1/2s, 2014    885,000  1,022,175 

United Rentals North America, Inc. company       
guaranty sr. unsec. sub. notes 8 3/8s, 2020    105,000  96,075 

United Rentals North America, Inc. company       
guaranty sr. unsec. unsub. notes 9 1/4s, 2019    175,000  181,563 

Wendy’s Co. (The) company guaranty sr. unsec.       
unsub. notes 10s, 2016    510,000  536,775 

West Corp. company guaranty sr. unsec. notes 8 5/8s, 2018    115,000  111,838 

 

52



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Consumer staples cont.     
West Corp. company guaranty sr. unsec. notes 7 7/8s, 2019  $155,000  $145,700 

WPP Finance UK company guaranty sr. unsec. notes 8s, 2014     
(United Kingdom)  110,000  124,496 

    16,317,327 
Energy (1.4%)     
Alpha Natural Resources, Inc. company guaranty sr. unsec.     
notes 6 1/4s, 2021  185,000  172,513 

Alpha Natural Resources, Inc. company guaranty sr. unsec.     
notes 6s, 2019  195,000  182,325 

Anadarko Finance Co. company guaranty sr. unsec.     
unsub. notes Ser. B, 7 1/2s, 2031  900,000  1,065,798 

Anadarko Petroleum Corp. sr. notes 5.95s, 2016  105,000  114,571 

Anadarko Petroleum Corp. sr. unsec. notes 6 3/8s, 2017  35,000  39,264 

Apache Corp. sr. unsec. unsub. notes 3 5/8s, 2021  255,000  266,616 

Arch Coal, Inc. company guaranty sr. unsec. notes 7 1/4s, 2020  240,000  230,400 

Arch Coal, Inc. 144A company guaranty sr. unsec. notes 7s, 2019  250,000  237,500 

Arch Western Finance, LLC company     
guaranty sr. notes 6 3/4s, 2013  107,000  106,733 

ATP Oil & Gas Corp. company guaranty sr. notes 11 7/8s, 2015  120,000  83,550 

BP Capital Markets PLC company guaranty sr. unsec.     
unsub. notes 3.2s, 2016 (United Kingdom)  430,000  447,986 

Brigham Exploration Co. company guaranty sr. unsec.     
notes 6 7/8s, 2019  65,000  63,375 

Brigham Exploration Co. company guaranty sr. unsec.     
notes 8 3/4s, 2018  205,000  219,350 

Carrizo Oil & Gas, Inc. company guaranty sr. unsec.     
notes 8 5/8s, 2018  390,000  382,200 

Chaparral Energy, Inc. company guaranty sr. unsec.     
notes 9 7/8s, 2020  200,000  200,000 

Chaparral Energy, Inc. company guaranty sr. unsec.     
notes 8 7/8s, 2017  450,000  436,500 

Chaparral Energy, Inc. company guaranty sr. unsec.     
notes 8 1/4s, 2021  10,000  9,125 

Chesapeake Energy Corp. company guaranty 6 1/2s, 2017  95,000  98,325 

Chesapeake Midstream Partners LP/CHKM Finance Corp. 144A     
company guaranty sr. unsec. notes 5 7/8s, 2021  100,000  95,000 

Complete Production Services, Inc. company guaranty 8s, 2016  380,000  380,000 

Concho Resources, Inc. company guaranty sr. unsec.     
notes 6 1/2s, 2022  275,000  266,750 

CONSOL Energy, Inc. company guaranty sr. unsec.     
notes 8 1/4s, 2020  530,000  557,825 

CONSOL Energy, Inc. company guaranty sr. unsec. notes 8s, 2017  310,000  323,950 

CONSOL Energy, Inc. 144A company guaranty sr. unsec.     
notes 6 3/8s, 2021  40,000  38,600 

Crosstex Energy LP/Crosstex Energy Finance Corp. company     
guaranty sr. unsec. notes 8 7/8s, 2018  325,000  333,125 

Denbury Resources, Inc. company guaranty sr. unsec.     
sub. notes 8 1/4s, 2020  339,000  357,645 

Denbury Resources, Inc. company guaranty sr. unsec.     
sub. notes 6 3/8s, 2021  145,000  139,925 

 

53



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Energy cont.     
EXCO Resources, Inc. company guaranty sr. unsec.     
notes 7 1/2s, 2018  $585,000  $523,575 

Ferrellgas LP/Ferrellgas Finance Corp. sr. unsec.     
notes 9 1/8s, 2017  145,000  146,450 

Ferrellgas LP/Ferrellgas Finance Corp. sr. unsec.     
notes 6 1/2s, 2021  145,000  123,250 

Forbes Energy Services Ltd. 144A company     
guaranty sr. unsec. notes 9s, 2019  185,000  171,125 

Frac Tech Services, LLC/Frac Tech Finance, Inc. 144A     
company guaranty sr. notes 7 1/8s, 2018  265,000  268,975 

Gazprom OAO Via Gaz Capital SA 144A sr. unsec. 6.51s,     
2022 (Russia)  230,000  225,400 

Gazprom Via Gaz Capital SA 144A company guaranty sr. unsec.     
bond 8.146s, 2018 (Russia)  158,000  173,408 

Gazprom Via OAO White Nights Finance BV notes 10 1/2s, 2014     
(Netherlands)  1,000,000  1,111,650 

Goodrich Petroleum Corp. 144A sr. notes 8 7/8s, 2019  420,000  405,300 

Helix Energy Solutions Group, Inc. 144A sr. unsec.     
notes 9 1/2s, 2016  645,000  654,675 

Hercules Offshore, Inc. 144A sr. notes 10 1/2s, 2017  135,000  127,575 

Hornbeck Offshore Services, Inc. sr. notes Ser. B, 6 1/8s, 2014  85,000  83,725 

Inergy LP/Inergy Finance Corp. company guaranty sr. unsec.     
notes 6 7/8s, 2021  315,000  286,650 

James River Escrow, Inc. 144A sr. notes 7 7/8s, 2019  100,000  84,000 

Kerr-McGee Corp. company guaranty sr. unsec.     
unsub. notes 7 7/8s, 2031  60,000  73,783 

Key Energy Services, Inc. company guaranty unsec.     
unsub. notes 6 3/4s, 2021  230,000  221,375 

Laredo Petroleum, Inc. 144A sr. notes 9 1/2s, 2019  190,000  199,500 

MEG Energy Corp. 144A company guaranty sr. unsec.     
notes 6 1/2s, 2021 (Canada)  205,000  196,288 

Milagro Oil & Gas 144A notes 10 1/2s, 2016  275,000  220,000 

Newfield Exploration Co. sr. sub. notes 6 5/8s, 2016  5,000  5,050 

Newfield Exploration Co. sr. unsec. notes 5 3/4s, 2022  115,000  113,706 

Newfield Exploration Co. sr. unsec. sub. notes 6 5/8s, 2014  375,000  376,875 

Noble Holding International, Ltd. company     
guaranty sr. unsec. notes 6.05s, 2041  245,000  280,203 

Offshore Group Investments, Ltd. company     
guaranty sr. notes 11 1/2s, 2015 (Cayman Islands)  225,000  231,750 

Offshore Group Investments, Ltd. 144A company     
guaranty sr. notes 11 1/2s, 2015 (Cayman Islands)  60,000  61,800 

OPTI Canada, Inc. company guaranty sr. sec. notes 8 1/4s,     
2014 (Canada) (In default) †  70,000  44,100 

OPTI Canada, Inc. company guaranty sr. sec. notes 7 7/8s,     
2014 (Canada) (In default) †  225,000  141,750 

Peabody Energy Corp. company guaranty 7 3/8s, 2016  610,000  670,238 

Peabody Energy Corp. company guaranty sr. unsec.     
unsub. notes 6 1/2s, 2020  25,000  26,281 

Petroleos de Venezuela SA sr. unsec. notes 4.9s, 2014 (Venezuela)  1,920,000  1,308,000 

 

54



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Energy cont.     
Petroleum Development Corp. company guaranty sr. unsec.     
notes 12s, 2018  $345,000  $369,150 

Plains Exploration & Production Co. company     
guaranty 7 3/4s, 2015  70,000  72,100 

Plains Exploration & Production Co. company guaranty 7s, 2017  555,000  555,000 

Quicksilver Resources, Inc. company guaranty 7 1/8s, 2016  30,000  26,400 

Quicksilver Resources, Inc. sr. notes 11 3/4s, 2016  370,000  399,600 

Range Resources Corp. company     
guaranty sr. sub. notes 6 3/4s, 2020  115,000  122,475 

Rosetta Resources, Inc. company guaranty sr. unsec.     
notes 9 1/2s, 2018  315,000  321,300 

Sabine Pass LNG LP sec. notes 7 1/2s, 2016  995,000  920,375 

SandRidge Energy, Inc. 144A company guaranty sr. unsec.     
notes 7 1/2s, 2021  60,000  55,200 

SandRidge Energy, Inc. 144A company guaranty sr. unsec.     
unsub. notes 8s, 2018  115,000  108,100 

Shell International Finance BV company guaranty sr. unsec.     
notes 3.1s, 2015 (Netherlands)  270,000  286,581 

SM Energy Co. 144A sr. unsec. notes 6 5/8s, 2019  125,000  124,375 

Statoil ASA company guaranty sr. unsec. notes 5.1s, 2040 (Norway)  110,000  128,510 

Total Capital SA company guaranty sr. unsec.     
unsub. notes 3s, 2015 (France)  295,000  311,998 

Trinidad Drilling, Ltd. 144A sr. unsec. notes 7 7/8s, 2019 (Canada)  55,000  54,725 

Unit Corp. company guaranty sr. sub. notes 6 5/8s, 2021  75,000  74,708 

Weatherford Bermuda company guaranty sr. unsec.     
notes 9 7/8s, 2039 (Switzerland)  100,000  141,738 

Whiting Petroleum Corp. company guaranty 7s, 2014  370,000  394,050 

Williams Cos., Inc. (The) notes 7 3/4s, 2031  26,000  31,213 

Williams Cos., Inc. (The) sr. unsec. notes 7 7/8s, 2021  70,000  82,986 

    19,985,992 
Financials (2.1%)     
Abbey National Treasury Service bank guaranty sr. unsec.     
unsub. notes FRN 1.832s, 2014 (United Kingdom)  135,000  128,618 

ACE Cash Express, Inc. 144A sr. notes 11s, 2019  205,000  181,938 

Aflac, Inc. sr. unsec. notes 6.9s, 2039  220,000  225,796 

Ally Financial, Inc. company guaranty sr. notes 6 1/4s, 2017  210,000  182,933 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes 8.3s, 2015  160,000  158,200 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes 8s, 2020  145,000  134,215 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes 7 1/2s, 2020  140,000  126,700 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes FRN 2.526s, 2014  236,000  202,607 

Ally Financial, Inc. unsec. sub. notes 8s, 2018  155,000  141,050 

American Express Co. sr. unsec. notes 8 1/8s, 2019  420,000  530,087 

American International Group, Inc. jr. sub. bonds FRB 8.175s, 2058  275,000  242,688 

American International Group, Inc. sr. unsec. Ser. MTN, 5.85s, 2018  437,000  434,032 

Bank of Montreal sr. unsec. bond 2 1/8s, 2013 (Canada)  185,000  189,126 

 

55



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Financials cont.     
Bank of New York Mellon Corp. (The) sr. unsec. notes 4.3s, 2014  $270,000  $291,319 

Bank of New York Mellon Corp. (The) sr. unsec. notes 2.95s, 2015  30,000  31,160 

Bank of New York Mellon Corp. (The) 144A sr. unsec.     
notes Ser. MTN, 2 1/2s, 2016  20,000  20,401 

BankAmerica Capital III bank guaranteed jr. unsec. FRN     
0.819s, 2027  580,000  359,650 

Barclays Bank PLC jr. unsec. sub. notes FRN 6.278s, 2049     
(United Kingdom)  130,000  85,313 

Barclays Bank PLC 144A jr. unsec. sub. notes FRN 6.86s,     
2049 (United Kingdom)  260,000  187,200 

Barclays Bank PLC 144A sub. notes 10.179s, 2021 (United Kingdom)  508,000  537,505 

Bear Stearns Cos., Inc. (The) notes 5.7s, 2014  20,000  21,568 

Bosphorus Financial Services, Ltd. 144A sr. notes FRN 2.086s, 2012  25,000  24,933 

Camden Property Trust sr. unsec. notes 4 7/8s, 2023 R  190,000  192,775 

Capital One Capital IV company guaranty jr. unsec.     
sub. notes FRN 6.745s, 2037  235,000  224,425 

Capital One Capital V company guaranty jr. unsec.     
sub. notes 10 1/4s, 2039  270,000  274,050 

CB Richard Ellis Services, Inc. company guaranty sr. unsec.     
notes 6 5/8s, 2020  85,000  81,600 

CB Richard Ellis Services, Inc. company guaranty sr. unsec.     
sub. notes 11 5/8s, 2017  280,000  315,700 

CIT Group, Inc. 144A bonds 7s, 2017  1,345,000  1,304,650 

CIT Group, Inc. 144A bonds 7s, 2016  585,000  567,450 

CIT Group, Inc. 144A company guaranty notes 6 5/8s, 2018  305,000  303,475 

Citigroup, Inc. sr. notes 6 1/2s, 2013  940,000  989,158 

Citigroup, Inc. unsec. sub. notes 6 5/8s, 2032  222,000  214,585 

Citigroup, Inc. unsec. sub. notes 6 1/8s, 2036  260,000  219,935 

CNO Financial Group, Inc. 144A company     
guaranty sr. notes 9s, 2018  140,000  144,900 

Community Choice Financial, Inc. 144A sr. notes 10 3/4s, 2019  250,000  242,500 

Credit Suisse First Boston USA, Inc. company     
guaranty sr. unsec. unsub. notes 6 1/8s, 2011  490,000  492,348 

Credit Suisse Guernsey, Ltd. jr. unsec. sub. notes FRN     
5.86s, 2017 (United Kingdom)  44,000  34,540 

Deutsche Bank AG London sr. unsec. notes 2 3/8s, 2013     
(United Kingdom)  5,000  4,973 

Deutsche Bank AG/London sr. unsec. notes 3 7/8s, 2014 (United Kingdom)  375,000  382,724 

E*Trade Financial Corp. sr. notes 6 3/4s, 2016  180,000  179,550 

E*Trade Financial Corp. sr. unsec. unsub. notes 12 1/2s, 2017  185,000  208,588 

Fleet Capital Trust V bank guaranteed jr. sub. FRN 1.35s, 2028  790,000  476,528 

General Electric Capital Corp. sr. unsec. FRN Ser. MTN, 0.478s, 2016  260,000  241,560 

General Electric Capital Corp. sr. unsec. notes 6 3/4s, 2032  440,000  502,291 

Goldman Sachs Group, Inc. (The) sr. notes 7 1/2s, 2019  335,000  368,079 

Goldman Sachs Group, Inc. (The) sub. notes 6 3/4s, 2037  676,000  611,198 

HSBC Finance Corp. 144A sr. unsec. sub. notes 6.676s, 2021  843,000  828,519 

HUB International Holdings, Inc. 144A sr. sub. notes 10 1/4s, 2015  185,000  171,125 

 

56



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Financials cont.     
HUB International Holdings, Inc. 144A sr. unsec.     
unsub. notes 9s, 2014  $40,000  $38,400 

Icahn Enterprises LP/Icahn Enterprises Finance Corp.     
company guaranty sr. unsec. notes 8s, 2018  575,000  572,844 

International Lease Finance Corp. sr. unsec. Ser. MTN,     
5 5/8s, 2013  625,000  596,875 

International Lease Finance Corp. sr. unsec. notes 6 1/4s, 2019  25,000  21,750 

JPMorgan Chase & Co. sr. notes 6s, 2018  1,044,000  1,162,632 

Lehman Brothers E-Capital Trust I FRN zero %, 2065 (In default) †  1,375,000  138 

Leucadia National Corp. sr. unsec. notes 7 1/8s, 2017  295,000  300,900 

Liberty Mutual Group, Inc. 144A company guaranty jr.     
sub. notes FRB 10 3/4s, 2058  1,145,000  1,362,550 

Merrill Lynch & Co., Inc. sr. unsec. notes Ser. MTN, 6 7/8s, 2018  1,226,000  1,226,440 

MetLife, Inc. sr. unsec. 6 3/4s, 2016  155,000  178,269 

Metropolitan Life Global Funding I 144A notes 3.65s, 2018  1,175,000  1,204,386 

MPT Operating Partnership LP/MPT Finance Corp. 144A company     
guaranty sr. notes 6 7/8s, 2021 R  115,000  109,250 

National Money Mart Co. company guaranty sr. unsec.     
unsub. notes 10 3/8s, 2016 (Canada)  240,000  246,000 

Nuveen Investments, Inc. company guaranty sr. unsec.     
unsub. notes 10 1/2s, 2015  290,000  267,525 

Omega Healthcare Investors, Inc. company     
guaranty sr. unsec. notes 6 3/4s, 2022 R  280,000  267,050 

Progressive Corp. (The) jr. unsec. sub. notes FRN 6.7s, 2037  250,000  248,125 

Provident Funding Associates LP/PFG Finance Corp. 144A     
sr. notes 10 1/4s, 2017  160,000  156,000 

Provident Funding Associates LP/PFG Finance Corp. 144A     
sr. notes 10 1/8s, 2019  140,000  121,100 

Prudential Financial, Inc. jr. unsec. sub. notes FRN     
8 7/8s, 2038  320,000  342,261 

Residential Capital LLC company guaranty jr. notes 9 5/8s, 2015  295,000  228,625 

Royal Bank of Scotland PLC (The) bank guaranty sr. unsec.     
unsub. notes 3.95s, 2015 (United Kingdom)  210,000  197,452 

Russian Agricultural Bank OJSC Via RSHB Capital SA 144A     
notes 7 1/8s, 2014 (Russia)  120,000  122,400 

Sabra Health Care LP/Sabra Capital Corp. company     
guaranty sr. unsec. unsub. notes 8 1/8s, 2018 R  85,000  79,050 

Santander Holdings USA, Inc. sr. unsec. unsub. notes 4 5/8s, 2016  63,000  60,693 

Simon Property Group LP sr. unsec. unsub. notes 5 1/4s, 2016 R  100,000  108,933 

Simon Property Group LP sr. unsec. unsub. notes 4 3/8s, 2021 R  205,000  208,267 

SLM Corp. sr. notes Ser. MTN, 8s, 2020  225,000  222,119 

SLM Corp. sr. unsec. unsub. notes Ser. MTN, 8.45s, 2018  140,000  145,624 

Springleaf Finance Corp. sr. unsec. notes Ser. MTNI, 4 7/8s, 2012  755,000  705,925 

USI Holdings Corp. 144A company guaranty sr. unsec.     
notes FRN 4.161s, 2014  45,000  39,150 

Ventas Realty LP/Capital Corp. company guaranty 9s, 2012 R  395,000  408,321 

Ventas Realty LP/Capital Corp. sr. notes 6 3/4s, 2017 R  10,000  10,417 

Vnesheconombank Via VEB Finance PLC 144A bank guaranteed     
bonds 6.8s, 2025 (Russia)  2,000,000  1,885,000 

 

57



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Financials cont.       
Vornado Realty LP sr. unsec. unsub. notes 4 1/4s, 2015 R    $195,000  $202,208 

VTB Bank OJSC Via VTB Capital SA sr. notes 6 1/4s, 2035 (Russia)    500,000  482,500 

VTB Bank OJSC Via VTB Capital SA 144A sr. unsec.       
notes 6 7/8s, 2018 (Russia)    1,976,000  1,995,760 

Wachovia Corp. sr. unsec. notes 5 3/4s, 2017    95,000  106,946 

Westpac Banking Corp. sr. unsec. bonds 3s, 2015 (Australia)    45,000  45,729 

Westpac Banking Corp. sr. unsec. notes 4 7/8s, 2019 (Australia)    220,000  228,902 

      29,920,781 
Health care (0.7%)       
Abbott Laboratories sr. unsec. notes 5 7/8s, 2016    344,000  404,954 

Amgen, Inc. sr. unsec. notes 3.45s, 2020    345,000  355,798 

AstraZeneca PLC sr. unsec. unsub. notes 6.45s, 2037 (United Kingdom)  270,000  362,289 

Aviv Healthcare Properties LP company guaranty sr. unsec.       
notes 7 3/4s, 2019    215,000  202,638 

Biomet, Inc. company guaranty sr. unsec. notes 10s, 2017    145,000  149,350 

Capella Healthcare, Inc. 144A company       
guaranty sr. notes 9 1/4s, 2017    295,000  280,250 

Capsugel Finance Co. SCA 144A company guaranty sr. unsec.       
notes 9 7/8s, 2019  EUR  250,000  321,621 

CDRT Merger Sub, Inc. 144A company guaranty sr. unsec.       
notes 8 1/8s, 2019    $220,000  203,500 

CHS/Community Health Systems, Inc. company       
guaranty sr. unsec. sub. notes 8 7/8s, 2015    560,000  550,200 

CIGNA Corp. sr. unsec. unsub. notes 4 1/2s, 2021    235,000  243,450 

ConvaTec Healthcare E SA 144A sr. notes 7 3/8s, 2017       
(Luxembourg)  EUR  105,000  128,967 

ConvaTec Healthcare E SA 144A sr. unsec. notes 10 1/2s,       
2018 (Luxembourg)    $545,000  479,600 

DaVita, Inc. company guaranty sr. unsec. notes 6 5/8s, 2020    70,000  67,200 

DaVita, Inc. company guaranty sr. unsec. notes 6 3/8s, 2018    210,000  201,600 

Elan Finance PLC/Elan Finance Corp. company guaranty       
sr. unsec. notes 8 3/4s, 2016 (Ireland)    570,000  589,950 

Endo Pharmaceuticals Holdings, Inc. 144A company       
guaranty sr. unsec. notes 7s, 2019    155,000  155,581 

Giant Funding Corp. 144A sr. notes 8 1/4s, 2018 (Spain)    270,000  270,000 

HCA, Inc. sr. notes 6 1/2s, 2020    865,000  841,213 

HCA, Inc. sr. unsec. notes 7 1/2s, 2022    245,000  224,175 

HCA, Inc. sr. unsec. notes 6 1/4s, 2013    50,000  50,688 

Health Management Associates, Inc. sr. notes 6 1/8s, 2016    320,000  314,400 

IASIS Healthcare, LLC/IASIS Capital Corp. 144A       
sr. notes 8 3/8s, 2019    465,000  376,650 

Johnson & Johnson sr. unsec. notes 4.85s, 2041    335,000  395,857 

Multiplan, Inc. 144A company guaranty sr. notes 9 7/8s, 2018    210,000  207,900 

Quest Diagnostics, Inc. company guaranty sr. unsec.       
notes 6.95s, 2037    45,000  56,474 

Select Medical Corp. company guaranty 7 5/8s, 2015    88,000  76,230 

Surgical Care Affiliates, Inc. 144A sr. sub. notes 10s, 2017    80,000  76,000 

Surgical Care Affiliates, Inc. 144A sr. unsec. notes 8 7/8s, 2015 ‡‡    87,885  84,370 

 

58



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Health care cont.     
Teleflex, Inc. company guaranty sr. unsec.     
sub. notes 6 7/8s, 2019  $200,000  $198,000 

Tenet Healthcare Corp. company guaranty sr. notes 10s, 2018  67,000  72,528 

Tenet Healthcare Corp. sr. notes 9s, 2015  601,000  634,055 

Tenet Healthcare Corp. sr. notes 8 7/8s, 2019  155,000  163,913 

Teva Pharmaceutical Finance II BV/Teva Pharmaceutical     
Finance III LLC company guaranty sr. unsec.     
unsub. notes 3s, 2015 (Netherland Antilles)  135,000  141,433 

United Surgical Partners International, Inc. company     
guaranty sr. unsec. sub. notes 8 7/8s, 2017  120,000  120,000 

UnitedHealth Group, Inc. sr. unsec. unsub. notes 4.7s, 2021  310,000  342,087 

Valeant Pharmaceuticals International 144A company     
guaranty sr. notes 7s, 2020  45,000  39,825 

Valeant Pharmaceuticals International 144A company     
guaranty sr. unsec. notes 6 7/8s, 2018  105,000  95,025 

Valeant Pharmaceuticals International 144A     
sr. notes 6 3/4s, 2017  45,000  41,456 

Vanguard Health Systems, Inc. sr. unsec. notes zero %, 2016  10,000  6,500 

WellPoint, Inc. notes 7s, 2019  95,000  117,385 

    9,643,112 
Miscellaneous (—%)     
Dolphin Subsidiary II, Inc. 144A sr. unsec. notes 7 1/4s, 2021  160,000  155,200 

Dolphin Subsidiary II, Inc. 144A sr. unsec. notes 6 1/2s, 2016  345,000  340,688 

    495,888 
Technology (0.7%)     
Advanced Micro Devices, Inc. sr. unsec. notes 8 1/8s, 2017  15,000  15,000 

Advanced Micro Devices, Inc. sr. unsec. notes 7 3/4s, 2020  315,000  308,700 

Alcatel-Lucent USA, Inc. unsec. debs. 6.45s, 2029  195,000  161,850 

Avaya, Inc. company guaranty sr. unsec. notes 10 1/8s, 2015 ‡‡  140,000  102,550 

Avaya, Inc. company guaranty sr. unsec. notes 9 3/4s, 2015  475,000  346,750 

Avaya, Inc. 144A company guaranty sr. notes 7s, 2019  145,000  123,250 

Ceridian Corp. company guaranty sr. unsec. notes 12 1/4s, 2015 ‡‡  440,000  354,200 

Ceridian Corp. sr. unsec. notes 11 1/4s, 2015  190,000  156,750 

Cisco Systems, Inc. company guaranty sr. unsec.     
unsub. notes 3.15s, 2017  395,000  415,221 

Computer Sciences Corp. sr. unsec. notes 6 1/2s, 2018  108,000  116,655 

Dell, Inc. sr. unsec. notes 5 7/8s, 2019  215,000  244,847 

Eagle Parent Inc. 144A sr. notes 8 5/8s, 2019 (Canada)  295,000  266,975 

Fidelity National Information Services, Inc. company     
guaranty sr. unsec. notes 7 7/8s, 2020  80,000  83,200 

Fidelity National Information Services, Inc. company     
guaranty sr. unsec. notes 7 5/8s, 2017  155,000  161,200 

First Data Corp. company guaranty sr. unsec. notes 10.55s, 2015 ‡‡  1,591,302  1,324,759 

First Data Corp. 144A company guaranty notes 8 1/4s, 2021  240,000  189,600 

First Data Corp. 144A company guaranty sr. notes 7 3/8s, 2019  130,000  115,375 

First Data Corp. 144A sr. bonds 12 5/8s, 2021  375,000  277,500 

Freescale Semiconductor, Inc. company guaranty sr. unsec.     
notes 10 3/4s, 2020  161,000  161,000 

 

59



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Technology cont.     
Freescale Semiconductor, Inc. 144A company     
guaranty sr. notes 10 1/8s, 2018  $88,000  $91,520 

Freescale Semiconductor, Inc. 144A company     
guaranty sr. notes 9 1/4s, 2018  285,000  292,838 

Hewlett-Packard Co. sr. unsec. notes 6 1/8s, 2014  95,000  103,856 

Hewlett-Packard Co. sr. unsec. notes 5 1/2s, 2018  135,000  150,631 

Iron Mountain, Inc. company guaranty sr. sub. notes 7 3/4s, 2019  105,000  103,950 

Iron Mountain, Inc. company guaranty sr. unsec. sub. notes 8s, 2020  470,000  475,875 

Jazz Technologies, Inc. company guaranty sr. unsec. notes 8s, 2015 F  167,000  164,495 

Lexmark International Inc, sr. unsec. notes 5.9s, 2013  1,925,000  2,043,220 

Microsoft Corp. sr. unsec. unsub. notes 5.3s, 2041  60,000  73,743 

Microsoft Corp. sr. unsec. unsub. notes 4.2s, 2019  250,000  276,879 

NXP BV/NXP Funding, LLC company guaranty Ser. EXCH, 9 1/2s,     
2015 (Netherlands)  140,000  144,725 

NXP BV/NXP Funding, LLC 144A company     
guaranty sr. notes 9 3/4s, 2018 (Netherlands)  355,000  370,975 

NXP BV/NXP Funding, LLC 144A sr. sec. notes 10s, 2013 (Netherlands)  34,000  36,465 

Pitney Bowes, Inc. sr. unsec. unsub. notes Ser. MTN,     
5 1/4s, 2037  155,000  157,310 

Seagate HDD Cayman 144A company guaranty sr. unsec.     
notes 7 3/4s, 2018 (Cayman Islands)  195,000  191,100 

SunGard Data Systems, Inc. 144A sr. unsec. notes 7 5/8s, 2020  215,000  199,950 

Syniverse Holdings, Inc. company guaranty sr. unsec.     
notes 9 1/8s, 2019  275,000  269,500 

Xerox Corp. sr. unsec. notes 6 3/4s, 2039  154,000  182,651 

Xerox Corp. sr. unsec. unsub. notes 5 5/8s, 2019  60,000  64,881 

    10,319,946 
Transportation (0.1%)     
AMGH Merger Sub, Inc. 144A company     
guaranty sr. notes 9 1/4s, 2018  290,000  291,450 

Burlington Northern Santa Fe Corp. sr. unsec.     
unsub. notes 5 3/4s, 2040  95,000  110,908 

Burlington Northern Santa Fe, LLC sr. unsec. notes 5.4s, 2041  220,000  246,351 

Delta Air Lines, Inc. sr. notes Ser. A, 7 3/4s, 2019  210,336  220,853 

Kansas City Southern de Mexico SA de CV sr. unsec.     
unsub. notes 8s, 2018 (Mexico)  130,000  141,213 

Kansas City Southern de Mexico SA de CV sr. unsec.     
unsub. notes 6 1/8s, 2021 (Mexico)  55,000  54,450 

RailAmerica, Inc. company guaranty sr. notes 9 1/4s, 2017  324,000  350,730 

Swift Services Holdings, Inc. company     
guaranty sr. notes 10s, 2018  315,000  280,350 

Western Express, Inc. 144A sr. notes 12 1/2s, 2015  300,000  201,000 

    1,897,305 
Utilities and power (0.7%)     
AEP Texas North Co. sr. notes Ser. B, 5 1/2s, 2013  180,000  189,705 

AES Corp. (The) sr. unsec. unsub. notes 8s, 2017  725,000  728,625 

AES Corp. (The) 144A sr. notes 7 3/8s, 2021  165,000  155,925 

Aguila 3 SA 144A company guaranty sr. notes 7 7/8s,     
2018 (Luxembourg)  340,000  309,400 

Arizona Public Services Co. sr. unsec. notes 5.05s, 2041  100,000  108,987 

 

60



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Utilities and power cont.     
Atmos Energy Corp. sr. unsec. sub. notes 8 1/2s, 2019  $20,000  $27,004 

Calpine Corp. 144A company guaranty sr. notes 7 7/8s, 2020  235,000  230,300 

Calpine Corp. 144A sr. notes 7 1/4s, 2017  570,000  550,050 

Colorado Interstate Gas Co., LLC debs. 6.85s, 2037 (Canada)  30,000  34,846 

Dominion Resources, Inc. unsub. notes 5.7s, 2012  343,000  358,022 

Dynegy Holdings, LLC sr. unsec. notes 7 3/4s, 2019  760,000  459,800 

Edison Mission Energy sr. unsec. notes 7 3/4s, 2016  70,000  46,900 

Edison Mission Energy sr. unsec. notes 7 1/2s, 2013  30,000  27,900 

Edison Mission Energy sr. unsec. notes 7.2s, 2019  395,000  225,150 

Edison Mission Energy sr. unsec. notes 7s, 2017  10,000  5,950 

El Paso Corp. sr. notes Ser. GMTN, 7 3/4s, 2032  225,000  260,609 

El Paso Corp. sr. unsec. notes 7s, 2017  670,000  750,512 

Electricite de France 144A notes 6 1/2s, 2019 (France)  165,000  192,864 

Energy Future Holdings Corp. company     
guaranty sr. notes 10s, 2020  100,000  97,000 

Energy Future Intermediate Holding Co., LLC     
sr. notes 9 3/4s, 2019  256,000  245,760 

Energy Future Intermediate Holding Co., LLC/EFIH     
Finance, Inc. sr. notes 10s, 2020  154,000  150,150 

Energy Transfer Equity LP company guaranty sr. unsec.     
notes 7 1/2s, 2020  300,000  308,250 

Energy Transfer Partners LP sr. unsec. unsub. notes 5.65s, 2012  170,000  175,222 

Energy Transfer Partners LP sr. unsec. unsub. notes 4.65s, 2021  125,000  118,656 

Enterprise Products Operating, LLC company     
guaranty sr. unsec. unsub. notes 5.95s, 2041  140,000  150,156 

Enterprise Products Operating, LLC company     
guaranty sr. unsec. unsub. notes 3.2s, 2016  100,000  102,253 

FirstEnergy Corp. notes Ser. B, 6.45s, 2011  13,000  13,071 

GenOn Energy, Inc. sr. unsec. notes 9 7/8s, 2020  425,000  397,375 

GenOn Energy, Inc. sr. unsec. notes 9 1/2s, 2018  65,000  61,100 

Ipalco Enterprises, Inc. 144A sr. notes 7 1/4s, 2016  105,000  107,888 

Kinder Morgan Energy Partners LP sr. unsec. notes 6.85s, 2020  195,000  230,231 

MidAmerican Energy Holdings Co. bonds 6 1/8s, 2036  7,000  8,384 

MidAmerican Funding, LLC sr. sec. bonds 6.927s, 2029  470,000  594,761 

Nevada Power Co. mtge. sec. notes 7 1/8s, 2019  115,000  144,000 

NRG Energy, Inc. company guaranty 7 3/8s, 2017  100,000  103,000 

NRG Energy, Inc. 144A company guaranty sr. unsec.     
notes 7 7/8s, 2021  735,000  672,525 

NV Energy, Inc. sr. unsec. notes 6 1/4s, 2020  160,000  167,018 

NV Energy, Inc. sr. unsec. unsub. notes 6 3/4s, 2017  210,000  212,251 

Pacific Gas & Electric Co. 1st mtge. 6.05s, 2034  417,000  497,702 

PSEG Power, LLC company guaranty sr. unsec. notes 5.32s, 2016  144,000  159,257 

Public Service Electric & Gas Co. sr. notes Ser. MTN,     
5 1/2s, 2040  75,000  91,069 

Puget Sound Energy, Inc. jr. sub. FRN Ser. A, 6.974s, 2067  240,000  238,800 

Teco Finance, Inc. company guaranty sr. unsec.     
unsub. notes 6 3/4s, 2015  10,000  11,298 

 

61



CORPORATE BONDS AND NOTES (12.2%)* cont.  Principal amount  Value 

 
Utilities and power cont.     
Texas Competitive/Texas Competitive Electric Holdings Co.,     
LLC company guaranty sr. unsec. notes 10 1/2s, 2016 ‡‡  $453,691  $190,550 

Texas Competitive/Texas Competitive Electric Holdings Co.,     
LLC 144A company guaranty sr. notes 15s, 2021  185,000  112,850 

Texas Competitive/Texas Competitive Electric Holdings Co.,     
LLC 144A company guaranty sr. notes 11 1/2s, 2020  200,000  160,000 

Union Electric Co. sr. sec. notes 6.4s, 2017  140,000  166,368 

    10,349,494 
 
Total corporate bonds and notes (cost $178,590,336)    $175,601,607 
 
 
U.S. GOVERNMENT AND AGENCY     
MORTGAGE OBLIGATIONS (7.3%)*  Principal amount  Value 

 
U.S. Government Guaranteed Mortgage Obligations (1.7%)     
Government National Mortgage Association     
Pass-Through Certificates     
4 1/2s, TBA, October 1, 2041  $21,000,000  $22,817,813 
4s, February 20, 2041  980,626  1,050,343 

    23,868,156 
U.S. Government Agency Mortgage Obligations (5.6%)     
Federal Home Loan Mortgage Corporation 2.125s,     
March 23, 2012 i  145,000  146,453 

Federal Home Loan Mortgage Corporation Pass-Through     
Certificates 3 1/2s, December 1, 2040  825,826  848,794 

Federal National Mortgage Association     
Pass-Through Certificates     
6s, October 1, 2016  621,779  665,665 
5 1/2s, TBA, October 1, 2041  24,000,000  26,049,374 
4 1/2s, with due dates from February 1, 2039 to April 1, 2039  543,581  577,315 
4 1/2s, TBA, October 1, 2041  16,000,000  16,975,000 
4s, TBA, October 1, 2041  4,000,000  4,192,500 
4s, TBA, October 1, 2026  15,000,000  15,815,625 
3 1/2s, TBA, October 1, 2041  15,000,000  15,405,468 

    80,676,194 
 
Total U.S. government and agency mortgage obligations (cost $103,995,021)  $104,544,350 
 
 
U.S. TREASURY OBLIGATIONS (—%)*  Principal amount  Value 

 
U.S. Treasury Notes 1.375s September 15, 2012 i  $488,000  $493,783 

Total U.S. treasury obligations (cost $493,783)    $493,783 
 
 
INVESTMENT COMPANIES (3.5%)*  Shares  Value 

 
Financial Select Sector SPDR Fund S  238,400  $2,820,272 

Gladstone Investment Corp.  21,895  148,886 

Market Vectors Gold Miners ETF  3,300  182,127 

SPDR S&P 500 ETF Trust S  421,042  47,649,323 

Total investment companies (cost $56,361,953)    $50,800,608 

 

62



MORTGAGE-BACKED SECURITIES (3.5%)*  Principal amount  Value 

 
Banc of America Commercial Mortgage, Inc.     
Ser. 08-1, Class A3, 6.358s, 2051  $516,000  $553,323 
FRB Ser. 07-4, Class A3, 5.983s, 2051  176,000  186,190 
Ser. 07-2, Class A2, 5.634s, 2049  777,316  784,514 
Ser. 07-1, Class XW, IO, 0.463s, 2049  1,783,039  20,660 

Banc of America Commercial Mortgage, Inc. 144A     
Ser. 02-PB2, Class XC, IO, 0.876s, 2035  1,664,361  4,153 
Ser. 07-5, Class XW, IO, 0.587s, 2051  4,379,623  71,756 
Ser. 04-5, Class XC, IO, 0.473s, 2041  2,712,906  48,680 
Ser. 04-4, Class XC, IO, 0.458s, 2042  2,092,182  43,647 
Ser. 05-1, Class XW, IO, 0.094s, 2042  14,093,412  7,498 

Banc of America Funding Corp. FRB Ser. 07-B, Class A1,     
0.441s, 2047  1,297,743  742,958 

Bear Stearns Alt-A Trust     
FRB Ser. 06-3, Class 36A1, 5.935s, 2036  511,262  311,870 
FRB Ser. 06-3, Class 35A1, 5.623s, 2036  544,294  334,741 

Bear Stearns Commercial Mortgage Securities, Inc.     
Ser. 04-PR3I, Class X1, IO, 0.314s, 2041  329,153  5,817 

Bear Stearns Commercial Mortgage Securities, Inc. 144A     
Ser. 06-PW14, Class X1, IO, 0.255s, 2038  3,125,234  47,972 

Citigroup Commercial Mortgage Trust 144A Ser. 06-C5,     
Class XC, IO, 0.21s, 2049  44,931,416  556,251 

Citigroup/Deutsche Bank Commercial Mortgage Trust     
Ser. 06-CD2, Class A2, 5.408s, 2046  53,200  53,157 

Citigroup/Deutsche Bank Commercial Mortgage Trust 144A     
Ser. 07-CD4, Class XW, IO, 0.552s, 2049  3,231,693  46,536 
Ser. 07-CD4, Class XC, IO, 0.17s, 2049  10,808,958  95,119 

Commercial Mortgage Acceptance Corp. 144A Ser. 98-C2,     
Class F, 5.44s, 2030  867,833  894,553 

Commercial Mortgage Pass-Through Certificates FRB     
Ser. 07-C9, Class A2, 5.811s, 2049  280,410  281,119 

Commercial Mortgage Pass-Through Certificates 144A     
Ser. 06-C8, Class XS, IO, 0.237s, 2046  13,525,843  164,077 
Ser. 05-LP5, Class XC, IO, 0.23s, 2043  17,126,867  164,606 
Ser. 05-C6, Class XC, IO, 0.103s, 2044  8,674,237  50,230 

Countrywide Alternative Loan Trust FRB Ser. 05-84,     
Class 4A1, 5.736s, 2036  1,963,008  1,158,175 

Credit Suisse Mortgage Capital Certificates     
FRB Ser. 08-C1, Class A2, 6.418s, 2041  1,726,000  1,778,807 
FRB Ser. 07-C4, Class A2, 5.991s, 2039  1,223,236  1,229,954 
Ser. 07-C2, Class A2, 5.448s, 2049  170,238  170,813 
Ser. 07-C1, Class AAB, 5.336s, 2040  888,000  926,806 
Ser. 06-C5, Class AX, IO, 0.211s, 2039  6,205,838  91,697 

Credit Suisse Mortgage Capital Certificates 144A     
Ser. 07-C2, Class AX, IO, 0.272s, 2049  17,002,680  109,752 
Ser. 07-C1, Class AX, IO, 0.167s, 2040  7,168,661  45,413 

CS First Boston Mortgage Securities Corp.     
Ser. 05-C5, Class AJ, 5.1s, 2038  452,000  409,269 
Ser. 05-C5, Class AM, 5.1s, 2038  306,000  314,511 

 

63



MORTGAGE-BACKED SECURITIES (3.5%)* cont.  Principal amount  Value 

 
CS First Boston Mortgage Securities Corp. 144A     
Ser. 98-C1, Class F, 6s, 2040  $383,000  $399,474 
FRB Ser. 03-CK2, Class G, 5.744s, 2036  464,000  449,936 
Ser. 03-C3, Class AX, IO, 1.913s, 2038  4,671,105  95,902 
Ser. 02-CP3, Class AX, IO, 1.617s, 2035  2,767,305  18,040 
Ser. 04-C4, Class AX, IO, 0.413s, 2039  469,069  10,609 

CWCapital Cobalt FRB Ser. 07-C3, Class A3, 6.011s, 2046  187,000  198,276 

Federal Home Loan Mortgage Corp.     
IFB Ser. 3182, Class SP, 27.684s, 2032  154,351  250,115 
IFB Ser. 3072, Class SM, 22.957s, 2035  226,177  357,236 
IFB Ser. 3072, Class SB, 22.81s, 2035  202,342  318,188 
IFB Ser. 3249, Class PS, 21.519s, 2036  185,096  267,976 
IFB Ser. 3065, Class DC, 19.173s, 2035  120,040  180,393 
IFB Ser. 2990, Class LB, 16.36s, 2034  210,614  284,378 
IFB Ser. 3031, Class BS, 16.152s, 2035  120,129  168,521 
IFB Ser. 3727, Class PS, IO, 6.471s, 2038  2,649,005  384,806 
IFB Ser. 3287, Class SE, IO, 6.471s, 2037  372,466  51,914 
IFB Ser. 3861, Class PS, IO, 6.371s, 2037  6,437,389  999,807 
IFB Ser. 3708, Class SQ, IO, 6.321s, 2040  1,823,833  251,470 
Ser. 3934, Class SA, IO, 4 1/2s, 2041   4,654,000  752,645 
Ser. 3747, Class HI, IO, 4 1/2s, 2037  262,125  32,256 
Ser. 3707, Class HI, IO, 4s, 2023  509,112  33,922 
Ser. T-56, Class A, IO, 0.524s, 2043  147,761  2,678 
Ser. T-56, Class 3, IO, 0.472s, 2043  119,612  56 
Ser. T-56, Class 1, IO, 0.292s, 2043  158,617  99 
Ser. T-56, Class 2, IO, 0.121s, 2043  142,267  133 
Ser. 3327, Class IF, IO, zero %, 2037  10,112  3 
Ser. 1208, Class F, PO, zero %, 2022  3,529  3,123 
FRB Ser. 3326, Class WF, zero %, 2035  22,873  21,501 
FRB Ser. 3003, Class XF, zero %, 2035  5,469  5,462 

Federal National Mortgage Association     
IFB Ser. 11-101, Class SC, IO, 6.3s, 2040  732,000  139,541 
IFB Ser. 404, Class S13, IO, 6.165s, 2040  1,997,171  272,266 
IFB Ser. 11-101, Class BS, IO, 5.85s, 2039  2,920,000  452,658 
IFB Ser. 11-101, Class SA, IO, 5.7s, 2041  387,000  69,420 
Ser. 11-111, Class DS, IO, 4 1/2s, 2041   2,345,000  411,108 
Ser. 11-111, Class SD, IO, 4 1/2s, 2041   2,539,000  499,469 

Federal National Mortgage Association Grantor Trust     
IFB Ser. 07-75, Class JS, 50.484s, 2037  76,802  162,933 
IFB Ser. 06-62, Class PS, 38.493s, 2036  108,839  200,987 
IFB Ser. 06-8, Class HP, 23.707s, 2036  103,857  165,730 
IFB Ser. 07-53, Class SP, 23.34s, 2037  199,535  288,168 
IFB Ser. 05-75, Class GS, 19.546s, 2035  219,884  315,590 
Ser. 03-W10, Class 1, IO, 1.469s, 2043  224,778  10,115 
Ser. 01-50, Class B1, IO, 0.403s, 2041  1,650,458  20,631 
Ser. 02-W8, Class 1, IO, 0.339s, 2042  818,223  8,694 
Ser. 01-79, Class BI, IO, 0.311s, 2045  567,842  6,033 
Ser. 03-34, Class P1, PO, zero %, 2043  27,057  20,428 
Ser. 04-61, Class CO, PO, zero %, 2031  27,685  26,585 
FRB Ser. 06-104, Class EK, zero %, 2036  5,082  4,928 

 

64



MORTGAGE-BACKED SECURITIES (3.5%)* cont.  Principal amount  Value 

 
FFCA Secured Lending Corp. 144A Ser. 00-1, Class X, IO,     
1.098s, 2020  $230,743  $5,999 

First Horizon Alternative Mortgage Securities FRB     
Ser. 06-AA5, Class A1, 2.271s, 2036  3,631,744  1,634,285 

First Union-Lehman Brothers Commercial Mortgage Trust II     
Ser. 97-C2, Class G, 7 1/2s, 2029  71,000  75,570 

GE Capital Commercial Mortgage Corp. 144A     
Ser. 05-C2, Class XC, IO, 0.168s, 2043  8,232,342  58,565 
Ser. 05-C3, Class XC, IO, 0.122s, 2045  103,395,116  508,307 
Ser. 07-C1, Class XC, IO, 0.102s, 2049  23,071,794  117,297 

GMAC Commercial Mortgage Securities, Inc.     
Ser. 04-C3, Class AJ, 4.915s, 2041  415,000  382,407 
Ser. 97-C1, Class X, IO, 1.324s, 2029  280,966  9,128 
Ser. 05-C1, Class X1, IO, 0.308s, 2043  2,565,517  35,048 

Government National Mortgage Association     
Ser. 11-140, Class CI, 6s, 2040   6,994,000  909,220 
IFB Ser. 11-35, Class AS, IO, 5.87s, 2037  2,731,628  351,377 
Ser. 10-150, Class WI, IO, 5s, 2038  2,314,285  294,192 
Ser. 10-107, Class NI, IO, 4 1/2s, 2039  2,295,047  388,207 
Ser. 10-103, Class DI, IO, 4 1/2s, 2038  1,865,516  250,714 
Ser. 10-85, Class MI, IO, 4 1/2s, 2036  3,701,572  421,017 
Ser. 99-31, Class MP, PO, zero %, 2029  5,892  5,185 
FRB Ser. 07-35, Class UF, zero %, 2037  5,202  5,080 

Greenwich Capital Commercial Funding Corp. FRB     
Ser. 05-GG3, Class AJ, 4.859s, 2042  339,000  312,439 

Greenwich Capital Commercial Funding Corp. 144A     
Ser. 05-GG3, Class XC, IO, 0.566s, 2042  7,284,465  114,665 

GS Mortgage Securities Corp. II Ser. 06-GG6, Class A2,     
5.506s, 2038  301,448  305,688 

GS Mortgage Securities Corp. II 144A     
Ser. 04-C1, Class X1, IO, 1.163s, 2028  87,624  1 
Ser. 03-C1, Class X1, IO, 0.999s, 2040  4,900,606  33,550 
Ser. 06-GG6, Class XC, IO, 0.143s, 2038  2,869,779  5,022 

IndyMac Indx Mortgage Loan Trust FRB Ser. 06-AR39,     
Class A1, 0.415s, 2037  2,457,328  1,130,371 

JPMorgan Alternative Loan Trust FRB Ser. 07-A2, Class 12A1,     
0.435s, 2037  2,441,182  1,087,725 

JPMorgan Chase Commercial Mortgage Securities Corp.     
Ser. 97-C5, Class F, 7.561s, 2029  27,537  27,817 
FRB Ser. 07-LD11, Class A2, 5.99s, 2049  34,987  35,600 
Ser. 07-LD12, Class A2, 5.827s, 2051  402,315  410,221 
Ser. 06-LDP9, Class A2S, 5.298s, 2047  1,038,000  1,041,145 
Ser. 06-LDP8, Class A2, 5.289s, 2045  112,558  112,687 
Ser. 06-LDP8, Class X, IO, 0.744s, 2045  2,768,503  57,823 
Ser. 06-CB17, Class X, IO, 0.692s, 2043  13,047,985  283,989 
Ser. 07-LDPX, Class X, IO, 0.516s, 2049  4,733,741  53,808 

JPMorgan Chase Commercial Mortgage Securities Corp. 144A     
Ser. 00-C9, Class G, 6 1/4s, 2032  10,687  10,668 
Ser. 05-LDP2, Class X1, IO, 0.366s, 2042  16,565,626  238,810 
Ser. 05-CB12, Class X1, IO, 0.138s, 2037  3,200,231  25,682 

 

65



MORTGAGE-BACKED SECURITIES (3.5%)* cont.  Principal amount  Value 

 
Key Commercial Mortgage     
Ser. 07-SL1, Class A2, 5.733s, 2040  $1,091,000  $960,080 
Ser. 07-SL1, Class A1, 5.47s, 2040  164,814  153,277 

LB-UBS Commercial Mortgage Trust     
Ser. 07-C6, Class A2, 5.845s, 2040  1,628,340  1,658,052 
Ser. 06-C6, Class AM, 5.413s, 2039  689,000  656,633 
Ser. 06-C7, Class A2, 5.3s, 2038  139,198  139,650 
Ser. 07-C2, Class XW, IO, 0.738s, 2040  1,110,753  22,854 

LB-UBS Commercial Mortgage Trust 144A     
Ser. 06-C7, Class XW, IO, 0.886s, 2038  1,669,657  39,255 
Ser. 05-C3, Class XCL, IO, 0.386s, 2040  3,955,711  72,370 
Ser. 06-C7, Class XCL, IO, 0.382s, 2038  3,144,755  44,240 
Ser. 05-C2, Class XCL, IO, 0.338s, 2040  10,136,601  72,953 
Ser. 07-C2, Class XCL, IO, 0.257s, 2040  9,541,011  113,948 
Ser. 05-C5, Class XCL, IO, 0.254s, 2040  10,748,869  158,804 
Ser. 06-C6, Class XCL, IO, 0.241s, 2039  37,157,905  660,333 
Ser. 06-C1, Class XCL, IO, 0.169s, 2041  8,803,407  90,613 
Ser. 05-C7, Class XCL, IO, 0.157s, 2040  10,497,671  58,430 

Luminent Mortgage Trust FRB Ser. 06-7, Class 1A1,     
0.415s, 2036  1,898,663  987,305 

Merit Securities Corp. 144A FRB Ser. 11PA, Class 3A1,     
0.857s, 2027  192,734  157,284 

Merrill Lynch Mortgage Investors, Inc. Ser. 96-C2,     
Class JS, IO, 2.424s, 2028  127,025  3,652 

Merrill Lynch Mortgage Trust     
FRB Ser. 07-C1, Class A3, 6.022s, 2050  57,000  59,997 
FRB Ser. 07-C1, Class A2, 5.918s, 2050  317,982  320,965 
Ser. 05-MCP1, Class XC, IO, 0.233s, 2043  3,483,040  37,446 

Merrill Lynch Mortgage Trust 144A Ser. 04-KEY2, Class XC,     
IO, 0.436s, 2039  2,132,742  51,943 

Merrill Lynch/Countrywide Commercial Mortgage Trust     
FRB Ser. 07-8, Class A3, 6.166s, 2049  151,000  158,687 
Ser. 06-1, Class A2, 5.439s, 2039  25,903  25,884 
Ser. 07-6, Class A2, 5.331s, 2051  2,114,000  2,127,978 
Ser. 2006-3, Class A2, 5.291s, 2046  502,928  500,492 

Mezz Cap Commercial Mortgage Trust 144A     
Ser. 05-C3, Class X, IO, 6.119s, 2044  349,240  20,954 
Ser. 06-C4, Class X, IO, 3.604s, 2045  850,325  42,516 

Morgan Stanley Capital I     
Ser. 98-CF1, Class D, 7.35s, 2032  9,630  9,781 
FRB Ser. 06-T23, Class A2, 5.922s, 2041  594,266  597,237 
FRB Ser. 07-HQ12, Class A2, 5.774s, 2049  1,201,268  1,222,627 
Ser. 07-IQ14, Class A2, 5.61s, 2049  459,996  467,420 
FRB Ser. 07-HQ12, Class A2FL, 0.479s, 2049  552,130  483,059 

Morgan Stanley Capital I 144A Ser. 05-HQ5, Class X1, IO,     
0.171s, 2042  2,375,041  12,421 

Morgan Stanley Dean Witter Capital I Ser. 03-HQ2, Class C,     
5.15s, 2035  359,000  340,641 

Morgan Stanley ReREMIC Trust 144A FRB Ser. 10-C30A,     
Class A3B, 10.236s, 2043  1,333,143  1,361,232 

 

66



MORTGAGE-BACKED SECURITIES (3.5%)* cont.  Principal amount  Value 

 
Mortgage Capital Funding, Inc. Ser. 97-MC2, Class X, IO,     
1.987s, 2012  $324  $1 

Salomon Brothers Mortgage Securities VII 144A Ser. 02-KEY2,     
Class X1, IO, 2.035s, 2036  2,060,161  16,893 

Structured Asset Securities Corp.     
IFB Ser. 07-4, Class 1A3, IO, 6.023s, 2045  1,316,348  184,289 
Ser. 07-4, Class 1A4, IO, 1s, 2045  1,316,348  53,477 

TIAA Seasoned Commercial Mortgage Trust FRB Ser. 07-C4,     
Class AJ, 5.947s, 2039  1,010,000  911,434 

Vericrest Opportunity Loan Transferee 144A Ser. 10-NPL1,     
Class M, 6s, 2039  732,954  729,289 

Wachovia Bank Commercial Mortgage Trust     
FRB Ser. 07-C32, Class A2, 5.926s, 2049  251,410  253,806 
Ser. 07-C30, Class APB, 5.294s, 2043  709,000  744,573 
Ser. 07-C34, IO, 0.544s, 2046  4,686,596  75,642 
Ser. 06-C29, IO, 0.53s, 2048  41,992,665  665,584 

Wachovia Bank Commercial Mortgage Trust 144A     
Ser. 03-C3, Class IOI, IO, 1.254s, 2035  385,801  4,005 
Ser. 05-C18, Class XC, IO, 0.142s, 2042  10,568,531  83,808 
Ser. 06-C26, Class XC, IO, 0.09s, 2045  15,130,719  44,938 
Ser. 06-C23, Class XC, IO, 0.07s, 2045  4,256,773  19,113 

Wachovia Mortgage Loan Trust, LLC FRB Ser. 06-AMN1,     
Class A2, 0.385s, 2036  992,993  407,127 

WAMU Commercial Mortgage Securities Trust 144A     
Ser. 07-SL2, Class A1, 5.421s, 2049  1,417,438  1,297,153 
Ser. 05-C1A, Class C, 4.9s, 2036  70,000  70,554 

Total mortgage-backed securities (cost $50,544,816)    $50,510,835 
 
 
COMMODITY LINKED NOTES (1.4%)*  Principal amount  Value 

 
Citigroup Funding, Inc. 144A notes zero %, 2011 (Indexed     
to the 1 Yr Dow Jones-UBS Ex-Energy 3-Month Forward Total     
Return Index)  $15,900,000  $16,485,963 

UBS AG/Jersey Branch 144A zero %, 2012 (Indexed to the UBS     
Bloomberg CMCI Composite Index) (Jersey)  5,220,000  3,831,978 

Total commodity linked notes (cost $21,120,000)    $20,317,941 
 
 
ASSET-BACKED SECURITIES (1.4%)*  Principal amount  Value 

 
Ace Securities Corp. FRB Ser. 06-HE3, Class A2C, 0.385s, 2036  $119,000  $45,147 

Ace Securities Corp. 144A Ser. 03-MH1, Class M2, 6 1/2s, 2030  332,303  331,472 

Bear Stearns Asset Backed Securities, Inc. FRB     
Ser. 03-ABF1, Class A, 0.605s, 2034  5,661  4,102 

Bombardier Capital Mortgage Securitization Corp.     
Ser. 00-A, Class A4, 8.29s, 2030  3,209,063  2,197,245 
Ser. 00-A, Class A3, 7.83s, 2030  3,856,412  2,429,539 

Conseco Finance Securitizations Corp. FRB Ser. 02-1,     
Class M1A, 2.272s, 2033  1,225,000  1,064,997 

Credit-Based Asset Servicing and Securitization FRB     
Ser. 02-CB2, Class A2, 1.335s, 2032  20,593  16,077 

 

67



ASSET-BACKED SECURITIES (1.4%)* cont.  Principal amount  Value 

 
Green Tree Financial Corp.       
Ser. 94-4, Class B2, 8.6s, 2019    $1,111,427  $554,111 
Ser. 96-6, Class M1, 7.95s, 2027    2,582,000  2,685,280 
Ser. 97-6, Class A9, 7.55s, 2029    45,408  48,037 
Ser. 97-2, Class M1, 7.54s, 2028    1,261,270  920,727 
Ser. 97-6, Class M1, 7.21s, 2029    293,000  254,079 
Ser. 96-2, Class A4, 7.2s, 2026    12,818  12,837 
Ser. 95-10, Class B1, 7.05s, 2027    311,648  329,567 
Ser. 93-3, Class B, 6.85s, 2018    70,719  64,299 
Ser. 99-1, Class A6, 6.37s, 2025    112,596  115,411 

Greenpoint Manufactured Housing Ser. 00-3, Class IA, 8.45s, 2031  3,299,886  3,295,761 

GSAA Home Equity Trust       
FRB Ser. 05-11, Class 3A4, 0.485s, 2035    323,455  250,677 
FRB Ser. 06-16, Class A3A, 0.475s, 2036    846,482  393,085 
FRB Ser. 06-3, Class A2, 0.425s, 2036    949,085  412,852 
FRB Ser. 06-16, Class A1, 0.295s, 2036    308,796  123,518 

Merrill Lynch Mortgage Investors, Inc. FRB Ser. 04-HE2,       
Class A1A, 0.635s, 2035    2,087  1,895 

Mid-State Trust Ser. 11, Class B, 8.221s, 2038    58,508  58,470 

Novastar Home Equity Loan       
FRB Ser. 06-1, Class A2C, 0.395s, 2036    99,698  41,352 
FRB Ser. 06-2, Class A2C, 0.385s, 2036    138,000  71,317 

Oakwood Mortgage Investors, Inc.       
Ser. 00-A, Class A3, 7.945s, 2022    54,849  42,940 
Ser. 01-D, Class A4, 6.93s, 2031    1,288,407  1,023,882 
Ser. 98-A, Class M, 6.825s, 2028    454,000  441,717 
Ser. 01-E, Class A4, 6.81s, 2031    582,384  507,766 
Ser. 99-B, Class A3, 6.45s, 2017    88,026  83,653 
Ser. 99-A, Class A3, 6.09s, 2029    108,037  109,477 
Ser. 02-C, Class A1, 5.41s, 2032    688,729  662,902 
Ser. 01-D, Class A2, 5.26s, 2019    740,739  459,258 
Ser. 02-A, Class A2, 5.01s, 2020    138,839  132,942 

Residential Asset Mortgage Products, Inc. FRB Ser. 07-RZ1,     
Class A2, 0.395s, 2037    199,067  113,415 

SG Mortgage Securities Trust FRB Ser. 06-OPT2, Class A3D,     
0.445s, 2036    234,000  67,794 

Total asset-backed securities (cost $19,372,980)      $19,367,600 
 
 
PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)*  strike price  amount  Value 

 
Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to receive a       
fixed rate of 4.04% versus the three month       
USD-LIBOR-BBA maturing September 11, 2025.  Sep-15/4.04  $15,352,800  $1,819,767 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to receive a       
fixed rate of 4.375% versus the three month       
USD-LIBOR-BBA maturing August 10, 2045.  Aug-15/4.375  1,200,900  372,207 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to pay a fixed rate       
of 4.375% versus the three month USD-LIBOR-BBA       
maturing August 10, 2045.  Aug-15/4.375  1,200,900  75,861 

 

68



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 4.46%       
versus the three month USD-LIBOR-BBA       
maturing August 7, 2045.  Aug-15/4.46  $1,200,900  $387,482 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 4.46% versus       
the three month USD-LIBOR-BBA       
maturing August 7, 2045.  Aug-15/4.46  1,200,900  71,778 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 3.49%       
versus the three month USD-LIBOR-BBA       
maturing September 14, 2026.  Sep-16/3.49  1,127,866  98,260 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 3.49% versus       
the three month USD-LIBOR-BBA       
maturing September 14, 2026.  Sep-16/3.49  1,127,866  72,397 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 4.04% versus       
the three month USD-LIBOR-BBA       
maturing September 11, 2025.  Sep-15/4.04  15,352,800  629,004 

Option on an interest rate swap with Credit       
Suisse International for the right       
to receive a fixed rate of 2.855% versus       
the three month USD-LIBOR-BBA       
maturing August 15, 2022.  Aug-12/2.855  6,040,800  388,061 

Option on an interest rate swap with Credit       
Suisse International for the right to pay       
a fixed rate of 2.855% versus the       
three month USD-LIBOR-BBA       
maturing August 15, 2022.  Aug-12/2.855  6,040,800  115,295 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.37% versus       
the three month USD-LIBOR-BBA       
maturing August 3, 2022.  Aug-12/3.37  7,200,062  732,102 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.37% versus the       
three month USD-LIBOR-BBA       
maturing August 3, 2022.  Aug-12/3.37  7,200,062  67,969 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.52% versus       
the three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.52  6,000,051  681,366 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.36% versus       
the three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.36  6,000,051  605,825 

 

69



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.36% versus the       
three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.36  $6,000,051  $56,880 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.52% versus the       
three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.52  6,000,051  45,720 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.51% versus       
the three month USD-LIBOR-BBA       
maturing July 30, 2022.  Jul-12/3.51  2,400,021  270,698 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.51% versus the       
three month USD-LIBOR-BBA       
maturing July 30, 2022.  Jul-12/3.51  2,400,021  18,240 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.5375%       
versus the three month USD-LIBOR-BBA       
maturing July 27, 2022.  Jul-12/3.5375  6,000,051  691,026 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.5375% versus the       
three month USD-LIBOR-BBA       
maturing July 27, 2022.  Jul-12/3.5375  6,000,051  43,560 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 3.54%       
versus the three month USD-LIBOR-BBA       
maturing July 25, 2022.  Jul-12/3.54  5,633,245  650,358 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 3.54% versus       
the three month USD-LIBOR-BBA       
maturing July 25, 2022.  Jul-12/3.54  5,633,245  40,334 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 3.49%       
versus the three month USD-LIBOR-BBA       
maturing July 24, 2022.  Jul-12/3.49  5,997,414  668,352 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 3.49% versus       
the three month USD-LIBOR-BBA       
maturing July 24, 2022.  Jul-12/3.49  5,997,414  45,520 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.075% versus       
the three month USD-LIBOR-BBA       
maturing March 26, 2022.  Mar-12/2.075  1,649,000  57,830 

 

70



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.075%       
versus the three month USD-LIBOR-BBA       
maturing March 26, 2022.  Mar-12/2.075  $1,649,000  $31,644 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 0.52% versus the       
three month USD-LIBOR-BBA       
maturing March 23, 2014.  Mar-12/0.52  13,241,000  54,156 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 0.52% versus       
the three month USD-LIBOR-BBA       
maturing March 23, 2014.  Mar-12/0.52  13,241,000  13,241 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 1.86%       
versus the three month USD-LIBOR-BBA       
maturing March 7, 2017.  Mar-12/1.86  3,688,610  89,596 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 1.86% versus       
the three month USD-LIBOR-BBA       
maturing March 7, 2017.  Mar-12/1.86  3,688,610  15,599 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.0525%       
versus the three month USD-LIBOR-BBA       
maturing February 24, 2022.  Feb-12/2.0525  1,649,000  54,565 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.0525%       
versus the three month USD-LIBOR-BBA       
maturing February 24, 2022.  Feb-12/2.0525  1,649,000  28,478 

Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 1.81% versus the three       
month USD-LIBOR-BBA maturing       
February 7, 2017.  Feb-12/1.81  2,375,715  53,786 

Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 1.81% versus the three       
month USD-LIBOR-BBA maturing       
February 7, 2017.  Feb-12/1.81  2,375,715  7,930 

Option on an interest rate swap with Deutsche       
Bank AG for the right to pay a fixed rate of 0.555%       
versus the three month USD-LIBOR-BBA       
maturing February 3, 2014.  Feb-12/0.555  11,105,188  33,871 

Option on an interest rate swap       
with Deutsche Bank AG for the right       
to receive a fixed rate of 0.555% versus       
the three month USD-LIBOR-BBA       
maturing February 3, 2014.  Feb-12/0.555  11,105,188  12,882 

 

71



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.03% versus       
the three month USD-LIBOR-BBA       
maturing January 25, 2022.  Jan-12/2.03  $1,649,000  $50,756 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.03%       
versus the three month USD-LIBOR-BBA       
maturing January 25, 2022.  Jan-12/2.03  1,649,000  24,702 

Option on an interest rate swap with UBS AG       
for the right to pay a fixed rate of 1.722%       
versus the six month CHF-LIBOR-BBA       
maturing January 23, 2014.  Jan-12/1.722  CHF 13,400,000  7,400 

Option on an interest rate swap with       
Goldman Sachs International for the       
right to receive a fixed rate of 3.60%       
versus the three month USD-LIBOR-BBA       
maturing January 5, 2042.  Jan-12/3.60  $4,618,020  878,117 

Option on an interest rate swap with       
Deutsche Bank AG for the right to pay       
a fixed rate of 0.545% versus the       
three month USD-LIBOR-BBA       
maturing January 5, 2014.  Jan-12/0.545  11,105,188  30,428 

Option on an interest rate swap       
with Deutsche Bank AG for the right       
to receive a fixed rate of 0.545% versus       
the three month USD-LIBOR-BBA       
maturing January 5, 2014.  Jan-12/0.545  11,105,188  10,883 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 4.60% versus       
the three month USD-LIBOR-BBA       
maturing January 5, 2042.  Jan-12/4.60  4,618,020  1,524 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.61% versus       
the three month USD-LIBOR-BBA       
maturing January 4, 2014.  Dec-11/0.61  6,620,000  12,472 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.61%       
versus the three month USD-LIBOR-BBA       
maturing January 4, 2014.  Dec-11/0.61  6,620,000  10,528 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 0.6075% versus the       
three month USD-LIBOR-BBA       
maturing January 3, 2014.  Dec-11/0.6075  5,641,000  11,395 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 0.6075%       
versus the three month USD-LIBOR-BBA       
maturing January 3, 2014.  Dec-11/0.6075  5,641,000  8,687 

 

72



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.01% versus       
the three month USD-LIBOR-BBA       
maturing December 28, 2021.  Dec-11/2.01  $1,649,000  $45,908 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.01%       
versus the three month USD-LIBOR-BBA       
maturing December 28, 2021.  Dec-11/2.01  1,649,000  20,068 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.476% versus       
the three month USD-LIBOR-BBA       
maturing December 23, 2013.  Dec-11/0.476  13,241,000  45,152 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.476%       
versus the three month USD-LIBOR-BBA       
maturing December 23, 2013.  Dec-11/0.476  13,241,000  6,091 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.53% versus       
the three month USD-LIBOR-BBA       
maturing December 21, 2013.  Dec-11/0.53  13,241,000  35,353 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.53%       
versus the three month USD-LIBOR-BBA       
maturing December 21, 2013.  Dec-11/0.53  13,241,000  10,460 

Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 2.355% versus the       
three month USD-LIBOR-BBA       
maturing December 19, 2021.  Dec-11/2.355  4,375,000  125,563 

Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 2.355% versus the three       
month USD-LIBOR-BBA maturing       
December 19, 2021.  Dec-11/2.355  4,375,000  52,894 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.745% versus       
the three month USD-LIBOR-BBA       
maturing December 19, 2041.  Dec-11/0.745  8,462,000  33,848 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 1.3525% versus the       
three month USD-LIBOR-BBA       
maturing December 19, 2016.  Dec-11/1.3525  4,375,000  30,581 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 1.3525%       
versus the three month USD-LIBOR-BBA       
maturing December 19, 2016.  Dec-11/1.3525  4,375,000  29,531 

 

73



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.745%       
versus the three month USD-LIBOR-BBA       
maturing December 19, 2041  Dec-11/0.745  $8,462,000  $16,332 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.99%       
versus the three month USD-LIBOR-BBA       
maturing December 14, 2041.  Dec-11/2.99  9,477,883  799,744 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.99% versus       
the three month USD-LIBOR-BBA       
maturing December 14, 2041.  Dec-11/2.99  9,477,883  261,400 

Option on an interest rate swap with       
Deutsche Bank AG for the right to receive       
a fixed rate of 3.855% versus the three       
month USD-LIBOR-BBA maturing       
December 6, 2041.  Dec-11/3.855  3,492,054  837,150 

Option on an interest rate swap with       
Deutsche Bank AG for the right to pay       
a fixed rate of 4.355% versus the       
three month USD-LIBOR-BBA       
maturing December 6, 2041.  Dec-11/4.355  3,492,054  663 

Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 0.5325% versus the three       
month USD-LIBOR-BBA maturing       
December 5, 2013.  Dec-11/0.5325  11,105,188  25,653 

Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 0.5325% versus the       
three month USD-LIBOR-BBA       
maturing December 5, 2013.  Dec-11/0.5325  11,105,188  7,885 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.21% versus       
the three month USD-LIBOR-BBA       
maturing November 23, 2021.  Nov-11/3.21  5,375,417  523,458 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.21% versus the       
three month USD-LIBOR-BBA       
maturing November 23, 2021.  Nov-11/3.21  5,375,417  1,613 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 2.3175%       
versus the three month USD-LIBOR-BBA       
maturing November 17, 2021.  Nov-11/2.3175  4,375,000  106,138 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 2.3175%       
versus the three month USD-LIBOR-BBA       
maturing November 17, 2021.  Nov-11/2.3175  4,375,000  37,800 

 

74



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.0%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap with       
Goldman Sachs International for the       
right to pay a fixed rate of 0.715% versus       
the three month USD-LIBOR-BBA       
maturing November 17, 2014.  Nov-11/0.715  $8,462,000  $28,068 

Option on an interest rate swap with       
Deutsche Bank AG for the right to pay       
a fixed rate of 1.30% versus the three       
month USD-LIBOR-BBA       
maturing November 17, 2016.  Nov-11/1.30  4,375,000  24,413 

Option on an interest rate swap       
with Deutsche Bank AG for the right       
to receive a fixed rate of 1.30% versus       
the three month USD-LIBOR-BBA       
maturing November 17, 2016.  Nov-11/1.30  4,375,000  20,781 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.715%       
versus the three month USD-LIBOR-BBA       
maturing November 17, 2014.  Nov-11/0.715  8,462,000  11,170 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 4.0325%       
versus the three month USD-LIBOR-BBA       
maturing November 4, 2041.  Nov-11/4.0325  3,049,978  848,656 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 4.0325%       
versus the three month USD-LIBOR-BBA       
maturing November 4, 2041.  Nov-11/4.0325  3,049,978  183 

Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 0.5175% versus the three       
month USD-LIBOR-BBA maturing       
November 3, 2013.  Nov-11/0.5175  11,105,188  23,321 

Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 0.5175% versus the       
three month USD-LIBOR-BBA       
maturing November 3, 2013.  Nov-11/0.5175  11,105,188  6,219 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.17% versus       
the three month USD-LIBOR-BBA       
maturing October 21, 2021.  Oct-11/3.17  4,683,843  449,934 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.17% versus the       
three month USD-LIBOR-BBA       
maturing October 21, 2021.  Oct-11/3.17  4,683,843  14 

Total purchased options outstanding (cost $9,539,620)    $14,614,576 

 

75



FOREIGN GOVERNMENT BONDS AND NOTES (0.8%)*  Principal amount/units  Value 

 
Argentina (Republic of) sr. unsec. bonds 7s, 2017    $125,000  $100,000 

Argentina (Republic of) sr. unsec. bonds Ser. VII, 7s, 2013    850,000  810,501 

Argentina (Republic of) sr. unsec. unsub. bonds 7s, 2015    4,755,000  4,030,386 

Argentina (Republic of) sr. unsec. unsub. bonds FRB       
0.439s, 2012    8,160,000  949,416 

Brazil (Federal Republic of) notes 10s, 2012  BRL  4,130  2,239,158 

Indonesia (Republic of) 144A sr. unsec. notes 4 7/8s, 2021    $800,000  808,000 

Ukraine (Government of ) Financing of Infrastructural       
Projects State Enterprise 144A govt. guaranty notes 8 3/8s, 2017    150,000  138,000 

Ukraine (Government of) 144A bonds 7 3/4s, 2020    450,000  405,000 

Ukraine (Government of) 144A sr. unsec. unsub. notes 7.65s, 2013    2,200,000  2,117,500 

Total foreign government bonds and notes (cost $12,664,588)      $11,597,961 
 
 
SENIOR LOANS (0.4%)* c  Principal amount  Value 

 
AGFS Funding Co. bank term loan FRN Ser. B, 5 1/2s, 2017    $210,000  $183,225 

American Rock Salt Co., LLC / American Rock Capital Corp.       
bank term loan FRN 5 1/2s, 2017    9,813  9,297 

Ardent Health Services bank term loan FRN 6 1/2s, 2015    15,000  14,588 

Ardent Health Services bank term loan FRN Ser. B, 6 1/2s, 2015    290,575  282,584 

Burlington Coat Factory Warehouse Corp. bank term loan FRN       
Ser. B, 6 1/4s, 2017    74,063  71,047 

Caesars Entertainment Operating Co., Inc. bank term loan       
FRN Ser. B2, 3.218s, 2015    135,000  112,781 

CCM Merger, Inc. bank term loan FRN Ser. B, 7s, 2017    370,555  357,122 

Cengage Learning Acquisitions, Inc. bank term loan FRN       
Ser. B, 2 1/2s, 2014    83,053  65,434 

Claire’s Stores, Inc. bank term loan FRN 2.996s, 2014    212,285  179,115 

Clear Channel Communications, Inc. bank term loan FRN       
Ser. A, 3.621s, 2014    120,000  99,975 

CNO Financial Group, Inc. bank term loan FRN 6 1/4s, 2016    86,183  85,250 

Del Monte Corp. bank term loan FRN Ser. B, 4 1/2s, 2018    169,575  156,603 

Emergency Medical Services Corp. bank term loan FRN Ser. B,       
5 1/4s, 2018    224,438  212,982 

Exopack, LLC bank term loan FRN Ser. B, 6 1/2s, 2017    109,725  102,044 

First Data Corp. bank term loan FRN 4.217s, 2018    560,071  459,609 

First Data Corp. bank term loan FRN Ser. B3, 2.967s, 2014    59,603  52,053 

Frac Tech International, LLC bank term loan FRN Ser. B,       
6 1/4s, 2016    178,358  174,902 

Goodman Global, Inc. bank term loan FRN 9s, 2017    155,000  155,258 

Goodman Global, Inc. bank term loan FRN 5 3/4s, 2016    156,044  154,256 

Grifols SA bank term loan FRN Ser. B, 6s, 2016 (Spain)    144,638  141,600 

IASIS Healthcare, LLC bank term loan FRN Ser. B, 5s, 2018    333,325  310,409 

INEOS Group Holdings, Ltd. bank term loan FRN Ser. C2,       
8s, 2014    173,448  171,280 

INEOS U.S. Finance, LLC bank term loan FRN Ser. B2, 7 1/2s, 2013    173,049  170,886 

Intelsat Jackson Holdings SA bank term loan FRN 3.246s,       
2014 (Luxembourg)    400,000  371,000 

 

76



SENIOR LOANS (0.4%)* c cont.    Principal amount  Value 

 
KAR Auction Services, Inc. bank term loan FRN Ser. B, 5s, 2017    $89,775  $86,857 

Neiman Marcus Group, Inc. (The) bank term loan FRN 4 3/4s, 2018    195,000  180,565 

Nortek, Inc. bank term loan FRN Ser. B, 5 1/4s, 2017    69,825  66,334 

Realogy Corp. bank term loan FRN Ser. A, 13 1/2s, 2017    390,000  380,640 

Revlon Consumer Products bank term loan FRN Ser. B, 4 3/4s, 2017    300,000  289,650 

Six Flags Theme Parks bank term loan FRN Ser. B, 5 1/4s, 2016    478,929  472,942 

SRAM Corp. bank term loan FRN 8 1/2s, 2018      75,000  74,251 

Texas Competitive Electric Holdings Co., LLC bank term loan       
FRN 4.726s, 2017      799,610  534,490 

Total senior loans (cost $6,647,207)        $6,179,029 
 
 
CONVERTIBLE PREFERRED STOCKS (0.1%)*      Shares  Value 

 
Apache Corp. Ser. D, $3.00 cv. pfd.      4,097  $211,508 

Entertainment Properties Trust Ser. C, $1.438 cum. cv. pfd.    7,578  137,692 

General Motors Co. Ser. B, $2.375 cv. pfd.      5,637  196,943 

Lehman Brothers Holdings, Inc. Ser. P, 7.25% cv. pfd. (In default) †    684  616 

Lucent Technologies Capital Trust I 7.75% cv. pfd.      217  180,096 

Total convertible preferred stocks (cost $1,482,861)      $726,855 
 
 
PREFERRED STOCKS (—%)*      Shares  Value 

 
Ally Financial, Inc. 144A Ser. G, 7.00% cum. pfd.      471  $315,408 

GMAC Capital Trust I Ser. 2, $2.031 cum. pfd.      15,430  281,598 

Total preferred stocks (cost $727,853)        $597,006 
 
 
CONVERTIBLE BONDS AND NOTES (—%)*    Principal amount  Value 

 
Ford Motor Co. cv. sr. unsec. notes 4 1/4s, 2016      $49,000  $64,381 

Meritor, Inc. cv. company guaranty sr. unsec. notes 4s, 2027    145,000  98,781 

Steel Dynamics, Inc. cv. sr. notes 5 1/8s, 2014      134,000  137,853 

Trinity Industries, Inc. cv. unsec. sub. notes 3 7/8s, 2036    135,000  123,188 

Total convertible bonds and notes (cost $452,817)      $424,203 
 
 
MUNICIPAL BONDS AND NOTES (—%)*    Principal amount  Value 

 
IL State G.O. Bonds         
4.421s, 1/1/15      $50,000  $52,160 
4.071s, 1/1/14      150,000  154,764 

Total municipal bonds and notes (cost $200,000)      $206,924 
 
 
WARRANTS (—%)* †  Expiration  Strike     
  date  price  Warrants  Value 

 
Charter Communications, Inc. Class A  11/30/14  $46.86  62  $713 

Tower Semiconductor, Ltd. 144A (Israel) F  6/30/15  0.01  49,174  11,802 

Total warrants (cost $10,021)        $12,515 
 
 
SHORT-TERM INVESTMENTS (32.3%)*  Principal amount/shares  Value 

 
Putnam Cash Collateral Pool, LLC 0.16% d    57,181,030  $57,181,030 

Putnam Money Market Liquidity Fund 0.10% e    232,267,965  232,267,965 

Federal Home Loan Bank commercial paper discount notes       
with an effective yield of 0.015%, December 7, 2011  $14,000,000  13,999,602 

 

77



SHORT-TERM INVESTMENTS (32.3%)* cont.  Principal amount/shares  Value 

 
Federal Home Loan Mortgage Corp. commercial paper     
discount notes with an effective yield of 0.015%,     
December 12, 2011  $13,000,000  $12,998,961 

Federal National Mortgage Association commercial paper     
discount notes with an effective yield of 0.040%,     
December 12, 2011  5,000,000  4,999,302 

Straight-A Funding, LLC commercial paper with an     
effective yield of 0.188%, December 19, 2011  8,000,000  7,996,668 

Straight-A Funding, LLC commercial paper with an     
effective yield of 0.158%, October 4, 2011  14,000,000  13,999,811 

Straight-A Funding, LLC commercial paper with an     
effective yield of 0.158%, October 4, 2011  13,000,000  12,999,828 

Straight-A Funding, LLC commercial paper with an     
effective yield of 0.158%, October 3, 2011  5,000,000  4,999,958 

U.S. Treasury Bills with an effective yield of 0.100%,     
December 1, 2011 # ##  29,231,000  29,226,003 

U.S. Treasury Bills with an effective yield of 0.094%,     
July 26, 2012  139,000  138,869 

U. S. Treasury Bills with an effective yield of zero %,     
March 22, 2012 i  196,000  195,961 

U. S. Treasury Bills with an effective yield of zero %,     
March 15, 2012 i  172,000  171,966 

U.S. Treasury Bills with effective yields ranging from     
0.240% to 0.259%, October 20, 2011 # ##  34,068,000  34,063,541 

U.S. Treasury Bills with effective yields ranging from     
0.104% to 0.109%, February 9, 2012 # ##  3,490,000  3,486,316 

U.S. Treasury Bills with effective yields ranging from     
0.085% to 0.125%, May 3, 2012 # ##  25,906,000  25,883,565 

U.S. Treasury Bills with effective yields ranging from     
0.080% to 0.094%, November 17, 2011 # ##  8,514,000  8,512,945 

Total short-term investments (cost $463,130,192)    $463,122,291 
 
 
TOTAL INVESTMENTS     

Total investments (cost $1,697,164,322)    $1,658,395,908 

 

Key to holding’s currency abbreviations 
AUD  Australian Dollar 
BRL  Brazilian Real 
CAD  Canadian Dollar 
CHF  Swiss Franc 
EUR  Euro 
GBP  British Pound 
JPY  Japanese Yen 
KRW  South Korean Won 
MXN  Mexican Peso 
SEK  Swedish Krona 
USD/$  United States Dollar 

 

78



Key to holding’s abbreviations 
ADR  American Depository Receipts 
CVR  Contingent Value Rights 
ETF  Exchange Traded Fund 
FRB  Floating Rate Bonds 
FRN  Floating Rate Notes 
GDR  Global Depository Receipts 
GMTN  Global Medium Term Notes 
G.O. Bonds  General Obligation Bonds 
IFB  Inverse Floating Rate Bonds 
IO  Interest Only 
MTN  Medium Term Notes 
MTNI  Medium Term Notes Class I 
NVDR  Non-voting Depository Receipt 
OAO  Open Joint Stock Company 
OJSC  Open Joint Stock Company 
PO  Principal Only 
SDR  Swedish Depository Receipts 
SPDR  S&P Depository Receipts 
TBA  To Be Announced Commitments 

 

Notes to the fund’s portfolio

Unless noted otherwise, the notes to the fund’s portfolio are for the close of the fund’s reporting period, which ran from October 1, 2010 through September 30, 2011 (the reporting period).

* Percentages indicated are based on net assets of $1,434,561,956.

† Non-income-producing security.

‡ Restricted, excluding 144A securities, as to public resale. The total market value of the restricted security held at the close of the reporting period was $118,048, or less than 0.1% of net assets.

‡‡ Income may be received in cash or additional securities at the discretion of the issuer.

# This security, in part or in entirety, was pledged and segregated with the broker to cover margin requirements for futures contracts at the close of the reporting period.

## This security, in part or in entirety, was pledged and segregated with the custodian for collateral on certain derivatives contracts at the close of the reporting period.

Forward commitment, in part or in entirety (Note 1).

c Senior loans are exempt from registration under the Securities Act of 1933, as amended, but contain certain restrictions on resale and cannot be sold publicly. These loans pay interest at rates which adjust periodically. The interest rates shown for senior loans are the current interest rates at the close of the reporting period. Senior loans are also subject to mandatory and/or optional prepayment which cannot be predicted. As a result, the remaining maturity may be substantially less than the stated maturity shown (Notes 1 and 7).

d See Note 1 to the financial statements regarding securities lending. The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

e See Note 6 to the financial statements regarding investments in Putnam Money Market Liquidity Fund. The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

F Is valued at fair value following procedures approved by the Trustees. Securities may be classified as Level 2 or Level 3 for Accounting Standards Codification ASC 820 Fair Value Measurements and Disclosures (ASC 820) based on the securities’ valuation inputs. At the close of the reporting period, fair value pricing was also used for certain foreign securities in the portfolio (Note 1).

i Security purchased with cash or security received, that was pledged to the fund for collateral on certain derivatives contracts (Note 1).

R Real Estate Investment Trust.

79



S Security on loan, in part or in entirety, at the close of the reporting period.

At the close of the reporting period, the fund maintained liquid assets totaling $440,437,101 to cover certain derivatives contracts.

Debt obligations are considered secured unless otherwise indicated.

144A after the name of an issuer represents securities exempt from registration under Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

ADR, SDR or GDR after the name of a foreign holding represents ownership of foreign securities on deposit with a custodian bank.

See Note 1 to the financial statements regarding TBA’s.

The rates shown on FRB and FRN are the current interest rates at the close of the reporting period.

The dates shown on debt obligations are the original maturity dates.

IFB are securities that pay interest rates that vary inversely to changes in the market interest rates. As interest rates rise, inverse floaters produce less current income. The interest rates shown are the current interest rates at the close of the reporting period.

FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $452,588,179)

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Bank of America, N.A.           

  Australian Dollar  Sell  10/19/11  $1,601,093  $1,732,438  $131,345 

  Brazilian Real  Buy  10/19/11  1,265,921  1,438,191  (172,270) 

  British Pound  Sell  10/19/11  5,185,544  5,293,454  107,910 

  Canadian Dollar  Sell  10/19/11  7,244,707  7,637,327  392,620 

  Chilean Peso  Sell  10/19/11  225,996  252,671  26,675 

  Czech Koruna  Sell  10/19/11  197,380  201,220  3,840 

  Euro  Sell  10/19/11  7,028,479  7,321,100  292,621 

  Hungarian Forint  Buy  10/19/11  469,776  520,773  (50,997) 

  Japanese Yen  Buy  10/19/11  1,113,155  1,108,871  4,284 

  Mexican Peso  Sell  10/19/11  399,790  429,002  29,212 

  Norwegian Krone  Sell  10/19/11  1,561,384  1,692,409  131,025 

  Russian Ruble  Buy  10/19/11  155,320  169,247  (13,927) 

  Singapore Dollar  Sell  10/19/11  64,289  64,767  478 

  South African Rand  Buy  10/19/11  696,798  781,710  (84,912) 

  South Korean Won  Sell  10/19/11  1,958,321  2,139,480  181,159 

  Swedish Krona  Buy  10/19/11  1,376,587  1,473,120  (96,533) 

  Swiss Franc  Buy  10/19/11  801,224  844,385  (43,161) 

  Taiwan Dollar  Buy  10/19/11  850,690  895,164  (44,474) 

  Turkish Lira  Buy  10/19/11  131,758  138,862  (7,104) 

Barclays Bank PLC           

  Australian Dollar  Sell  10/19/11  6,388,496  6,807,003  418,507 

  Brazilian Real  Sell  10/19/11  2,141,433  2,422,079  280,646 

  British Pound  Sell  10/19/11  8,083,376  8,240,413  157,037 

  Canadian Dollar  Buy  10/19/11  1,359,454  1,432,001  (72,547) 

  Chilean Peso  Buy  10/19/11  346,748  386,635  (39,887) 

  Czech Koruna  Sell  10/19/11  708,552  728,889  20,337 

  Euro  Buy  10/19/11  11,444,962  11,900,396  (455,434) 

  Hungarian Forint  Buy  10/19/11  816,499  902,526  (86,027) 

 

80



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $452,588,179) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Barclays Bank PLC cont.           

  Indian Rupee  Sell  10/19/11  $1,064,026  $1,124,357  $60,331 

  Japanese Yen  Sell  10/19/11  803,501  799,375  (4,126) 

  Malaysian Ringgit  Buy  10/19/11  225,081  240,083  (15,002) 

  Mexican Peso  Sell  10/19/11  313,143  347,522  34,379 

  New Zealand Dollar  Buy  10/19/11  80,979  88,314  (7,335) 

  Norwegian Krone  Sell  10/19/11  2,362,709  2,406,569  43,860 

  Polish Zloty  Sell  10/19/11  1,113,225  1,218,315  105,090 

  Russian Ruble  Sell  10/19/11  629,146  684,530  55,384 

  Singapore Dollar  Sell  10/19/11  771,848  794,413  22,565 

  South Korean Won  Sell  10/19/11  356,280  389,166  32,886 

  Swedish Krona  Sell  10/19/11  2,039,828  2,185,903  146,075 

  Swiss Franc  Sell  10/19/11  1,659,789  1,763,407  103,618 

  Taiwan Dollar  Sell  10/19/11  741,146  775,207  34,061 

  Thai Baht  Buy  10/19/11  18,167  18,785  (618) 

  Turkish Lira  Buy  10/19/11  511,454  539,215  (27,761) 

Citibank, N.A.             

  Australian Dollar  Sell  10/19/11  4,107,098  4,440,840  333,742 

  Brazilian Real  Buy  10/19/11  384,910  436,975  (52,065) 

  British Pound  Buy  10/19/11  8,131,954  8,293,838  (161,884) 

  Canadian Dollar  Buy  10/19/11  40,502  42,676  (2,174) 

  Chilean Peso  Sell  10/19/11  245,502  273,890  28,388 

  Czech Koruna  Buy  10/19/11  958,781  1,016,126  (57,345) 

  Danish Krone  Buy  10/19/11  1,513,638  1,583,410  (69,772) 

  Euro  Buy  10/19/11  5,469,413  5,687,161  (217,748) 

  Hong Kong Dollar  Sell  10/19/11  1,252,411  1,251,136  (1,275) 

  Hungarian Forint  Buy  10/19/11  844,651  934,116  (89,465) 

  Japanese Yen  Sell  10/19/11  605,153  606,371  1,218 

  Mexican Peso  Buy  10/19/11  928,715  1,031,179  (102,464) 

  New Zealand Dollar  Sell  10/19/11  518,278  564,627  46,349 

  Norwegian Krone  Sell  10/19/11  216,347  234,724  18,377 

  Polish Zloty  Sell  10/19/11  1,513,434  1,653,616  140,182 

  Singapore Dollar  Sell  10/19/11  35,053  28,205  (6,848) 

  South African Rand  Sell  10/19/11  483,473  543,165  59,692 

  South Korean Won  Buy  10/19/11  322,658  352,997  (30,339) 

  Swedish Krona  Buy  10/19/11  2,564,816  2,746,305  (181,489) 

  Swiss Franc  Sell  10/19/11  1,285,472  1,355,050  69,578 

  Taiwan Dollar  Sell  10/19/11  2,139,035  2,236,341  97,306 

  Turkish Lira  Buy  10/19/11  507,157  534,745  (27,588) 

Credit Suisse AG           

  Australian Dollar  Sell  10/19/11  7,218,958  7,650,300  431,342 

  Brazilian Real  Sell  10/19/11  27,335  30,912  3,577 

  British Pound  Buy  10/19/11  8,145,075  8,221,507  (76,432) 

  Canadian Dollar  Sell  10/19/11  2,617,030  2,759,657  142,627 

  Chilean Peso  Buy  10/19/11  117,297  130,973  (13,676) 

 

81



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $452,588,179) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Credit Suisse AG cont.           

  Czech Koruna  Buy  10/19/11  $695,425  $735,015  $(39,590) 

  Euro  Sell  10/19/11  10,473,212  10,880,402  407,190 

  Hungarian Forint  Sell  10/19/11  1,188,913  1,257,517  68,604 

  Indian Rupee  Sell  10/19/11  2,134,951  2,256,004  121,053 

  Japanese Yen  Sell  10/19/11  2,928,133  2,909,381  (18,752) 

  Malaysian Ringgit  Sell  10/19/11  443,119  457,351  14,232 

  Mexican Peso  Sell  10/19/11  670,560  721,145  50,585 

  Norwegian Krone  Buy  10/19/11  725,627  787,731  (62,104) 

  Polish Zloty  Sell  10/19/11  1,775,006  1,942,600  167,594 

  Russian Ruble  Buy  10/19/11  85,187  92,650  (7,463) 

  South African Rand  Buy  10/19/11  32,016  36,721  (4,705) 

  South Korean Won  Sell  10/19/11  981,092  1,055,628  74,536 

  Swedish Krona  Sell  10/19/11  1,508,130  1,614,620  106,490 

  Swiss Franc  Buy  10/19/11  1,049,259  1,104,546  (55,287) 

  Taiwan Dollar  Sell  10/19/11  1,063,643  1,100,470  36,827 

  Turkish Lira  Sell  10/19/11  243,427  256,582  13,155 

Deutsche Bank AG           

  Australian Dollar  Buy  10/19/11  6,377,072  6,898,711  (521,639) 

  Brazilian Real  Sell  10/19/11  117,324  132,834  15,510 

  British Pound  Sell  10/19/11  1,002,026  1,022,359  20,333 

  Canadian Dollar  Buy  10/19/11  2,569,730  2,721,419  (151,689) 

  Chilean Peso  Sell  10/19/11  566,682  633,842  67,160 

  Czech Koruna  Sell  10/19/11  628,275  650,215  21,940 

  Euro  Sell  10/19/11  3,630,173  3,781,338  151,165 

  Hungarian Forint  Sell  10/19/11  839,018  928,262  89,244 

  Malaysian Ringgit  Sell  10/19/11  660,813  683,999  23,186 

  Mexican Peso  Buy  10/19/11  889,668  987,153  (97,485) 

  New Zealand Dollar  Sell  10/19/11  600,324  654,482  54,158 

  Norwegian Krone  Sell  10/19/11  1,583,615  1,718,609  134,994 

  Polish Zloty  Sell  10/19/11  1,755,845  1,859,777  103,932 

  Singapore Dollar  Buy  10/19/11  1,159,111  1,247,077  (87,966) 

  South Korean Won  Sell  10/19/11  580,559  634,441  53,882 

  Swedish Krona  Buy  10/19/11  1,081,248  1,158,884  (77,636) 

  Swiss Franc  Buy  10/19/11  2,745,949  2,893,802  (147,853) 

  Taiwan Dollar  Sell  10/19/11  759,118  794,551  35,433 

  Turkish Lira  Sell  10/19/11  499,315  526,000  26,685 

Goldman Sachs International           

  Australian Dollar  Sell  10/19/11  623,088  673,862  50,774 

  British Pound  Buy  10/19/11  1,798,805  1,834,602  (35,797) 

  Canadian Dollar  Sell  10/19/11  3,849,711  4,055,861  206,150 

  Chilean Peso  Buy  10/19/11  470,532  525,844  (55,312) 

  Euro  Sell  10/19/11  2,062,653  2,112,198  49,545 

  Hungarian Forint  Buy  10/19/11  206,271  227,704  (21,433) 

  Japanese Yen  Buy  10/19/11  9,780,001  9,722,004  57,997 

 

82



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $452,588,179) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Goldman Sachs International cont.           

  Norwegian Krone  Sell  10/19/11  $1,472,733  $1,597,550  $124,817 

  Polish Zloty  Buy  10/19/11  209,063  228,458  (19,395) 

  South African Rand  Buy  10/19/11  125,626  141,765  (16,139) 

  Swedish Krona  Sell  10/19/11  587,008  628,379  41,371 

  Swiss Franc  Sell  10/19/11  4,037,498  4,249,796  212,298 

HSBC Bank USA, National Association         

  Australian Dollar  Buy  10/19/11  200,306  216,622  (16,316) 

  British Pound  Buy  10/19/11  428,263  436,934  (8,671) 

  Euro  Sell  10/19/11  3,586,564  3,673,158  86,594 

  Hong Kong Dollar  Sell  10/19/11  3,240,446  3,237,346  (3,100) 

  Indian Rupee  Sell  10/19/11  572,603  606,441  33,838 

  Japanese Yen  Sell  10/19/11  4,991,129  4,962,194  (28,935) 

  New Zealand Dollar  Sell  10/19/11  356,168  388,300  32,132 

  Norwegian Krone  Buy  10/19/11  969,399  1,051,977  (82,578) 

  Singapore Dollar  Buy  10/19/11  4,460,568  4,799,203  (338,635) 

  South Korean Won  Buy  10/19/11  1,401,668  1,534,036  (132,368) 

  Swiss Franc  Buy  10/19/11  5,122,774  5,389,632  (266,858) 

  Taiwan Dollar  Sell  10/19/11  1,354,339  1,416,823  62,484 

JPMorgan Chase Bank, N.A.           

  Australian Dollar  Sell  10/19/11  2,123,303  2,296,894  173,591 

  Brazilian Real  Sell  10/19/11  487,007  550,140  63,133 

  British Pound  Buy  10/19/11  8,642,730  8,781,727  (138,997) 

  Canadian Dollar  Sell  10/19/11  4,147,684  4,360,932  213,248 

  Chilean Peso  Buy  10/19/11  364,073  405,128  (41,055) 

  Czech Koruna  Buy  10/19/11  390,418  413,161  (22,743) 

  Euro  Buy  10/19/11  636,964  663,794  (26,830) 

  Hong Kong Dollar  Sell  10/19/11  903,184  902,374  (810) 

  Hungarian Forint  Sell  10/19/11  1,503,566  1,661,983  158,417 

  Japanese Yen  Buy  10/19/11  6,367,330  6,328,999  38,331 

  Malaysian Ringgit  Sell  10/19/11  41,134  42,490  1,356 

  Mexican Peso  Sell  10/19/11  310,169  344,233  34,064 

  New Zealand Dollar  Buy  10/19/11  731,323  797,423  (66,100) 

  Norwegian Krone  Sell  10/19/11  1,213,599  1,315,563  101,964 

  Polish Zloty  Buy  10/19/11  975,466  1,065,148  (89,682) 

  Russian Ruble  Buy  10/19/11  155,320  168,857  (13,537) 

  Singapore Dollar  Sell  10/19/11  2,382,510  2,564,673  182,163 

  South African Rand  Buy  10/19/11  1,067,395  1,216,729  (149,334) 

  South Korean Won  Buy  10/19/11  223,571  247,443  (23,872) 

  Swedish Krona  Sell  10/19/11  679,295  727,271  47,976 

  Swiss Franc  Buy  10/19/11  4,265,093  4,492,991  (227,898) 

  Taiwan Dollar  Buy  10/19/11  149,694  157,574  (7,880) 

  Thai Baht  Buy  10/19/11  42,012  43,497  (1,485) 

  Turkish Lira  Sell  10/19/11  454,357  477,802  23,445 

 

83



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $452,588,179) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Royal Bank of Scotland PLC (The)           

  Australian Dollar  Sell  10/19/11  $1,680,577  $1,737,335  $56,758 

  Brazilian Real  Sell  10/19/11  407,487  460,284  52,797 

  British Pound  Sell  10/19/11  6,482,008  6,614,190  132,182 

  Canadian Dollar  Sell  10/19/11  200,691  208,765  8,074 

  Chilean Peso  Sell  10/19/11  37,344  41,706  4,362 

  Czech Koruna  Buy  10/19/11  509,048  538,702  (29,654) 

  Euro  Buy  10/19/11  7,280,072  7,584,656  (304,584) 

  Hungarian Forint  Buy  10/19/11  729,345  808,356  (79,011) 

  Indian Rupee  Sell  10/19/11  1,146,605  1,211,228  64,623 

  Japanese Yen  Buy  10/19/11  8,650,022  8,597,506  52,516 

  Malaysian Ringgit  Buy  10/19/11  636,551  682,481  (45,930) 

  Mexican Peso  Sell  10/19/11  1,142,178  1,260,577  118,399 

  New Zealand Dollar  Sell  10/19/11  136,032  148,304  12,272 

  Norwegian Krone  Sell  10/19/11  1,322,601  1,436,838  114,237 

  Polish Zloty  Sell  10/19/11  480,124  525,954  45,830 

  Russian Ruble  Buy  10/19/11  85,196  92,864  (7,668) 

  Singapore Dollar  Sell  10/19/11  1,149,927  1,212,927  63,000 

  South African Rand  Sell  10/19/11  1,303,498  1,461,551  158,053 

  South Korean Won  Buy  10/19/11  179,123  180,897  (1,774) 

  Swedish Krona  Buy  10/19/11  89,771  96,289  (6,518) 

  Swiss Franc  Sell  10/19/11  3,859,620  4,059,261  199,641 

  Taiwan Dollar  Buy  10/19/11  734,630  769,845  (35,215) 

  Turkish Lira  Buy  10/19/11  369,599  389,748  (20,149) 

State Street Bank and Trust Co.           

  Australian Dollar  Buy  10/19/11  4,197,812  4,518,812  (321,000) 

  Brazilian Real  Sell  10/19/11  1,894,361  2,147,635  253,274 

  British Pound  Sell  10/19/11  1,007,337  983,014  (24,323) 

  Canadian Dollar  Buy  10/19/11  6,458,507  6,824,669  (366,162) 

  Czech Koruna  Sell  10/19/11  448,771  457,417  8,646 

  Euro  Buy  10/19/11  14,631,931  15,248,006  (616,075) 

  Hungarian Forint  Sell  10/19/11  1,004,369  1,109,567  105,198 

  Indonesian Rupiah  Sell  10/19/11  582,958  542,193  (40,765) 

  Japanese Yen  Buy  10/19/11  4,340,155  4,318,093  22,062 

  Malaysian Ringgit  Buy  10/19/11  259,047  276,358  (17,311) 

  Mexican Peso  Sell  10/19/11  259,430  284,304  24,874 

  Norwegian Krone  Sell  10/19/11  400,124  433,871  33,747 

  Polish Zloty  Buy  10/19/11  2,021,843  2,208,114  (186,271) 

  Russian Ruble  Buy  10/19/11  155,320  168,854  (13,534) 

  Singapore Dollar  Buy  10/19/11  335,679  361,345  (25,666) 

  South African Rand  Sell  10/19/11  875,833  982,166  106,333 

  South Korean Won  Sell  10/19/11  498,177  544,413  46,236 

  Swedish Krona  Buy  10/19/11  3,550,971  3,800,219  (249,248) 

  Swiss Franc  Sell  10/19/11  427,460  450,313  22,853 

  Taiwan Dollar  Sell  10/19/11  602,249  630,034  27,785 

 

84



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $452,588,179) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

State Street Bank and Trust Co. cont.           

  Thai Baht  Sell  10/19/11  $104,947  $108,531  $3,584 

  Turkish Lira  Sell  10/19/11  284,464  299,649  15,185 

UBS AG             

  Australian Dollar  Buy  10/19/11  3,418,080  3,815,773  (397,693) 

  Brazilian Real  Buy  10/19/11  856,690  970,181  (113,491) 

  British Pound  Buy  10/19/11  4,521,848  4,558,461  (36,613) 

  Canadian Dollar  Sell  10/19/11  3,756,738  3,868,788  112,050 

  Czech Koruna  Sell  10/19/11  684,493  720,526  36,033 

  Euro  Sell  10/19/11  3,693,373  3,920,810  227,437 

  Hungarian Forint  Buy  10/19/11  15,093  16,675  (1,582) 

  Indian Rupee  Buy  10/19/11  1,290,871  1,366,123  (75,252) 

  Japanese Yen  Sell  10/19/11  12,144,467  12,052,655  (91,812) 

  Mexican Peso  Sell  10/19/11  240,831  267,366  26,535 

  New Zealand Dollar  Sell  10/19/11  140,759  153,495  12,736 

  Norwegian Krone  Buy  10/19/11  3,522,055  3,826,673  (304,618) 

  Polish Zloty  Sell  10/19/11  557,067  548,999  (8,068) 

  Russian Ruble  Buy  10/19/11  85,187  92,762  (7,575) 

  Singapore Dollar  Buy  10/19/11  1,286,846  1,384,552  (97,706) 

  South African Rand  Sell  10/19/11  801,885  899,639  97,754 

  South Korean Won  Buy  10/19/11  47,499  47,968  (469) 

  Swedish Krona  Sell  10/19/11  3,081,571  3,299,731  218,160 

  Swiss Franc  Buy  10/19/11  2,480,900  2,613,782  (132,882) 

  Taiwan Dollar  Buy  10/19/11  1,053,064  1,101,459  (48,395) 

  Thai Baht  Buy  10/19/11  18,163  18,777  (614) 

  Turkish Lira  Sell  10/19/11  39,533  41,660  2,127 

Westpac Banking Corp.           

  Australian Dollar  Sell  10/19/11  1,126,613  1,217,998  91,385 

  British Pound  Sell  10/19/11  5,161,021  5,157,040  (3,981) 

  Canadian Dollar  Buy  10/19/11  3,013,146  3,173,462  (160,316) 

  Euro  Sell  10/19/11  14,609,015  15,222,902  613,887 

  Japanese Yen  Sell  10/19/11  2,689,778  2,673,379  (16,399) 

  New Zealand Dollar  Buy  10/19/11  462,081  503,571  (41,490) 

  Norwegian Krone  Sell  10/19/11  2,816,882  3,058,083  241,201 

  Swedish Krona  Sell  10/19/11  2,120,520  2,270,571  150,051 

  Swiss Franc  Sell  10/19/11  1,008,826  1,062,708  53,882 

Total            $2,327,236 

 

85



FUTURES CONTRACTS OUTSTANDING at 9/30/11

        Unrealized 
Number of    Expiration  appreciation/ 
contracts  Value  date  (depreciation) 

Australian Government Treasury Bond         
10 yr (Long)  39  $3,623,350  Dec-11  $12,611 

Australian Government Treasury Bond         
10 yr (Short)  5  464,532  Dec-11  5,616 

Canadian Government Bond         
10 yr (Long)  29  3,691,944  Dec-11  59,597 

Euro STOXX 50 Index (Long)  351  10,155,672  Dec-11  (32,815) 

Euro STOXX 50 Index (Short)  563  16,289,582  Dec-11  (85,009) 

Euro-Bobl 5 yr (Short)  6  983,391  Dec-11  3,442 

Euro-Bund 10 yr (Long)  1  183,170  Dec-11  (701) 

Euro-Schatz 2 yr (Long)  9  1,324,052  Dec-11  (3,533) 

Euro-Swiss Franc 3 Month (Short)  7  1,933,427  Dec-11  (13,942) 

Euro-Swiss Franc 3 Month (Short)  18  4,976,143  Jun-12  (60,369) 

Euro-Swiss Franc 3 Month (Short)  18  4,973,161  Dec-12  (74,921) 

Euro-Swiss Franc 3 Month (Short)  18  4,975,149  Mar-12  (47,751) 

FTSE 100 Index (Long)  299  23,778,390  Dec-11  (723,394) 

FTSE 100 Index (Short)  153  12,167,537  Dec-11  556,509 

Japanese Government Bond         
10 yr (Long)  16  29,521,697  Dec-11  (98,144) 

Japanese Government Bond         
10 yr Mini (Long)  91  16,791,646  Dec-11  (53,595) 

MSCI EAFE Index Mini (Long)  60  4,039,800  Dec-11  (37,020) 

OMXS 30 Index (Short)  364  4,841,545  Oct-11  (154,461) 

Russell 2000 Index Mini (Long)  483  30,984,450  Dec-11  (2,780,492) 

Russell 2000 Index Mini (Short)  46  2,950,900  Dec-11  290,398 

S&P 500 Index (Long)  29  8,163,500  Dec-11  (154,399) 

S&P 500 Index E-Mini (Long)  4,727  266,130,100  Dec-11  (15,903,992) 

S&P 500 Index E-Mini (Short)  2,393  134,725,900  Dec-11  7,181,130 

S&P Mid Cap 400 Index E-Mini (Long)  778  60,598,420  Dec-11  (5,786,266) 

S&P/TSX 60 Index (Short)  31  3,947,452  Dec-11  342,351 

SGX MSCI Singapore Index (Short)  36  1,691,654  Oct-11  20,774 

SPI 200 Index (Short)  135  13,097,031  Dec-11  320,288 

Tokyo Price Index (Short)  325  31,937,147  Dec-11  (558,426) 

U.K. Gilt 10 yr (Short)  3  609,231  Dec-11  (11,350) 

U.S. Treasury Bond 30 yr (Long)  25  3,965,625  Dec-11  398,585 

U.S. Treasury Bond 20 yr (Long)  332  47,351,500  Dec-11  1,967,072 

U.S. Treasury Bond 20 yr (Short)  4  570,500  Dec-11  (14,258) 

U.S. Treasury Note 10 yr (Long)  3  390,281  Dec-11  1,401 

U.S. Treasury Note 10 yr (Short)  301  39,158,219  Dec-11  (334,416) 

U.S. Treasury Note 5 yr (Long)  111  13,595,766  Dec-11  9,617 

U.S. Treasury Note 5 yr (Short)  359  43,971,891  Dec-11  (56,776) 

U.S. Treasury Note 2 yr (Long)  176  38,755,750  Dec-11  (37,272) 

U.S. Treasury Note 2 yr (Short)  162  35,672,906  Dec-11  40,192 

Total        $(15,813,719) 

 

86



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $14,010,191)

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.375% versus the three month USD-LIBOR-BBA       
maturing August 10, 2045.  $204,400  Aug-15/4.375  $12,912 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of       
4.375% versus the three month USD-LIBOR-BBA       
maturing August 10, 2045.  204,400  Aug-15/4.375  63,352 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.46% versus the three month USD-LIBOR-BBA       
maturing August 7, 2045.  204,400  Aug-15/4.46  12,217 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.46%       
versus the three month USD-LIBOR-BBA maturing       
August 7, 2045.  204,400  Aug-15/4.46  65,952 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to receive a fixed rate of 5.35%       
versus the three month USD-LIBOR-BBA maturing       
August 8, 2026.  5,935,733  Aug-16/5.35  158,781 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to pay a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
August 8, 2026.  5,935,733  Aug-16/4.35  798,059 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to receive a fixed rate of 4.28%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2026.  3,616,372  Aug-16/4.28  155,019 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to pay a fixed rate of 4.28%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2026.  3,616,372  Aug-16/4.28  470,996 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.68%       
versus the three month USD-LIBOR-BBA maturing       
August 3, 2026.  3,829,820  Aug-16/4.68  134,810 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.68%       
versus the three month USD-LIBOR-BBA maturing       
August 3, 2026.  3,829,820  Aug-16/4.68  592,090 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.67%       
versus the three month USD-LIBOR-BBA maturing       
August 2, 2026.  3,191,517  Jul-16/4.67  112,661 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.67%       
versus the three month USD-LIBOR-BBA maturing       
August 2, 2026.  3,191,517  Jul-16/4.67  491,494 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2026.  3,191,517  Jul-16/4.80  105,639 

 

87



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $14,010,191) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2026.  $3,191,517  Jul-16/4.80  $518,302 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
July 28, 2026.  1,276,607  Jul-16/4.80  42,256 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
July 28, 2026.  1,276,607  Jul-16/4.80  207,321 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.815%       
versus the three month USD-LIBOR-BBA maturing       
July 27, 2026.  3,191,517  Jul-16/4.815  104,682 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.815%       
versus the three month USD-LIBOR-BBA maturing       
July 27, 2026.  3,191,517  Jul-16/4.815  521,494 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.79% versus the three month USD-LIBOR-BBA       
maturing July 26, 2026.  2,996,407  Jul-16/4.79  101,998 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.79%       
versus the three month USD-LIBOR-BBA maturing       
July 26, 2026.  2,996,407  Jul-16/4.79  485,807 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.74% versus the three month USD-LIBOR-BBA       
maturing July 22, 2026.  3,190,114  Jul-16/4.74  110,952 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.74%       
versus the three month USD-LIBOR-BBA maturing       
July 22, 2026.  3,190,114  Jul-16/4.74  507,005 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.815% versus the three month USD-LIBOR-BBA       
maturing June 10, 2026.  2,745,482  Jun-16/4.815  90,244 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of       
4.815% versus the three month USD-LIBOR-BBA       
maturing June 10, 2026.  2,745,482  Jun-16/4.815  451,247 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to receive a fixed rate of 5.12% versus the       
three month USD-LIBOR-BBA maturing June 6, 2021.  4,568,578  Jun-16/5.12  69,031 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.89%       
versus the three month USD-LIBOR-BBA maturing       
June 6, 2021.  4,495,597  Jun-16/4.89  71,030 

 

88



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $14,010,191) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.575% versus the three month USD-LIBOR-BBA       
maturing June 6, 2021.  $4,467,054  Jun-16/4.575  $84,427 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to pay a fixed rate of 4.12% versus the       
three month USD-LIBOR-BBA maturing June 6, 2021.  4,568,578  Jun-16/4.12  325,557 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.39%       
versus the three month USD-LIBOR-BBA maturing       
June 6, 2021.  4,495,597  Jun-16/4.39  359,648 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of       
4.575% versus the three month USD-LIBOR-BBA       
maturing June 6, 2021.  4,467,054  Jun-16/4.575  388,276 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to receive a fixed rate of 5.02% versus       
the three month USD-LIBOR-BBA maturing May 3, 2026.  18,028,331  Apr-16/5.02  527,509 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to pay a fixed rate of 5.02% versus the       
three month USD-LIBOR-BBA maturing May 3, 2026.  18,028,331  Apr-16/5.02  3,220,401 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 5.27% versus the three month USD-LIBOR-BBA       
maturing February 12, 2025.  2,187,480  Feb-15/5.27  38,828 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 5.27%       
versus the three month USD-LIBOR-BBA maturing       
February 12, 2025.  2,187,480  Feb-15/5.27  455,805 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.20%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2024.  2,366,486  Aug-14/4.20  61,268 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.20%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2024.  2,366,486  Aug-14/4.20  324,422 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.19%       
versus the three month USD-LIBOR-BBA maturing       
July 31, 2024.  1,972,071  Jul-14/4.19  51,057 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.19%       
versus the three month USD-LIBOR-BBA maturing       
July 31, 2024.  1,972,071  Jul-14/4.19  269,681 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.34%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  788,829  Jul-14/4.34  18,577 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  1,972,071  Jul-14/4.35  46,146 

 

89



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $14,010,191) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.34%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  $788,829  Jul-14/4.34  $116,045 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  1,972,071  Jul-14/4.35  291,492 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.3725%       
versus the three month USD-LIBOR-BBA maturing       
July 29, 2024.  1,972,076  Jul-14/4.3725  45,377 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.3725%       
versus the three month USD-LIBOR-BBA maturing       
July 29, 2024.  1,972,076  Jul-14/4.3725  294,845 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.36% versus the three month USD-LIBOR-BBA       
maturing July 24, 2024.  1,851,511  Jul-14/4.36  42,751 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.36%       
versus the three month USD-LIBOR-BBA maturing       
July 24, 2024.  1,851,511  Jul-14/4.36  275,394 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.29% versus the three month USD-LIBOR-BBA       
maturing July 23, 2024.  1,971,205  Jul-14/4.29  47,506 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.29%       
versus the three month USD-LIBOR-BBA maturing       
July 23, 2024.  1,971,205  Jul-14/4.29  283,499 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 5.51%       
versus the three month USD-LIBOR-BBA maturing       
May 14, 2022.  4,114,000  May-12/5.51  1,205,196 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 1.29% versus the three month USD-LIBOR-BBA       
maturing December 14, 2016.  14,601,126  Dec-11/1.29  75,342 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 1.29% versus the three month USD-LIBOR-BBA       
maturing December 14, 2016.  14,601,126  Dec-11/1.29  118,707 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 3.425% versus the three month USD-LIBOR-BBA       
maturing November 16, 2041.  9,910,100  Nov-11/3.425  38,649 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate       
of 3.425% versus the three month USD-LIBOR-BBA       
maturing November 16, 2041.  9,910,100  Nov-11/3.425  1,524,272 

 

90



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $14,010,191) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 4.01625% versus the three month USD-LIBOR-BBA       
maturing November 10, 2041.  $4,338,261  Nov-11/4.01625  $651 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate of       
3.51625% versus the three month USD-LIBOR-BBA       
maturing November 10, 2041.  4,338,261  Nov-11/3.51625  743,708 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 2.47%       
versus the three month USD-LIBOR-BBA maturing       
October 11, 2016.  6,627,503  Oct-11/2.47   

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 1.97%       
versus the three month USD-LIBOR-BBA maturing       
October 11, 2016.  6,627,503  Oct-11/1.97  225,932 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 5.51% versus the three month USD-LIBOR-BBA       
maturing May 14, 2022.  4,114,000  May-12/5.51  658 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to receive a fixed rate of 5.11% versus the       
three month USD-LIBOR-BBA maturing June 1, 2021.  958,517  May-16/5.11  14,483 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 4.86% versus the three month USD-LIBOR-BBA       
maturing June 1, 2021.  943,752  May-16/4.86  15,421 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to receive a fixed rate of 4.60% versus       
the three month USD-LIBOR-BBA maturing June 1, 2021.  939,055  May-16/4.60  17,485 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to pay a fixed rate of 4.11% versus the       
three month USD-LIBOR-BBA maturing June 1, 2021.  958,517  May-16/4.11  68,007 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 4.36% versus the three month USD-LIBOR-BBA       
maturing June 1, 2021.  943,752  May-16/4.36  74,755 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to pay a fixed rate of 4.60% versus the       
three month USD-LIBOR-BBA maturing June 1, 2021.  939,055  May-16/4.60  82,487 

Option on an interest rate swap with Deutsche Bank       
AG for the obligation to receive a fixed rate of 4.765%       
versus the three month USD-LIBOR-BBA maturing       
May 23, 2021.  6,894,306  May-16/4.765  119,203 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to pay a fixed rate of 4.765% versus the       
three month USD-LIBOR-BBA maturing May 23, 2021.  6,894,306  May-16/4.765  647,858 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 4.7575% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  2,851,997  May-16/4.7575  48,755 

 

91



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $14,010,191) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.745%       
versus the three month USD-LIBOR-BBA maturing       
May 16, 2021.  $4,355,295  May-16/4.745  $72,733 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 4.77% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  10,888,239  May-16/4.77  185,144 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate of       
4.7575% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  2,851,997  May-16/4.7575  267,346 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.745%       
versus the three month USD-LIBOR-BBA maturing       
May 15, 2021.  4,355,295  May-16/4.745  404,171 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate       
of 4.77% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  10,888,239  May-16/4.77  1,025,629 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 2.31% versus the three month USD-LIBOR-BBA       
maturing November 30, 2016.  1,059,846  Nov-11/2.31  85 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 2.31% versus the three month USD-LIBOR-BBA       
maturing November 30, 2016.  1,059,846  Nov-11/2.31  50,459 

Option on an interest rate swap with UBS AG for the       
obligation to pay a fixed rate of 0.722% versus the six       
month CHF-LIBOR-BBA maturing January 23, 2014.  CHF  13,400,000  Jan-12/0.722  147,305 

Total      $21,198,303 

 

TBA SALE COMMITMENTS OUTSTANDING AT 9/30/11 (proceeds receivable $3,275,508)

 

  Principal  Settlement   
Agency  amount  date  Value 

Federal National Mortgage Association,       
5 1/2s, October 1, 2041  $3,000,000  10/13/11  $3,256,172 

Total      $3,256,172 

 

INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11

 

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Bank of America, N.A.           
$4,260,000  $274,344  8/17/21  4.55%  3 month USD-   
        LIBOR-BBA  $(700,968) 

5,547,000  358,059  8/19/21  4.475%  3 month USD-   
        LIBOR-BBA  (872,473) 

189,537,700  21,785  7/8/13  0.68%  3 month USD-   
        LIBOR-BBA  (567,020) 

 

92



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Bank of America, N.A. cont.         
  $10,813,400  $—  9/23/13  3 month USD-     
        LIBOR-BBA  0.45%  $(25,941) 

  10,649,000    9/26/13  3 month USD-     
        LIBOR-BBA  0.5075%  (13,729) 

  1,547,000    9/30/21  3 month USD-     
        LIBOR-BBA  2.1825%  10,628 

  5,913,000    10/3/13  3 month USD-     
        LIBOR-BBA  0.54875%  (3,311) 

  2,524,000    8/2/21  2.97236%  3 month USD-   
          LIBOR-BBA  (213,393) 

  7,133,000    8/9/13  0.553%  3 month USD-   
          LIBOR-BBA  (1,326) 

  16,463,500  (24,648)  2/7/15  1.891%  3 month USD-   
          LIBOR-BBA  (647,411) 

AUD  1,400,000    4/18/21  6.10%  6 month AUD-   
          BBR-BBSW  (143,864) 

CAD  864,000    9/14/21  2.4075%  3 month CAD-   
          BA-CDOR  162 

EUR  8,500,000    6/14/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.711561%  217,197 

JPY  402,000,000    9/21/21  0.98375%  6 month JPY-   
          LIBOR-BBA  17,691 

Barclays Bank PLC           
  $6,164,361  55,787  9/8/16  2.065%  3 month USD-   
          LIBOR-BBA  (195,995) 

  1,225,000    9/15/20  2.032%  3 month USD-   
          LIBOR-BBA  (5,168) 

  5,231,500    9/19/20  2.12%  3 month USD-   
          LIBOR-BBA  (58,959) 

  1,743,000    9/19/41  3 month USD-     
        LIBOR-BBA  3.035%  126,289 

  2,231,000    9/20/20  2.136%  3 month USD-   
          LIBOR-BBA  (28,011) 

  9,029,100    9/21/13  3 month USD-     
        LIBOR-BBA  0.4925%  (14,132) 

  8,073,200    9/22/13  0.4775%  3 month USD-   
          LIBOR-BBA  15,108 

  793,000    9/22/41  3 month USD-     
        LIBOR-BBA  2.975%  47,275 

  10,649,000    9/26/13  3 month USD-     
        LIBOR-BBA  0.50625%  (14,072) 

  15,401,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.5175%  (17,134) 

  14,428,000    9/28/21  2.041%  3 month USD-   
          LIBOR-BBA  86,714 

  48,518,000    9/28/13  3 month USD-     
        LIBOR-BBA  0.511043%  (61,552) 

 

93



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
$70,350,600  $13,266  6/17/13  0.64%  3 month USD-   
        LIBOR-BBA  $(209,193) 

1,634,700  3,321  6/17/21  3.2%  3 month USD-   
        LIBOR-BBA  (176,443) 

2,596,800  (539)  6/17/13  3 month USD-     
      LIBOR-BBA  0.64%  7,673 

25,454,000  (46,724)  6/17/16  3 month USD-     
      LIBOR-BBA  1.93%  973,952 

32,477,600  (66,594)  6/17/21  3 month USD-     
      LIBOR-BBA  3.2%  3,504,893 

6,625,300  24,583  6/17/41  4.04%  3 month USD-   
        LIBOR-BBA  (1,916,393) 

558,000    9/29/41  3 month USD-     
      LIBOR-BBA  2.857%  19,161 

1,876,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.155%  8,291 

11,723,000    9/30/13  3 month USD-     
      LIBOR-BBA  0.53%  (10,639) 

1,674,000    9/30/21  2.165%  3 month USD-   
        LIBOR-BBA  (8,805) 

1,949,000    9/30/16  3 month USD-     
      LIBOR-BBA  1.25625%  596 

927,000  (3,457)  6/17/41  3 month USD-     
      LIBOR-BBA  4.04%  268,121 

2,400,000    6/20/41  3 month USD-     
      LIBOR-BBA  3.91625%  639,504 

6,475,000    10/3/13  3 month USD-     
      LIBOR-BBA  0.543%  (4,371) 

162,000    10/3/41  3 month USD-     
      LIBOR-BBA  2.8175%  4,154 

18,428,600    3/10/18  3.06%  3 month USD-   
        LIBOR-BBA  (1,702,936) 

11,420,000    6/27/41  3 month USD-     
      LIBOR-BBA  3.88882%  2,969,818 

17,060,000    6/28/13  0.628%  3 month USD-   
        LIBOR-BBA  (47,650) 

4,976,000    6/28/41  3.885%  3 month USD-   
        LIBOR-BBA  (1,289,560) 

1,580,000    6/28/41  3 month USD-     
      LIBOR-BBA  3.88%  407,803 

5,290,000    6/29/14  3 month USD-     
      LIBOR-BBA  3.85488%  1,338,640 

22,025,000    6/29/13  0.6425%  3 month USD-   
        LIBOR-BBA  (68,094) 

2,200,000    6/30/14  3 month USD-     
      LIBOR-BBA  3.92%  586,803 

18,624,000    7/8/13  0.6775%  3 month USD-   
        LIBOR-BBA  (56,985) 

 

94



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
$678,000  $—  7/12/41  4.0825%  3 month USD-   
        LIBOR-BBA  $(202,766) 

17,339,000    7/12/13  3 month USD-     
      LIBOR-BBA  0.7225%  67,915 

4,930,000    7/13/41  3.948%  3 month USD-   
        LIBOR-BBA  (1,333,896) 

28,428,000    7/13/13  0.645%  3 month USD-   
        LIBOR-BBA  (67,310) 

2,555,000    7/14/41  3.88%  3 month USD-   
        LIBOR-BBA  (654,316) 

800,000    7/20/41  3 month USD-     
      LIBOR-BBA  3.888%  205,823 

3,951,993  (60,861)  9/21/21  3 month USD-     
      LIBOR-BBA  3.14%  317,797 

7,886,000    7/22/21  3.049%  3 month USD-   
        LIBOR-BBA  (729,494) 

1,675,200  2,160  3/30/31  3 month USD-     
      LIBOR-BBA  4.17%  416,965 

13,993,300  (34,293)  7/22/20  2.86%  3 month USD-   
        LIBOR-BBA  (1,129,166) 

1,963,000    7/25/41  3 month USD-     
      LIBOR-BBA  3.97%  538,138 

8,759,000    7/28/13  3 month USD-     
      LIBOR-BBA  0.635%  17,397 

1,219,000    7/28/41  3 month USD-     
      LIBOR-BBA  3.9675%  333,234 

1,325,000    8/2/41  3.8925%  3 month USD-   
        LIBOR-BBA  (340,649) 

9,500,000    8/3/13  0.5875%  3 month USD-   
        LIBOR-BBA  (9,158) 

1,770,000    8/3/41  3.83375%  3 month USD-   
        LIBOR-BBA  (433,004) 

800,000    8/4/41  3.6108%  3 month USD-   
        LIBOR-BBA  (157,953) 

528,000    8/5/41  3 month USD-     
      LIBOR-BBA  3.58%  100,771 

631,000    8/9/41  3.48375%  3 month USD-   
        LIBOR-BBA  (107,410) 

3,321,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.49%  569,655 

640,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.575%  121,257 

21,041,000    8/17/13  0.45%  3 month USD-   
        LIBOR-BBA  42,096 

8,229,000    8/17/41  3.343%  3 month USD-   
        LIBOR-BBA  (1,150,918) 

19,866,000    8/17/21  3 month USD-     
      LIBOR-BBA  2.39%  585,579 

 

95



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
  $38,509,000  $(60,039)  8/17/18  1.81%  3 month USD-   
          LIBOR-BBA  $(467,756) 

  47,151,872    8/18/13  0.439%  3 month USD-   
          LIBOR-BBA  105,033 

  82,035,579 E    3/21/13  3 month USD-     
        LIBOR-BBA  0.44125%  (123,874) 

  2,239,000    8/23/21  2.23667%  3 month USD-   
          LIBOR-BBA  (33,233) 

  1,910,000  (5,062)  7/7/16  3 month USD-     
        LIBOR-BBA  2.0025%  74,825 

  2,160,000  (8,856)  8/8/16  3 month USD-     
        LIBOR-BBA  2.065%  83,778 

  2,330,000  (13,339)  9/8/16  3 month USD-     
        LIBOR-BBA  2.14%  90,376 

  3,000,000    8/31/21  2.41%  3 month USD-   
          LIBOR-BBA  (90,444) 

  1,296,000    9/6/20  2.231%  3 month USD-   
          LIBOR-BBA  (27,993) 

  1,302,000    9/6/41  3.2375%  3 month USD-   
          LIBOR-BBA  (151,134) 

  14,801,000    9/6/13  3 month USD-     
        LIBOR-BBA  0.48875%  (21,804) 

  3,090,000    9/8/21  3 month USD-     
        LIBOR-BBA  2.17%  22,934 

  3,090,000    9/8/21  3 month USD-     
        LIBOR-BBA  2.18%  25,796 

  6,836,000    9/8/21  2.186%  3 month USD-   
          LIBOR-BBA  (60,855) 

  9,806,000    9/8/13  3 month USD-     
        LIBOR-BBA  0.52875%  (6,919) 

  2,919,000    9/8/41  3 month USD-     
        LIBOR-BBA  2.958%  166,603 

  1,562,000    9/12/20  2.032%  3 month USD-   
          LIBOR-BBA  (6,880) 

  7,154,000    9/13/13  0.52%  3 month USD-   
          LIBOR-BBA  6,474 

  4,071,000    9/13/21  2.145%  3 month USD-   
          LIBOR-BBA  (19,311) 

  748,000    9/13/41  2.975%  3 month USD-   
          LIBOR-BBA  (45,096) 

AUD  14,650,000    3/21/16  5.57%  6 month AUD-   
          BBR-BBSW  (671,552) 

AUD  11,140,000    3/21/21  6 month AUD-     
        BBR-BBSW  5.88%  896,332 

AUD  2,200,000    4/21/21  6.0675%  6 month AUD-   
          BBR-BBSW  (219,284) 

 

96



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
EUR  14,930,000  $—  6/15/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.67%  $360,267 

EUR  18,662,500    6/15/13  1.95%  3 month EUR-   
          EURIBOR-   
          REUTERS  (438,075) 

EUR  1,441,000    9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.532%  367 

EUR  486,000    10/4/21  2.542%  6 month EUR-   
          EURIBOR-   
          REUTERS  (613) 

GBP  2,140,000    9/26/21  6 month GBP-     
        LIBOR-BBA  2.54%  (16,280) 

GBP  5,110,000    8/8/21  2.9785%  6 month GBP-   
          LIBOR-BBA  (306,383) 

GBP  2,287,000    8/15/31  3.6%  6 month GBP-   
          LIBOR-BBA  (236,643) 

GBP  7,730,000 E    2/3/31  6 month GBP-     
        LIBOR-BBA  4.86%  639,434 

Citibank, N.A.           
  $5,035,000    9/23/13  3 month USD-     
        LIBOR-BBA  0.459%  (11,213) 

  1,140,000    9/23/21  3 month USD-     
        LIBOR-BBA  2.136%  3,563 

  2,388,800  (1,102)  9/26/13  0.49%  3 month USD-   
          LIBOR-BBA  2,820 

  696,100  8,230  9/26/21  2.09%  3 month USD-   
          LIBOR-BBA  9,177 

  1,605,000    9/30/18  1.73625%  3 month USD-   
          LIBOR-BBA  (3,961) 

  4,446,000    9/30/16  3 month USD-     
        LIBOR-BBA  1.25375%  (647) 

  10,020,000    10/3/13  0.55625%  3 month USD-   
          LIBOR-BBA  4,108 

  8,111,500    10/3/20  3 month USD-     
        LIBOR-BBA  2.04%  28,066 

  7,332,500    10/3/21  2.159%  3 month USD-   
          LIBOR-BBA  (32,410) 

  441,000    10/3/41  3 month USD-     
        LIBOR-BBA  2.804%  10,120 

  56,600,000    7/8/13  0.675%  3 month USD-   
          LIBOR-BBA  (170,819) 

  12,300,000    7/8/21  3.2325%  3 month USD-   
          LIBOR-BBA  (1,360,779) 

  900,000    7/8/41  3 month USD-     
        LIBOR-BBA  4.0425%  261,873 

  9,194,500  578,334  7/26/21  4.5475%  3 month USD-   
          LIBOR-BBA  (1,543,204) 

 

97



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Citibank, N.A. cont.           
  $18,389,000  $1,157,128  7/26/21  4.52%  3 month USD-   
          LIBOR-BBA  $(3,039,247) 

  54,100,000    8/5/13  0.5725%  3 month USD-   
          LIBOR-BBA  (33,422) 

  30,500,000    8/5/16  3 month USD-     
        LIBOR-BBA  1.505%  478,433 

  300,000    8/5/41  3 month USD-     
        LIBOR-BBA  3.5875%  57,731 

  10,400,000    8/5/21  2.725%  3 month USD-   
          LIBOR-BBA  (638,707) 

  687,000    8/5/16  3 month USD-     
        LIBOR-BBA  1.4925%  10,358 

  493,000    8/8/41  3.5825%  3 month USD-   
          LIBOR-BBA  (94,227) 

  1,366,000    8/8/41  3.517%  3 month USD-   
          LIBOR-BBA  (242,211) 

  48,500,000    9/9/13  0.525%  3 month USD-   
          LIBOR-BBA  37,976 

  27,300,000    9/9/16  3 month USD-     
        LIBOR-BBA  1.1925%  (50,153) 

  10,000,000    9/9/21  2.225%  3 month USD-   
          LIBOR-BBA  (124,239) 

  8,520,000  549,114  8/17/21  4.49%  3 month USD-   
          LIBOR-BBA  (1,354,366) 

SEK  4,806,000    10/3/21  2.555%  3 month SEK-   
          STIBOR-SIDE  (4,297) 

SEK  4,884,000    10/4/21  2.5%  3 month SEK-   
          STIBOR-SIDE  (803) 

SEK  15,395,000    7/8/16  3.275%  3 month SEK-   
          STIBOR-SIDE  (115,318) 

SEK  15,847,000    7/11/16  3.2825%  3 month SEK-   
          STIBOR-SIDE  (119,444) 

Credit Suisse International         
  $105,284,700  (51,260)  5/27/16  3 month USD-     
        LIBOR-BBA  2.02%  4,770,171 

  33,110,200  8,518  5/27/21  3 month USD-     
        LIBOR-BBA  3.21%  3,738,154 

  21,578,000    9/20/13  0.52125%  3 month USD-   
          LIBOR-BBA  20,458 

  14,249,600    9/21/13  0.5%  3 month USD-   
          LIBOR-BBA  19,936 

  2,904,000    9/29/13  0.52375%  3 month USD-   
          LIBOR-BBA  2,966 

  11,356,100    10/3/20  3 month USD-     
        LIBOR-BBA  2.055%  53,601 

  10,265,500    10/3/21  2.172%  3 month USD-   
          LIBOR-BBA  (57,589) 

  2,700  (5)  3/14/20  3 month USD-     
        LIBOR-BBA  3.42%  319 

 

98



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Credit Suisse International cont.         
  $14,300,000 E  $—  3/21/13  1.15625%  3 month USD-   
          LIBOR-BBA  $(79,937) 

  255,300  (32)  2/24/14  1.53%  3 month USD-   
          LIBOR-BBA  (5,869) 

  15,342,100  (5,383)  2/24/19  3.35%  3 month USD-   
          LIBOR-BBA  (1,759,560) 

  1,910,000    8/18/41  3.3688%  3 month USD-   
          LIBOR-BBA  (277,362) 

  4,244,000    8/18/21  3 month USD-     
        LIBOR-BBA  2.4055%  130,865 

  21,787,000    8/18/13  0.4385%  3 month USD-   
          LIBOR-BBA  48,762 

  209,000    8/24/41  3.0775%  3 month USD-   
          LIBOR-BBA  (17,415) 

  16,719,200    8/31/13  3 month USD-     
        LIBOR-BBA  0.493%  (21,921) 

  3,000,000    8/31/21  2.407%  3 month USD-   
          LIBOR-BBA  (90,444) 

  52,649,700    8/31/13  3 month USD-     
        LIBOR-BBA  0.5125%  (48,589) 

  17,376,900    8/31/21  2.43125%  3 month USD-   
          LIBOR-BBA  (562,978) 

  5,529,100    8/31/41  3 month USD-     
        LIBOR-BBA  3.264%  680,533 

  3,090,000    9/8/21  3 month USD-     
        LIBOR-BBA  2.17%  22,934 

  408,000    9/14/41  3 month USD-     
        LIBOR-BBA  2.944%  21,905 

CHF  2,905,000    9/28/21  6 month CHF-     
        LIBOR-BBA  1.405%  (16,129) 

GBP  5,112,000    8/15/21  6 month GBP-     
        LIBOR-BBA  2.91%  252,777 

MXN  23,310,000    7/21/20  1 month MXN-     
        TIIE-BANXICO  6.895%  25,842 

Deutsche Bank AG           
  $1,281,000    9/14/41  3 month USD-     
        LIBOR-BBA  2.95%  70,392 

  3,700,000    9/19/14  3 month USD-     
        LIBOR-BBA  0.6625%  (6,948) 

  3,640,000    9/27/18  3 month USD-     
        LIBOR-BBA  1.515%  (44,341) 

  15,401,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.5175%  (16,980) 

  1,407,000    9/29/21  3 month USD-     
        LIBOR-BBA  2.165%  7,513 

  8,056,000    7/1/16  3 month USD-     
        LIBOR-BBA  1.955%  321,108 

  1,547,000    9/30/21  3 month USD-     
        LIBOR-BBA  2.1875%  11,340 

 

99



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Deutsche Bank AG cont.         
$12,978,400  $—  10/3/20  3 month USD-     
      LIBOR-BBA  2.034%  $38,416 

11,732,000    10/3/21  2.153%  3 month USD-   
        LIBOR-BBA  (45,286) 

1,970,000    10/4/13  3 month USD-     
      LIBOR-BBA  0.56125%  (649) 

153,657,400  (83,823)  7/18/14  0.96%  3 month USD-   
        LIBOR-BBA  (1,440,518) 

34,371,900  52,306  7/18/21  3 month USD-     
      LIBOR-BBA  3.04%  3,214,319 

1,571,000    7/21/21  3 month USD-     
      LIBOR-BBA  3.057%  146,606 

28,814,000    7/27/13  0.6325%  3 month USD-   
        LIBOR-BBA  (56,108) 

868,000    7/27/41  3.95%  3 month USD-   
        LIBOR-BBA  (234,169) 

569,906    8/8/20  2.547%  3 month USD-   
        LIBOR-BBA  (28,783) 

7,133,000    8/9/13  0.5525%  3 month USD-   
        LIBOR-BBA  (1,257) 

1,118,025    8/10/41  3 month USD-     
      LIBOR-BBA  3.455%  183,432 

18,674,800    8/12/16  3 month USD-     
      LIBOR-BBA  1.255%  56,182 

12,023,300  2,120  12/31/14  1.91%  3 month USD-   
        LIBOR-BBA  (487,539) 

2,984,700    8/12/41  3.32%  3 month USD-   
        LIBOR-BBA  (404,156) 

11,436,000    8/15/41  3.300791%  3 month USD-   
        LIBOR-BBA  (1,499,420) 

2,894,900    8/16/21  3 month USD-     
      LIBOR-BBA  2.4775%  108,982 

1,682,800    8/16/16  3 month USD-     
      LIBOR-BBA  1.24%  3,398 

989,800    8/16/41  3 month USD-     
      LIBOR-BBA  3.36%  142,055 

292,000    8/18/41  3.37%  3 month USD-   
        LIBOR-BBA  (42,476) 

5,030,300    8/22/21  3 month USD-     
      LIBOR-BBA  2.218%  66,309 

4,940,500    8/24/16  1.23%  3 month USD-   
        LIBOR-BBA  (4,983) 

8,291,300    8/24/21  2.271%  3 month USD-   
        LIBOR-BBA  (148,651) 

5,324,000    8/24/41  3 month USD-     
      LIBOR-BBA  3.081%  447,541 

48,531,800    8/30/13  3 month USD-     
      LIBOR-BBA  0.5075%  (50,116) 

 

100



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Deutsche Bank AG cont.         
  $7,832,300  $—  8/30/21  2.4075%  3 month USD-   
          LIBOR-BBA  $(234,598) 

  1,649,200    8/30/41  3 month USD-     
        LIBOR-BBA  3.2425%  194,125 

  21,261,700    8/31/13  3 month USD-     
        LIBOR-BBA  0.4925%  (28,098) 

  8,795,100    9/12/13  3 month USD-     
        LIBOR-BBA  0.5%  (11,371) 

  7,455,700    9/12/21  3 month USD-     
        LIBOR-BBA  2.2125%  82,161 

  4,322,500    9/12/41  3.065%  3 month USD-   
          LIBOR-BBA  (342,817) 

  3,155,000    9/14/16  1.175%  3 month USD-   
          LIBOR-BBA  9,487 

  628,794  (20,121)  8/25/41  3 month USD-     
        LIBOR-BBA  4.09%  166,397 

  1,062,000    6/1/16  3 month USD-     
        LIBOR-BBA  1.937%  43,962 

EUR  20,010,000    12/23/20  3.325%  6 month EUR-   
          EURIBOR-   
          REUTERS  (2,503,186) 

KRW  1,891,000,000    8/16/16  3 month KRW-     
        CD-KSDA-     
        BLOOMBERG  3.42%  (1,945) 

KRW  1,887,000,000    5/9/16  4.115%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (47,537) 

KRW  1,887,000,000    4/22/16  4.135%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (49,076) 

KRW  1,871,000,000    4/29/16  4.14%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (48,951) 

MXN  23,310,000    7/17/20  1 month MXN-     
        TIIE-BANXICO  6.95%  33,134 

Goldman Sachs International         
  $5,231,500    9/19/20  2.13375%  3 month USD-   
          LIBOR-BBA  (64,947) 

  1,743,000    9/19/41  3 month USD-     
        LIBOR-BBA  3.05%  131,788 

  635,000    9/20/41  3.065%  3 month USD-   
          LIBOR-BBA  (49,974) 

  180,800  (1,215)  2/15/31  3 month USD-     
        LIBOR-BBA  4.43%  51,706 

  10,406,400    9/21/13  0.5%  3 month USD-   
          LIBOR-BBA  14,559 

  2,481,000    9/21/21  3 month USD-     
        LIBOR-BBA  2.188%  20,021 

 

101



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
$9,438,400  $—  9/23/13  3 month USD-     
      LIBOR-BBA  0.4525%  $(22,166) 

8,580,000    9/26/13  3 month USD-     
      LIBOR-BBA  0.50625%  (11,235) 

1,352,000    9/26/21  3 month USD-     
      LIBOR-BBA  1.93875%  (20,686) 

2,300,000    6/16/16  3 month USD-     
      LIBOR-BBA  1.93%  92,308 

9,243,924  (336,017)  9/29/41  3 month USD-     
      LIBOR-BBA  3.99%  2,183,428 

65,000    9/28/41  2.69625%  3 month USD-   
        LIBOR-BBA  (38) 

13,966,000    9/28/13  3 month USD-     
      LIBOR-BBA  0.5125%  (17,283) 

1,742,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.15125%  7,106 

1,388,000    10/3/13  3 month USD-     
      LIBOR-BBA  0.558%  (514) 

542,000    7/1/41  3 month USD-     
      LIBOR-BBA  4.02625%  156,171 

13,427,000    7/1/16  3 month USD-     
      LIBOR-BBA  1.9625%  540,144 

7,039,200    7/19/21  3 month USD-     
      LIBOR-BBA  3.075%  669,827 

104,577,000  (44,455)  7/20/16  3 month USD-     
      LIBOR-BBA  1.79%  3,157,776 

441,000    7/21/41  3.935%  3 month USD-   
        LIBOR-BBA  (117,794) 

17,752,000    7/21/13  3 month USD-     
      LIBOR-BBA  0.665%  47,239 

2,588,000    7/25/21  3 month USD-     
      LIBOR-BBA  3.0675%  243,184 

4,000    7/25/41  3 month USD-     
      LIBOR-BBA  3.9325%  1,065 

13,612,000    7/25/13  0.65625%  3 month USD-   
        LIBOR-BBA  (33,217) 

14,688,400 E    3/19/13  1.09375%  3 month USD-   
        LIBOR-BBA  (73,001) 

2,686,000    7/25/21  3 month USD-     
      LIBOR-BBA  3.127%  267,190 

9,120,000    7/26/21  3.09125%  3 month USD-   
        LIBOR-BBA  (876,346) 

8,038,000    7/26/13  3 month USD-     
      LIBOR-BBA  0.63%  15,326 

3,578,000    7/26/41  3 month USD-     
      LIBOR-BBA  3.93625%  955,026 

1,557,000    7/28/41  3.935%  3 month USD-   
        LIBOR-BBA  (414,956) 

 

102



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
$1,312,000  $—  8/2/41  3.8725%  3 month USD-   
        LIBOR-BBA  $(331,766) 

2,103,000    8/2/21  3.00125%  3 month USD-   
        LIBOR-BBA  (183,409) 

1,575,000    8/2/41  3.81625%  3 month USD-   
        LIBOR-BBA  (379,573) 

1,307,000    8/3/41  3.754%  3 month USD-   
        LIBOR-BBA  (297,717) 

18,785,000    8/4/13  0.58875%  3 month USD-   
        LIBOR-BBA  (17,961) 

607,000    8/4/41  3.718%  3 month USD-   
        LIBOR-BBA  (133,583) 

1,380,000    8/4/41  3.711%  3 month USD-   
        LIBOR-BBA  (301,668) 

1,410,000    8/4/41  3.6225%  3 month USD-   
        LIBOR-BBA  (281,887) 

1,394,000    8/5/41  3.593%  3 month USD-   
        LIBOR-BBA  (269,871) 

631,000    8/9/41  3.48375%  3 month USD-   
        LIBOR-BBA  (107,410) 

962,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.54%  175,155 

1,794,000    8/10/41  3.435%  3 month USD-   
        LIBOR-BBA  (286,770) 

12,175,500  (35,011)  8/11/21  2.55%  3 month USD-   
        LIBOR-BBA  (579,954) 

1,350,500    8/15/41  3.2475%  3 month USD-   
        LIBOR-BBA  (161,893) 

1,874,600    8/15/41  3.365%  3 month USD-   
        LIBOR-BBA  (271,172) 

5,789,800    8/16/21  3 month USD-     
      LIBOR-BBA  2.47%  213,915 

540,000    8/24/41  3 month USD-     
      LIBOR-BBA  3.075%  44,709 

2,670,000    8/24/21  2.2625%  3 month USD-   
        LIBOR-BBA  (45,763) 

10,490,000    8/24/16  3 month USD-     
      LIBOR-BBA  1.235%  13,152 

3,000,000    8/31/21  2.407%  3 month USD-   
        LIBOR-BBA  (90,444) 

564,000    9/1/20  2.225%  3 month USD-   
        LIBOR-BBA  (12,139) 

1,263,000    9/1/41  3.195%  3 month USD-   
        LIBOR-BBA  (135,799) 

1,146,000    9/6/21  2.2575%  3 month USD-   
        LIBOR-BBA  (17,921) 

66,513,400  168,593  5/20/16  3 month USD-     
      LIBOR-BBA  2.00%  3,178,784 

 

103



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
  $192,000  $—  9/13/41  3 month USD-     
        LIBOR-BBA  3.023%  $13,515 

EUR  6,440,000    6/21/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.632%  147,915 

EUR  2,100,000    9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.54%  3,142 

EUR  20,000,000    9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.54%  29,928 

EUR  11,220,000    5/26/13  2.224%  6 month EUR-   
          EURIBOR-   
          REUTERS  (208,771) 

GBP  4,393,000 E    9/22/31  6 month GBP-     
        LIBOR-BBA  4.06%  8,373 

GBP  2,287,000    9/23/31  6 month GBP-     
        LIBOR-BBA  3.1175%  (37,642) 

GBP  4,151,000 E    9/23/31  3.99%  6 month GBP-   
          LIBOR-BBA  20,557 

GBP  3,986,000 E    8/9/31  4.605%  6 month GBP-   
          LIBOR-BBA  (221,561) 

GBP  3,986,000 E    8/10/31  4.5175%  6 month GBP-   
          LIBOR-BBA  (187,187) 

KRW  3,060,000,000    9/19/16  3.395%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  5,981 

KRW  3,007,000,000    7/11/16  4.035%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (69,591) 

KRW  1,808,000,000    4/21/16  4.12%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (46,008) 

KRW  3,456,929,000    8/2/16  3 month KRW-     
        CD-KSDA-     
        BLOOMBERG  3.845%  54,023 

SEK  3,620,000    9/9/21  2.65%  3 month SEK-   
          STIBOR-SIDE  (7,785) 

JPMorgan Chase Bank, N.A.         
  $7,717,700    3/9/26  3 month USD-     
        LIBOR-BBA  4.07%  1,584,454 

  28,600,000 E    3/21/13  1.1685%  3 month USD-   
          LIBOR-BBA  (163,306) 

  23,700,000 E    3/22/13  1.185%  3 month USD-   
          LIBOR-BBA  (139,356) 

  13,582,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.51375%  (16,067) 

  15,401,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.5175%  (16,980) 

 

104



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

JPMorgan Chase Bank, N.A. cont.         
$3,985,000  $(133,498)  9/8/41  3 month USD-     
      LIBOR-BBA  4.0275%  $991,343 

2,261,000    7/14/16  3 month USD-     
      LIBOR-BBA  1.8325%  74,778 

5,031,000    7/19/21  3.074%  3 month USD-   
        LIBOR-BBA  (478,270) 

3,618,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.18%  24,316 

1,530,000    9/30/21  3 month USD-     
      LIBOR-BBA  2.203%  13,404 

2,895,000    10/3/21  3 month USD-     
      LIBOR-BBA  2.184%  19,454 

6,074,000    10/4/13  3 month USD-     
      LIBOR-BBA  0.58%  257 

51,751,400  72,533  8/3/15  1.23%  3 month USD-   
        LIBOR-BBA  (575,918) 

1,138,000    8/8/41  3.466%  3 month USD-   
        LIBOR-BBA  (189,532) 

683,000    8/8/41  3.4275%  3 month USD-   
        LIBOR-BBA  (108,202) 

479,000    8/9/41  3.485%  3 month USD-   
        LIBOR-BBA  (81,657) 

3,593,000    8/23/21  2.243%  3 month USD-   
        LIBOR-BBA  (55,438) 

3,561,000    8/23/41  3 month USD-     
      LIBOR-BBA  3.088%  304,897 

15,050,000    8/23/13  3 month USD-     
      LIBOR-BBA  0.485%  (20,668) 

1,228,000    8/30/21  3 month USD-     
      LIBOR-BBA  2.4225%  38,480 

17,009,400    8/31/13  3 month USD-     
      LIBOR-BBA  0.5%  (19,940) 

19,608,000  1,228,931  7/26/21  4.46%  3 month USD-   
        LIBOR-BBA  (3,136,827) 

19,608,000  1,231,382  7/26/21  4.525%  3 month USD-   
        LIBOR-BBA  (3,252,169) 

29,412,000  1,861,265  7/27/21  4.745%  3 month USD-   
        LIBOR-BBA  (5,460,069) 

1,435,000    9/2/41  3 month USD-     
      LIBOR-BBA  3.187%  151,757 

6,472,000    9/14/21  3 month USD-     
      LIBOR-BBA  2.124%  17,611 

5,720,000    9/14/21  2.1575%  3 month USD-   
        LIBOR-BBA  (33,215) 

282,000    9/15/41  2.984%  3 month USD-   
        LIBOR-BBA  (17,490) 

1,505,000    9/19/21  3 month USD-     
      LIBOR-BBA  2.266%  23,175 

 

105



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

JPMorgan Chase Bank, N.A. cont.         
  $1,368,000  $—  9/19/16  3 month USD-     
        LIBOR-BBA  1.231%  $(791) 

CAD  2,962,000    9/21/21  2.3911%  3 month CAD-   
          BA-CDOR  6,128 

CAD  4,752,000    9/21/21  3 month CAD-     
        BA-CDOR  2.3911%  (9,831) 

CAD  2,400,000    9/21/21  2.3911%  3 month CAD-   
          BA-CDOR  4,965 

CAD  1,125,000    9/27/21  3 month CAD-     
        BA-CDOR  2.415%  (406) 

EUR  14,930,000    6/13/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.74%  378,769 

EUR  14,930,000    6/13/13  1.9865%  3 month EUR-   
          EURIBOR-   
          REUTERS  (363,767) 

JPY  499,000,000    2/22/21  1.36375%  6 month JPY-   
          LIBOR-BBA  (257,035) 

JPY  751,800,000    5/25/15  0.674375%  6 month JPY-   
          LIBOR-BBA  (108,907) 

JPY  749,720,000    9/16/15  6 month JPY-     
        LIBOR-BBA  0.59125%  68,901 

JPY  293,300,000 E    7/28/29  6 month JPY-     
        LIBOR-BBA  2.67%  120,729 

JPY  394,300,000 E    7/28/39  2.40%  6 month JPY-   
          LIBOR-BBA  (81,024) 

JPY  163,000,000    9/12/21  1.02375%  6 month JPY-   
          LIBOR-BBA  (2,174) 

MXN  8,850,000    9/11/20  6.82%  1 month MXN-   
          TIIE-BANXICO  (5,317) 

MXN  11,445,000    9/14/20  6.82%  1 month MXN-   
          TIIE-BANXICO  (6,801) 

MXN  3,330,000    7/16/20  1 month MXN-     
        TIIE-BANXICO  6.99%  5,454 

MXN  42,045,000    7/30/20  6.3833%  1 month MXN-   
          TIIE-BANXICO  62,330 

MXN  12,390,000    11/4/20  1 month MXN-     
        TIIE-BANXICO  6.75%  1,595 

UBS, AG           
AUD  3,503,000    9/27/21  6 month AUD-     
        BBR-BBSW  4.79%  (8,490) 

AUD  3,130,000    9/27/16  4.46%  6 month AUD-   
          BBR-BBSW  2,353 

CHF  15,261,000    5/23/13  0.7625%  6 month CHF-   
          LIBOR-BBA  (209,356) 

Total            $(9,761,532) 

 

E See Note 1 to the financial statements regarding extended effective dates.

106



TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 9/30/11

    Upfront    Fixed payments  Total return  Unrealized 
Swap counterparty /  premium  Termination  received (paid) by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  or paid by fund  (depreciation) 

Bank of America, N.A.           
baskets  449,485  $—  7/30/12  3 month USD-  A basket (GDX)  $(1,304,484) 
        LIBOR-BBA  of common stocks   

Barclays Bank PLC           
  $4,420,000    4/7/16  (2.63%)  USA Non Revised  (158,877) 
          Consumer Price   
          Index - Urban (CPI-U) 

  1,515,472    1/12/40  4.50% (1 month  Synthetic MBX  (1,803) 
        USD-LIBOR)  Index 4.50%   
          30 year Fannie Mae   
          pools   

  2,534,520    1/12/41  5.00% (1 month  Synthetic MBX  (7,109) 
        USD-LIBOR)  Index 5.00%   
          30 year Fannie Mae   
          pools   

  148,069    1/12/41  4.50% (1 month  Synthetic MBX  (246) 
        USD-LIBOR)  Index 4.50%   
          30 year Fannie Mae   
          pools   

  1,265,961    1/12/41  5.00% (1 month  Synthetic MBX  (3,551) 
        USD-LIBOR)  Index 5.00%   
          30 year Fannie Mae   
          pools   

  238,506    1/12/41  4.50% (1 month  Synthetic MBX  (396) 
        USD-LIBOR)  Index 4.50%   
          30 year Fannie Mae   
          pools   

  263,284    1/12/40  5.00% (1 month  Synthetic MBX  (697) 
        USD-LIBOR)  Index 5.00% 30   
          year Fannie Mae   
          pools   

  854,957    1/12/40  5.00% (1 month  Synthetic MBX  (2,263) 
        USD-LIBOR)  Index 5.00%   
          30 year Fannie Mae   
          pools   

  619,576    1/12/40  5.00% (1 month  Synthetic MBX  (1,640) 
        USD-LIBOR)  Index 5.00%   
          30 year Fannie Mae   
          pools   

  1,376,854    1/12/41  5.00% (1 month  Synthetic TRS  (28,887) 
        USD-LIBOR)  Index 5.00%   
          30 year Ginnie   
          Mae II pools   

  180,605    1/12/40  (5.00%) 1 month  Synthetic TRS  2,490 
        USD-LIBOR  Index 5.00%   
          30 year Fannie Mae   
          pools   

 

107



TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Fixed payments  Total return  Unrealized 
Swap counterparty /  premium  Termination  received (paid) by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  or paid by fund  (depreciation) 

Citibank, N.A.           
units  390  $—  4/11/12  3 month USD-  Russell 1000  $51,404 
        LIBOR-BBA  Total Return Index   
        minus 0.05%     

  $1,405,373    1/12/41  5.00% (1 month  Synthetic MBX  (3,942) 
        USD-LIBOR)  Index 5.00%   
          30 year Fannie Mae   
          pools   

baskets  1,162    4/11/12  (3 month USD-  A basket  (11,259,468) 
        LIBOR-BBA plus  (CGPUTQL1)   
        0.10%)  of common stocks   

GBP  4,150,000    5/18/13  (3.38%)  GBP Non-revised  78,481 
          UK Retail Price   
          Index   

units  25,929    4/11/12  3 month USD-  Russell 2000  13,718,782 
        LIBOR-BBA  Total Return Index   
        minus 0.05%     

units  1,082    4/11/12  (3 month USD-  Russell 2000  593,310 
        LIBOR-BBA)  Total Return Index   

Credit Suisse International         
  $5,185,552    1/12/41  4.50% (1 month  Synthetic MBX  (6,186) 
        USD-LIBOR)  Index 4.50%   
          30 year Ginnie   
          Mae II pools   

  70,114    1/12/40  5.00% (1 month  Synthetic TRS  (967) 
        USD-LIBOR)  Index 5.00%   
          30 year Fannie   
          Mae pools   

Goldman Sachs International         
  2,530,000    3/1/16  2.47%  USA Non Revised  55,483 
          Consumer Price   
          Index - Urban (CPI-U) 

  1,897,500    3/3/16  2.45%  USA Non Revised  39,866 
          Consumer Price   
          Index - Urban (CPI-U) 

JPMorgan Chase Bank, N.A.         
shares  966,887    10/20/11  (3 month USD-  iShares MSCI  (11,494,998) 
        LIBOR-BBA plus  Emerging Markets   
        5 bp)  Index   

Total            $(9,735,698) 

 

108



CREDIT DEFAULT CONTRACTS OUTSTANDING at 9/30/11

    Upfront        Fixed payments   
    premium      Termi-  received  Unrealized 
Swap counterparty /    received    Notional  nation  (paid) by fund  appreciation/ 
Referenced debt*  Rating***  (paid)**    amount  date  per annum  (depreciation) 

Barclays Bank PLC               
DJ CDX NA HY Series               
17 Version 1 Index  B+  $90,128    $955,000  12/20/16  500 bp  $(25,506) 

Credit Suisse International             
Bonos Y Oblig Del               
Estado, 5 1/2%,               
7/30/17    (10,504)    1,180,000  12/20/19  (100 bp)  186,921 

DJ CDX NA HY Series               
17 Version 1 Index  B+  3,145,716  31,655,000  12/20/16  500 bp  (687,177) 

Deutsche Bank AG               
DJ CDX NA HY Series               
17 Version 1 Index  B+  5,405,505  51,481,000  12/20/16  500 bp  (827,986) 

Smurfit Kappa               
Funding, 7 3/4%,               
4/1/15  B2    EUR  435,000  9/20/13  715 bp  45,123 

Virgin Media               
Finance PLC,               
8 3/4%, 4/15/14  BB–    EUR  605,000  9/20/13  477 bp  22,963 

Virgin Media               
Finance PLC,               
8 3/4%, 4/15/14  BB–    EUR  605,000  9/20/13  535 bp  32,016 

Goldman Sachs International             
CSC Holdings, Inc.,               
7 5/8%, 7/15/18  Ba3      $340,000  9/20/13  495 bp  14,633 

Lighthouse               
International Co,               
SA, 8%, 4/30/14  Ca    EUR  1,195,000  3/20/13  680 bp  (1,141,282) 

JPMorgan Chase Bank, N.A.             
DJ CDX NA HY Series               
17 Version 1 Index  B+  2,063,920    $20,769,000  12/20/16  500 bp  (450,860) 

Morgan Stanley Capital Services, Inc.           
DJ iTraxx Europe               
Crossover Series 12               
Version 1    (40,625)  EUR  3,414,000  12/20/14  (500 bp)  175,666 

Total              $(2,655,489) 

 

* Payments related to the referenced debt are made upon a credit default event.

** Upfront premium is based on the difference between the original spread on issue and the market spread on day of execution.

*** Ratings are presented for credit default contracts in which the fund has sold protection on the underlying referenced debt. Ratings for an underlying index represent the average of the ratings of all the securities included in that index. The Moody’s, Standard & Poor’s or Fitch ratings are believed to be the most recent ratings available at September 30, 2011.

109



ASC 820 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of the fund’s investments. The three levels are defined as follows:

Level 1 — Valuations based on quoted prices for identical securities in active markets.

Level 2 — Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3 — Valuations based on inputs that are unobservable and significant to the fair value measurement.

The following is a summary of the inputs used to value the fund’s net assets as of the close of the reporting period:

    Valuation inputs   

Investments in securities:  Level 1  Level 2  Level 3 

Common stocks:       

Basic materials  $26,287,240  $21,548,828  $— 

Capital goods  31,390,499  18,873,636  51,274 

Communication services  29,198,664  12,028,916   

Conglomerates  6,656,849  2,592,350   

Consumer cyclicals  68,413,490  25,371,997  693 

Consumer staples  51,051,429  23,720,836   

Energy  56,027,345  20,010,164   

Financials  74,406,662  47,348,180   

Health care  67,881,573  18,672,621   

Technology  87,446,836  14,338,705   

Transportation  3,884,275  5,829,209   

Utilities and power  17,377,068  8,868,485   

Total common stocks  520,021,930  219,203,927  51,967 
 
Asset-backed securities    19,367,600   

Commodity linked notes    20,317,941   

Convertible bonds and notes    424,203   

Convertible preferred stocks    726,855   

Corporate bonds and notes    175,429,488  172,119 

Foreign government bonds and notes    11,597,961   

Investment companies  50,800,608     

Mortgage-backed securities    50,510,835   

Municipal bonds and notes    206,924   

Preferred stocks    597,006   

Purchased options outstanding    14,614,576   

Senior loans    6,179,029   

U.S. Government and agency mortgage obligations   104,544,350   

U.S. Treasury obligations    493,783   

Warrants    713  11,802 

Short-term investments  232,267,965  230,854,326   

Totals by level  $803,090,503  $855,069,517  $235,888 

 

110



    Valuation inputs   

Other financial instruments:  Level 1  Level 2  Level 3 

Forward currency contracts  $—  $2,327,236  $— 

Futures contracts  (15,813,719)     

Written options    (21,198,303)   

TBA sale commitments    (3,256,172)   

Interest rate swap contracts    (16,396,957)   

Total return swap contracts    (9,735,698)   

Credit default contracts    (13,309,629)   

Totals by level  $(15,813,719)  $(61,569,523)  $— 

 

At the start and/or close of the reporting period, Level 3 investments in securities were not considered a significant portion of the fund’s portfolio.

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

111



Statement of assets and liabilities 9/30/11

ASSETS   

Investment in securities, at value, including $54,390,525 of securities on loan (Note 1):   
Unaffiliated issuers (identified cost $1,407,715,327)  $1,368,946,913 
Affiliated issuers (identified cost $289,448,995) (Notes 1 and 6)  289,448,995 

Cash  253,554 

Foreign currency (cost $1,251,086) (Note 1)  1,203,070 

Dividends, interest and other receivables  6,961,475 

Receivable for shares of the fund sold  2,184,714 

Receivable for investments sold  31,850,023 

Receivable for sales of delayed delivery securities (Notes 1)  3,471,320 

Unrealized appreciation on swap contracts (Note 1)  64,454,927 

Unrealized appreciation on forward currency contracts (Note 1)  11,677,658 

Premium paid on swap contracts (Note 1)  1,087,463 

Total assets  1,781,540,112 
 
LIABILITIES   

Payable for variation margin (Note 1)  6,290,948 

Payable for investments purchased  14,956,543 

Payable for purchases of delayed delivery securities (Notes 1)  103,854,517 

Payable for shares of the fund repurchased  22,172,263 

Payable for compensation of Manager (Note 2)  760,096 

Payable for investor servicing fees (Note 2)  225,830 

Payable for custodian fees (Note 2)  143,853 

Payable for Trustee compensation and expenses (Note 2)  255,939 

Payable for administrative services (Note 2)  7,901 

Payable for distribution fees (Note 2)  953,062 

Unrealized depreciation on forward currency contracts (Note 1)  9,350,422 

Written options outstanding, at value (premiums received $14,010,191) (Notes 1 and 3)  21,198,303 

Premium received on swap contracts (Note 1)  18,377,028 

Unrealized depreciation on swap contracts (Note 1)  86,607,646 

TBA sale commitments, at value (proceeds receivable $3,275,508) (Note 1)  3,256,172 

Collateral on certain derivative contracts, at value (Note 1)  1,008,163 

Collateral on securities loaned, at value (Note 1)  57,181,030 

Other accrued expenses  378,440 

Total liabilities  346,978,156 
 
Net assets  $1,434,561,956 

 
REPRESENTED BY   

Paid-in capital (Unlimited shares authorized) (Notes 1, 4 and 8)  $1,833,440,991 

Distributions in excess of net investment income (Note 1)  (8,012,466) 

Accumulated net realized loss on investments and foreign currency transactions (Note 1)  (309,276,715) 

Net unrealized depreciation of investments and assets and liabilities in foreign currencies  (81,589,854) 

Total — Representing net assets applicable to capital shares outstanding  $1,434,561,956 

 

(Continued on next page)

112



Statement of assets and liabilities (Continued)

COMPUTATION OF NET ASSET VALUE AND OFFERING PRICE   

Net asset value and redemption price per class A share   
($1,004,060,166 divided by 93,092,768 shares)  $10.79 

Offering price per class A share (100/94.25 of $10.79)*  $11.45 

Net asset value and offering price per class B share ($130,729,770 divided by 12,327,951 shares)**  $10.60 

Net asset value and offering price per class C share ($115,473,544 divided by 11,122,774 shares)**  $10.38 

Net asset value and redemption price per class M share ($23,401,938 divided by 2,208,956 shares)  $10.59 

Offering price per class M share (100/96.50 of $10.59)*  $10.97 

Net asset value, offering price and redemption price per class R share   
($13,214,521 divided by 1,246,149 shares)  $10.60 

Net asset value, offering price and redemption price per class Y share   
($147,682,017 divided by 13,573,952 shares)  $10.88 

 

* On single retail sales of less than $50,000. On sales of $50,000 or more the offering price is reduced.

** Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

113



Statement of operations Year ended 9/30/11

INVESTMENT INCOME   

Interest (including interest income of $361,133 from investments   
in affiliated issuers) (Note 6)  $25,035,756 

Dividends (net of foreign tax of $897,244)  21,150,288 

Securities lending (Note 1)  329,666 

Total investment income  46,515,710 
 
EXPENSES   

Compensation of Manager (Note 2)  10,514,076 

Investor servicing fees (Note 2)  3,619,905 

Custodian fees (Note 2)  348,452 

Trustee compensation and expenses (Note 2)  145,199 

Administrative services (Note 2)  51,577 

Distribution fees — Class A (Note 2)  3,032,207 

Distribution fees — Class B (Note 2)  1,698,670 

Distribution fees — Class C (Note 2)  1,394,363 

Distribution fees — Class M (Note 2)  219,319 

Distribution fees — Class R (Note 2)  76,097 

Other  792,231 

Total expenses  21,892,096 
 
Expense reduction (Note 2)  (111,675) 

Net expenses  21,780,421 
 
Net investment income  24,735,289 

 
Net realized gain on investments (Notes 1 and 3)  95,951,516 

Net realized loss on swap contracts (Note 1)  (12,105,884) 

Net realized gain on futures contracts (Note 1)  20,864,663 

Net realized loss on foreign currency transactions (Note 1)  (16,461,901) 

Net realized gain on written options (Notes 1 and 3)  7,572,137 

Net unrealized depreciation of assets and liabilities in foreign currencies during the year  (1,882,052) 

Net unrealized depreciation of investments, futures contracts, swap contracts,   
written options, and TBA sale commitments during the year  (175,299,317) 

Net loss on investments  (81,360,838) 
 
Net decrease in net assets resulting from operations  $(56,625,549) 

 

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

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Statement of changes in net assets

DECREASE IN NET ASSETS  Year ended 9/30/11  Year ended 9/30/10 

Operations:     
Net investment income  $24,735,289  $28,382,948 

Net realized gain on investments     
and foreign currency transactions  95,820,531  158,501,826 

Net unrealized depreciation of investments and assets     
and liabilities in foreign currencies  (177,181,369)  (9,321,258) 

Net increase (decrease) in net assets resulting     
from operations  (56,625,549)  177,563,516 

Distributions to shareholders (Note 1):     
From ordinary income     
Net investment income     

Class A  (43,801,232)  (48,387,622) 

Class B  (5,116,040)  (7,193,779) 

Class C  (4,215,119)  (5,054,207) 

Class M  (975,553)  (1,199,621) 

Class R  (512,268)  (496,570) 

Class Y  (6,748,213)  (10,091,298) 

Increase in capital from settlement payments (Note 8)  71,106  54,004 

Redemption fees (Note 1)    2,190 

Decrease from capital share transactions (Note 4)  (125,435,755)  (172,613,693) 

Total decrease in net assets  (243,358,623)  (67,417,080) 
 
NET ASSETS     

Beginning of year  1,677,920,579  1,745,337,659 

End of year (including distributions in excess of net investment     
income of $8,012,466 and undistributed net investment income of     
$29,688,227, respectively)  $1,434,561,956  $1,677,920,579 

 

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

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Financial highlights (For a common share outstanding throughout the period)

INVESTMENT OPERATIONS:        LESS DISTRIBUTIONS:            RATIOS AND SUPPLEMENTAL DATA:   

                            Ratio   
  Net asset    Net realized                    Ratio  of net investment   
  value,    and unrealized  Total from  From  From          Total return  Net assets,  of expenses  income (loss)   
  beginning  Net investment  gain (loss)  investment  net investment  net realized gain  Total  Redemption  Non-recurring  Net asset value,  at net asset  end of period  to average  to average  Portfolio 
Period ended  of period  income (loss) a  on investments  operations  income  on investments  distributions  fees  reimbursements  end of period  value (%) b  (in thousands)  net assets (%) c  net assets (%)  turnover (%) d 

Class A                               
September 30, 2011  $11.72  .19  (.67)  (.48)  (.45)    (.45)    e,f  $10.79  (4.52)  $1,004,060  1.14  1.53  98 
September 30, 2010  11.03  .20  .98  1.18  (.49)    (.49)  e  e,g  11.72  10.98  1,160,684  1.20  1.79  116 
September 30, 2009  11.30  .19  (.07)  .12  (.39)    (.39)  e  e,h  11.03  2.31  1,127,303  1.22 i,j  2.09 i  130 
September 30, 2008  15.14  .28  (3.82)  (3.54)  (.16)  (.14)  (.30)  e    11.30  (23.82)  1,338,008  1.13 i  2.08 i  113 
September 30, 2007  13.32  .22  1.68  1.90  (.08)    (.08)  e    15.14  14.31  1,763,893  1.14 i  1.52 i  81 

Class B                               
September 30, 2011  $11.52  .09  (.66)  (.57)  (.35)    (.35)    e,f  $10.60  (5.27)  $130,730  1.89  .77  98 
September 30, 2010  10.85  .11  .97  1.08  (.41)    (.41)  e  e,g  11.52  10.18  175,341  1.95  1.03  116 
September 30, 2009  11.05  .12  (.04)  .08  (.28)    (.28)  e  e,h  10.85  1.64  201,795  1.97 i,j  1.34 i  130 
September 30, 2008  14.80  .17  (3.74)  (3.57)  (.04)  (.14)  (.18)  e    11.05  (24.38)  269,312  1.88 i  1.30 i  113 
September 30, 2007  13.05  .11  1.64  1.75        e    14.80  13.41  432,178  1.89 i  .76 i  81 

Class C                               
September 30, 2011  $11.29  .09  (.64)  (.55)  (.36)    (.36)    e,f  $10.38  (5.22)  $115,474  1.89  .78  98 
September 30, 2010  10.66  .11  .93  1.04  (.41)    (.41)  e  e,g  11.29  10.05  134,498  1.95  1.04  116 
September 30, 2009  10.87  .12  (.04)  .08  (.29)    (.29)  e  e,h  10.66  1.63  134,572  1.97 i,j  1.34 i  130 
September 30, 2008  14.58  .17  (3.68)  (3.51)  (.06)  (.14)  (.20)  e    10.87  (24.37)  167,237  1.88 i  1.31 i  113 
September 30, 2007  12.86  .11  1.61  1.72  e    e  e    14.58  13.40  241,464  1.89 i  .77 i  81 

Class M                               
September 30, 2011  $11.52  .13  (.67)  (.54)  (.39)    (.39)    e,f  $10.59  (5.07)  $23,402  1.64  1.03  98 
September 30, 2010  10.86  .14  .96  1.10  (.44)    (.44)  e  e,g  11.52  10.41  29,272  1.70  1.28  116 
September 30, 2009  11.09  .14  (.05)  .09  (.32)    (.32)  e  e,h  10.86  1.84  29,912  1.72 i,j  1.58 i  130 
September 30, 2008  14.86  .21  (3.75)  (3.54)  (.09)  (.14)  (.23)  e    11.09  (24.15)  37,313  1.63 i  1.57 i  113 
September 30, 2007  13.09  .14  1.65  1.79  (.02)    (.02)  e    14.86  13.65  50,657  1.64 i  1.00 i  81 

Class R                               
September 30, 2011  $11.53  .16  (.66)  (.50)  (.43)    (.43)    e,f  $10.60  (4.79)  $13,215  1.39  1.29  98 
September 30, 2010  10.88  .17  .95  1.12  (.47)    (.47)  e  e,g  11.53  10.60  13,669  1.45  1.54  116 
September 30, 2009  11.16  .17  (.08)  .09  (.37)    (.37)  e  e,h  10.88  1.97  10,844  1.47 i,j  1.85 i  130 
September 30, 2008  14.96  .25  (3.80)  (3.55)  (.11)  (.14)  (.25)  e    11.16  (24.08)  8,950  1.38 i  1.88 i  113 
September 30, 2007  13.18  .18  1.66  1.84  (.06)    (.06)  e    14.96  14.00  7,447  1.39 i  1.28 i  81 

Class Y                               
September 30, 2011  $11.82  .22  (.68)  (.46)  (.48)    (.48)    e,f  $10.88  (4.33)  $147,682  .89  1.79  98 
September 30, 2010  11.12  .23  .98  1.21  (.51)    (.51)  e  e,g  11.82  11.24  164,457  .95  2.02  116 
September 30, 2009  11.42  .22  (.09)  .13  (.43)    (.43)  e  e,h  11.12  2.43  240,911  .97 i,j  2.41 i  130 
September 30, 2008  15.28  .32  (3.85)  (3.53)  (.19)  (.14)  (.33)  e    11.42  (23.55)  166,154  .88 i  2.30 i  113 
September 30, 2007  13.44  .26  1.69  1.95  (.11)    (.11)  e    15.28  14.55  217,314  .89 i  1.75 i  81 

 

See notes to financial highlights at the end of this section.

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

116  117 

 



Financial highlights (Continued)

a Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period.

b Total return assumes dividend reinvestment and does not reflect the effect of sales charges.

c Includes amounts paid through expense offset and brokerage/service arrangements (Note 2).

d Portfolio turnover excludes dollar roll transactions.

e Amount represents less than $0.01 per share.

f Reflects a non-recurring reimbursement related to restitution amounts in connection with a distribution plan approved by the Securities and Exchange Commission (the SEC) which amounted to less than $0.01 per share outstanding on July 21, 2011. Also reflects a non-recurring reimbursement related to short-term trading related lawsuits, which amounted to less than $0.01 per share outstanding on May 11, 2011 (Note 8).

g Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Prudential Securities, Inc., which amounted to less than $0.01 per share outstanding as of March 30, 2010.

h Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Millennium Partners, L.P., Millennium Management, L.L.C., and Millennium International Management, L.L.C., which amounted to less than $0.01 per share outstanding as of June 23, 2009.

i Reflects an involuntary contractual expense limitation in effect during the period. For periods prior to September 30, 2009, certain fund expenses were waived in connection with the fund’s investment in Putnam Prime Money Market Fund. As a result of such limitation and/or waivers, the expenses of each class reflect a reduction of the following amounts:

  Percentage of 
  average net assets 

September 30, 2009  0.07% 

September 30, 2008  0.02 

September 30, 2007  0.01 

 

j Includes interest accrued in connection with certain terminated derivative contracts, which amounted to less than 0.01% of average net assets as of September 30, 2009.

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

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Notes to financial statements 9/30/11

Note 1: Significant accounting policies

Putnam Dynamic Asset Allocation Growth Fund (the fund) (which will change its name from Putnam Asset Allocation: Growth Portfolio effective November 30, 2011), is a diversified series of Putnam Asset Allocation Funds (the Trust), a Massachusetts business trust, which is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The fund seeks capital appreciation by investing mainly in a diversified portfolio of equity securities (growth or value stocks or both) of both U.S. and foreign companies of any size. Putnam Investment Management, LLC (Putnam Management), the fund’s manager, an indirect wholly-owned subsidiary of Putnam Investments, LLC, may consider, among other factors, a company’s valuation, financial strength, growth potential, competitive position in its industry, projected future earnings, cash flows and dividends when deciding whether to buy or sell equity investments. The fund also invests, to a lesser extent, in a diversified portfolio of fixed income investments, including both U.S. and foreign government obligations, corporate obligations and securitized debt instruments (such as mortgage-backed investments). The fund may invest in higher yielding, lower rated bonds that may have a higher rate of default. The fund may invest a significant portion of its assets in securitized debt instruments, including mortgage-backed and asset-backed investments. The yields and values of these investments are sensitive to changes in interest rates, the rate of principal payments on the underlying assets and the market’s perception of the issuers. The market for these investments may be volatile and limited, which may make them difficult to buy or sell.

Prior to August 2, 2010, a 1.00% redemption fee applied to certain shares that were redeemed (either by selling or exchanging into another fund) within 7 days of purchase. Effective August 2, 2010 this redemption fee no longer applied to shares redeemed.

The fund offers class A, class B, class C, class M, class R and class Y shares. Class A and class M shares are sold with a maximum front-end sales charge of 5.75% and 3.50%, respectively, and generally do not pay a contingent deferred sales charge. Class B shares, which convert to class A shares after approximately eight years, do not pay a front-end sales charge and are subject to a contingent deferred sales charge if those shares are redeemed within six years of purchase. Class C shares have a one-year 1.00% contingent deferred sales charge and do not convert to class A shares. Class R shares, which are not available to all investors, are sold at net asset value. The expenses for class A, class B, class C, class M and class R shares may differ based on the distribution fee of each class, which is identified in Note 2. Class Y shares, which are sold at net asset value, are generally subject to the same expenses as class A, class B, class C, class M and class R shares, but do not bear a distribution fee. Class Y shares are not available to all investors.

Investment income, realized and unrealized gains and losses and expenses of the fund are borne pro-rata based on the relative net assets of each class to the total net assets of the fund, except that each class bears expenses unique to that class (including the distribution fees applicable to such classes). Each class votes as a class only with respect to its own distribution plan or other matters on which a class vote is required by law or determined by the Trustees. If the fund were liquidated, shares of each class would receive their pro-rata share of the net assets of the fund. In addition, the Trustees declare separate dividends on each class of shares.

In the normal course of business, the fund enters into contracts that may include agreements to indemnify another party under given circumstances. The fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be, but have not yet been, made against the fund. However, the fund’s management team expects the risk of material loss to be remote.

The following is a summary of significant accounting policies consistently followed by the fund in the preparation of its financial statements. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States of America and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations. Actual results could differ from those estimates. Subsequent events after the Statement of assets and liabilities date through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. Unless otherwise noted, the “reporting period” represents the period from October 1, 2010 through September 30, 2011.

A) Security valuation Investments for which market quotations are readily available are valued at the last reported sales price on their principal exchange, or official closing price for certain markets, and are classified as Level 1

119



securities. If no sales are reported — as in the case of some securities traded over-the-counter — a security is valued at its last reported bid price and is generally categorized as a Level 2 security.

Market quotations are not considered to be readily available for certain debt obligations and other investments; such investments are valued on the basis of valuations furnished by an independent pricing service approved by the Trustees or dealers selected by Putnam Management. Such services or dealers determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships, generally recognized by institutional traders, between securities (which considers such factors as security prices, yields, maturities and ratings). These securities will generally be categorized as Level 2.

Many securities markets and exchanges outside the U.S. close prior to the close of the New York Stock Exchange and therefore the closing prices for securities in such markets or on such exchanges may not fully reflect events that occur after such close but before the close of the New York Stock Exchange. Accordingly, on certain days, the fund will fair value foreign equity securities taking into account multiple factors including movements in the U.S. securities markets, currency valuations and comparisons to the valuation of American Depository Receipts, exchange-traded funds and futures contracts. These securities, which will generally represent a transfer from a Level 1 to a Level 2 security, will be classified as Level 2. The number of days on which fair value prices will be used will depend on market activity and it is possible that fair value prices will be used by the fund to a significant extent. At the close of the reporting period, fair value pricing was used for certain foreign securities in the portfolio. Securities quoted in foreign currencies, if any, are translated into U.S. dollars at the current exchange rate.

To the extent a pricing service or dealer is unable to value a security or provides a valuation that Putnam Management does not believe accurately reflects the security’s fair value, the security will be valued at fair value by Putnam Management. Certain investments, including certain restricted and illiquid securities and derivatives, are also valued at fair value following procedures approved by the Trustees. These valuations consider such factors as significant market or specific security events such as interest rate or credit quality changes, various relationships with other securities, discount rates, U.S. Treasury, U.S. swap and credit yields, index levels, convexity exposures and recovery rates. These securities are classified as Level 2 or as Level 3 depending on the priority of the significant inputs.

Such valuations and procedures are reviewed periodically by the Trustees. Certain securities may be valued on the basis of a price provided by a single source. The fair value of securities is generally determined as the amount that the fund could reasonably expect to realize from an orderly disposition of such securities over a reasonable period of time. By its nature, a fair value price is a good faith estimate of the value of a security in a current sale and does not reflect an actual market price, which may be different by a material amount.

B) Joint trading account Pursuant to an exemptive order from the Securities and Exchange Commission (the SEC), the fund may transfer uninvested cash balances into a joint trading account along with the cash of other registered investment companies and certain other accounts managed by Putnam Management. These balances may be invested in issues of short-term investments having maturities of up to 90 days.

C) Repurchase agreements The fund, or any joint trading account, through its custodian, receives delivery of the underlying securities, the market value of which at the time of purchase is required to be in an amount at least equal to the resale price, including accrued interest. Collateral for certain tri-party repurchase agreements is held at the counterparty’s custodian in a segregated account for the benefit of the fund and the counterparty. Putnam Management is responsible for determining that the value of these underlying securities is at all times at least equal to the resale price, including accrued interest. In the event of default or bankruptcy by the other party to the agreement, retention of the collateral may be subject to legal proceedings.

D) Security transactions and related investment income Security transactions are recorded on the trade date (the date the order to buy or sell is executed). Gains or losses on securities sold are determined on the identified cost basis.

Interest income is recorded on the accrual basis. Dividend income, net of applicable withholding taxes, is recognized on the ex-dividend date except that certain dividends from foreign securities, if any, are recognized as soon as the fund is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair market value of the securities received. Dividends representing a return of capital or capital gains, if any, are reflected as a reduction of cost and/or as a realized gain. All premiums/discounts are amortized/accreted on a yield-to-maturity basis.

120



Securities purchased or sold on a forward commitment or delayed delivery basis may be settled a month or more after the trade date; interest income is accrued based on the terms of the securities. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract.

The fund earned certain fees in connection with its senior loan purchasing activities. These fees are treated as market discount and are amortized into income in the Statement of operations.

E) Stripped securities The fund may invest in stripped securities which represent a participation in securities that may be structured in classes with rights to receive different portions of the interest and principal. Interest-only securities receive all of the interest and principal-only securities receive all of the principal. If the interest-only securities experience greater than anticipated prepayments of principal, the fund may fail to recoup fully its initial investment in these securities. Conversely, principal-only securities increase in value if prepayments are greater than anticipated and decline if prepayments are slower than anticipated. The market value of these securities is highly sensitive to changes in interest rates.

F) Foreign currency translation The accounting records of the fund are maintained in U.S. dollars. The market value of foreign securities, currency holdings, and other assets and liabilities is recorded in the books and records of the fund after translation to U.S. dollars based on the exchange rates on that day. The cost of each security is determined using historical exchange rates. Income and withholding taxes are translated at prevailing exchange rates when earned or incurred. The fund does not isolate that portion of realized or unrealized gains or losses resulting from changes in the foreign exchange rate on investments from fluctuations arising from changes in the market prices of the securities. Such gains and losses are included with the net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent net realized exchange gains or losses on closed forward currency contracts, disposition of foreign currencies, currency gains and losses realized between the trade and settlement dates on securities transactions and the difference between the amount of investment income and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized appreciation and depreciation of assets and liabilities in foreign currencies arise from changes in the value of open forward currency contracts and assets and liabilities other than investments at the period end, resulting from changes in the exchange rate. Investments in foreign securities involve certain risks, including those related to economic instability, unfavorable political developments, and currency fluctuations, not present with domestic investments. The fund may be subject to taxes imposed by governments of countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The fund accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or capital gains are earned. In some cases, the fund may be entitled to reclaim all or a portion of such taxes, and such reclaim amounts, if any, are reflected as an asset on the fund’s books. In many cases, however, the fund may not receive such amounts for an extended period of time, depending on the country of investment.

G) Futures contracts The fund uses futures contracts to hedge interest rate risk, to gain exposure to interest rates, to hedge prepayment risk, to equitize cash and to manage exposure to market risk. The potential risk to the fund is that the change in value of futures contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contracts, if interest or exchange rates move unexpectedly or if the counterparty to the contract is unable to perform. With futures, there is minimal counterparty credit risk to the fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default. Risks may exceed amounts recognized on the Statement of assets and liabilities. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The fund and the broker agree to exchange an amount of cash equal to the daily fluctuation in the value of the futures contract. Such receipts or payments are known as “variation margin.” Futures contracts outstanding at period end, if any, are listed after the fund’s portfolio. Outstanding number of contracts on futures contracts at the close of the reporting period are indicative of the volume of activity during the reporting period.

H) Options contracts The fund uses options contracts to hedge duration, convexity and prepayment risk, to gain exposure to interest rates, to hedge against changes in values of securities it owns, owned or expects to own, to hedge prepayment risk, to generate additional income for the portfolio, to enhance the returns on securities owned and to enhance the return on a security owned. The potential risk to the fund is that the change in value of options contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contracts, if

121



interest or exchange rates move unexpectedly or if the counterparty to the contract is unable to perform. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction to the cost of investments.

Exchange traded options are valued at the last sale price or, if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by dealers. Written option contracts outstanding at period end, if any, are listed after the fund’s portfolio. See Note 3 for the volume of written options contracts activity for the reporting period. The fund had an average contract amount of approximately $246,600,000 on purchased options contracts for the reporting period.

I) Forward currency contracts The fund buys and sells forward currency contracts, which are agreements between two parties to buy and sell currencies at a set price on a future date. These contracts are used to hedge foreign exchange risk and to gain exposure on currency. The U.S. dollar value of forward currency contracts is determined using current forward currency exchange rates supplied by a quotation service. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked to market daily and the change in market value is recorded as an unrealized gain or loss. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The fund could be exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are unable to meet the terms of their contracts or if the fund is unable to enter into a closing position. Risks may exceed amounts recognized on the Statement of assets and liabilities. Forward currency contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average contract amount of approximately $746,800,000 on forward currency contracts for the reporting period.

J) Total return swap contracts The fund entered into total return swap contracts, which are arrangements to exchange a market linked return for a periodic payment, both based on a notional principal amount, to hedge sector exposure, to manage exposure to specific sectors or industries, to gain exposure to specific markets/countries and to gain exposure to specific sectors/industries. To the extent that the total return of the security, index or other financial measure underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the fund will receive a payment from or make a payment to the counterparty. Total return swap contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Payments received or made are recorded as realized gains or losses. Certain total return swap contracts may include extended effective dates. Payments related to these swap contracts are accrued based on the terms of the contract. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or in the price of the underlying security or index, the possibility that there is no liquid market for these agreements or that the counterparty may default on its obligation to perform. The fund’s maximum risk of loss from counterparty risk is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Risk of loss may exceed amounts recognized on the Statement of assets and liabilities. Total return swap contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average notional amount of approximately $210,500,000 on total return swap contracts for the reporting period.

K) Interest rate swap contracts The fund entered into interest rate swap contracts, which are arrangements between two parties to exchange cash flows based on a notional principal amount, to hedge interest rate risk, to gain exposure on interest rates and to hedge prepayment risk. An interest rate swap can be purchased or sold with an upfront premium. An upfront payment received by the fund is recorded as a liability on the fund’s books. An upfront payment made by the fund is recorded as an asset on the fund’s books. Upfront payments are recorded as realized gains and losses at the closing of the contract. Interest rate swap contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Payments received or made are recorded as realized gains or losses. Certain interest rate swap contracts may include extended effective dates. Payments related to these swap contracts are accrued based on the terms of the contract. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or if the counterparty defaults on its obligation to perform. The fund’s maximum risk of loss from counterparty risk is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Risk of loss may exceed amounts recognized on the Statement of assets and liabilities. Interest rate swap contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average notional amount of approximately $2,389,200,000 on interest rate swap contracts for the reporting period.

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L) Credit default contracts The fund entered into credit default contracts to hedge credit risk, to hedge market risk and to gain exposure on individual names and/or baskets of securities. In a credit default contract, the protection buyer typically makes an up front payment and a periodic stream of payments to a counterparty, the protection seller, in exchange for the right to receive a contingent payment upon the occurrence of a credit event on the reference obligation or all other equally ranked obligations of the reference entity. Credit events are contract specific but may include bankruptcy, failure to pay, restructuring and obligation acceleration. An upfront payment received by the fund, as the protection seller, is recorded as a liability on the fund’s books. An upfront payment made by the fund, as the protection buyer, is recorded as an asset on the fund’s books. Periodic payments received or paid by the fund are recorded as realized gains or losses. The credit default contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Upon the occurrence of a credit event, the difference between the par value and market value of the reference obligation, net of any proportional amount of the upfront payment, is recorded as a realized gain or loss.

In addition to bearing the risk that the credit event will occur, the fund could be exposed to market risk due to unfavorable changes in interest rates or in the price of the underlying security or index or the possibility that the fund may be unable to close out its position at the same time or at the same price as if it had purchased the underlying reference obligations. In certain circumstances, the fund may enter into offsetting credit default contracts which would mitigate its risk of loss. Risks of loss may exceed amounts recognized on the Statement of assets and liabilities. The fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Where the fund is a seller of protection, the maximum potential amount of future payments the fund may be required to make is equal to the notional amount of the relevant credit default contract. Credit default contracts outstanding, including their respective notional amounts at period end, if any, are listed after the fund’s portfolio. Outstanding notional amount on credit default swap contracts at the close of the reporting period are indicative of the volume of activity during the reporting period.

M) Master agreements The fund is a party to ISDA (International Swap and Derivatives Association, Inc.) Master Agreements (Master Agreements) with certain counterparties that govern over-the-counter derivative and foreign exchange contracts entered into from time to time. The Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. With respect to certain counterparties, in accordance with the terms of the Master Agreements, collateral posted to the fund is held in a segregated account by the fund’s custodian and with respect to those amounts which can be sold or repledged, are presented in the fund’s portfolio. Collateral posted to the fund which cannot be sold or repledged totaled $12,969,112 at the close of the reporting period. Collateral pledged by the fund is segregated by the fund’s custodian and identified in the fund’s portfolio. Collateral can be in the form of cash or debt securities issued by the U.S. Government or related agencies or other securities as agreed to by the fund and the applicable counterparty. Collateral requirements are determined based on the fund’s net position with each counterparty. Termination events applicable to the fund may occur upon a decline in the fund’s net assets below a specified threshold over a certain period of time. Termination events applicable to counterparties may occur upon a decline in the counterparty’s long-term and short-term credit ratings below a specified level. In each case, upon occurrence, the other party may elect to terminate early and cause settlement of all derivative and foreign exchange contracts outstanding, including the payment of any losses and costs resulting from such early termination, as reasonably determined by the terminating party. Any decision by one or more of the fund’s counterparties to elect early termination could impact the fund’s future derivative activity.

At the close of the reporting period, the fund had a net liability position of $57,085,030 on derivative contracts subject to the Master Agreements. Collateral posted by the fund totaled $52,098,137.

N) TBA purchase commitments The fund may enter into TBA (to be announced) commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, it is anticipated that the amount of the commitments will not significantly differ from the principal amount. The fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of decline in the value of the fund’s other assets. Unsettled TBA purchase commitments are valued at fair value of

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the underlying securities, according to the procedures described under “Security valuation” above. The contract is marked to market daily and the change in market value is recorded by the fund as an unrealized gain or loss.

Although the fund will generally enter into TBA purchase commitments with the intention of acquiring securities for its portfolio or for delivery pursuant to options contracts it has entered into, the fund may dispose of a commitment prior to settlement if Putnam Management deems it appropriate to do so.

O) TBA sale commitments The fund may enter into TBA sale commitments to hedge its portfolio positions or to sell mortgage-backed securities it owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities, or an offsetting TBA purchase commitment deliverable on or before the sale commitment date, are held as “cover” for the transaction.

Unsettled TBA sale commitments are valued at the fair value of the underlying securities, generally according to the procedures described under “Security valuation” above. The contract is marked to market daily and the change in market value is recorded by the fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting TBA purchase commitment, the fund realizes a gain or loss. If the fund delivers securities under the commitment, the fund realizes a gain or a loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. TBA sale commitments outstanding at period end, if any, are listed after the fund’s portfolio.

P) Dollar rolls To enhance returns, the fund may enter into dollar rolls (principally using TBAs) in which the fund sells securities for delivery in the current month and simultaneously contracts to purchase similar securities on a specified future date. During the period between the sale and subsequent purchase, the fund will not be entitled to receive income and principal payments on the securities sold. The fund will, however, retain the difference between the initial sales price and the forward price for the future purchase. The fund will also be able to earn interest on the cash proceeds that are received from the initial sale on settlement date. The fund may be exposed to market or credit risk if the price of the security changes unfavorably or the counterparty fails to perform under the terms of the agreement.

Q) Securities lending The fund may lend securities, through its agent, to qualified borrowers in order to earn additional income. The loans are collateralized by cash in an amount at least equal to the market value of the securities loaned. The market value of securities loaned is determined daily and any additional required collateral is allocated to the fund on the next business day. The risk of borrower default will be borne by the fund’s agent; the fund will bear the risk of loss with respect to the investment of the cash collateral. Income from securities lending is included in investment income on the Statement of operations. Cash collateral is invested in Putnam Cash Collateral Pool, LLC, a limited liability company managed by an affiliate of Putnam Management. Investments in Putnam Cash Collateral Pool, LLC are valued at its closing net asset value each business day. There are no management fees charged by Putnam Cash Collateral Pool, LLC. At the close of the reporting period, the value of securities loaned amounted to $54,390,525 and the fund received cash collateral of $57,181,030.

R) Interfund lending The fund, along with other Putnam funds, may participate in an interfund lending program pursuant to an exemptive order issued by the SEC. This program allows the fund to borrow from or lend to other Putnam funds that permit such transactions. Interfund lending transactions are subject to each fund’s investment policies and borrowing and lending limits. Interest earned or paid on the interfund lending transaction will be based on the average of certain current market rates. During the reporting period, the fund did not utilize the program.

S) Line of credit The fund participates, along with other Putnam funds, in a $325 million unsecured committed line of credit and a $185 million unsecured uncommitted line of credit, both provided by State Street Bank and Trust Company (State Street). Borrowings may be made for temporary or emergency purposes, including the funding of shareholder redemption requests and trade settlements. Interest is charged to the fund based on the fund’s borrowing at a rate equal to the Federal Funds rate plus 1.25% for the committed line of credit and the Federal Funds rate plus 1.30% for the uncommitted line of credit. A closing fee equal to 0.02% of the committed line of credit and $50,000 for the uncommitted line of credit has been paid by the participating funds. In addition, a commitment fee of 0.13% per annum on any unutilized portion of the committed line of credit is allocated to the participating funds based on their relative net assets and paid quarterly. During the reporting period, the fund had no borrowings against these arrangements.

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T) Federal taxes It is the policy of the fund to distribute all of its taxable income within the prescribed time period and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended (the Code), applicable to regulated investment companies. It is also the intention of the fund to distribute an amount sufficient to avoid imposition of any excise tax under Section 4982 of the Code. The fund is subject to the provisions of Accounting Standards Codification ASC 740 Income Taxes (ASC 740). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The fund did not have a liability to record for any unrecognized tax benefits in the accompanying financial statements. No provision has been made for federal taxes on income, capital gains or unrealized appreciation on securities held nor for excise tax on income and capital gains. Each of the fund’s federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

At September 30, 2011, the fund had a capital loss carryover of $318,127,438 available to the extent allowed by the Code to offset future net capital gain, if any. The amounts of the carryovers and the expiration dates are:

Loss carryover Expiration 

$271,648,791  September 30, 2017 

46,478,647  September 30, 2018 

 

Under the recently enacted Regulated Investment Company Modernization Act of 2010, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future years will be required to be utilized prior to the losses incurred in pre-enactment tax years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

Pursuant to federal income tax regulations applicable to regulated investment companies, the fund has elected to defer to its fiscal year ending September 30, 2012 $17,724,551 of losses recognized during the period from November 1, 2010 to September 30, 2011.

U) Distributions to shareholders Distributions to shareholders from net investment income are recorded by the fund on the ex-dividend date. Distributions from capital gains, if any, are recorded on the ex-dividend date and paid at least annually. The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences include temporary and/or permanent differences of losses on wash sale transactions, foreign currency gains and losses, post-October loss deferrals, unrealized gains and losses on certain futures contracts, income on swap contracts and interest only securities. Reclassifications are made to the fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations. For the reporting period ended, the fund reclassified $1,067,557 to increase distributions in excess of net investment income and $62,418 to increase paid-in-capital, with a decrease to accumulated net realized losses of $1,005,139.

The tax basis components of distributable earnings and the federal tax cost as of the close of the reporting period were as follows:

Unrealized appreciation  $98,132,003 
Unrealized depreciation  (143,658,541) 

Net unrealized depreciation  (45,526,538) 
Capital loss carryforward  (318,127,438) 
Post-October loss  (17,724,551) 
Cost for federal income tax purposes  $1,703,922,446 

 

V) Expenses of the Trust Expenses directly charged or attributable to any fund will be paid from the assets of that fund. Generally, expenses of the Trust will be allocated among and charged to the assets of each fund on a basis that the Trustees deem fair and equitable, which may be based on the relative assets of each fund or the nature of the services performed and relative applicability to each fund.

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Note 2: Management fee, administrative services and other transactions

The fund pays Putnam Management a management fee (based on the fund’s average net assets and computed and paid monthly) at annual rates that may vary based on the average of the aggregate net assets of most open-end funds, as defined in the fund’s management contract, sponsored by Putnam Management. Such annual rates may vary as follows:

0.750%  of the first $5 billion, 
0.700%  of the next $5 billion, 
0.650%  of the next $10 billion, 
0.600%  of the next $10 billion, 
0.550%  of the next $50 billion, 
0.530%  of the next $50 billion, 
0.520%  of the next $100 billion, 
0.515%  of any excess thereafter. 

 

Putnam Management has contractually agreed, through June 30, 2012, to waive fees or reimburse the fund’s expenses to the extent necessary to limit the cumulative expenses of the fund, exclusive of brokerage, interest, taxes, investment-related expenses, extraordinary expenses and payments under the fund’s investor servicing contract, investment management contract and distribution plans, on a fiscal year-to-date basis to an annual rate of 0.20% of the fund’s average net assets over such fiscal year-to-date period. During the reporting period, the fund’s expenses were not reduced as a result of this limit.

Putnam Investments Limited (PIL), an affiliate of Putnam Management, is authorized by the Trustees to manage a separate portion of the assets of the fund as determined by Putnam Management from time to time. Putnam Management pays a quarterly sub-management fee to PIL for its services at an annual rate of 0.35% of the average net assets of the portion of the fund managed by PIL.

The Putnam Advisory Company, LLC (PAC), an affiliate of Putnam Management, is authorized by the Trustees to manage a separate portion of the assets of the fund, as designated from time to time by Putnam Management or PIL. Putnam Management or PIL, as applicable, pays a quarterly sub-advisory fee to PAC for its services at the annual rate of 0.35% of the average net assets of the portion of the fund’s assets for which PAC is engaged as sub-adviser.

The fund reimburses Putnam Management an allocated amount for the compensation and related expenses of certain officers of the fund and their staff who provide administrative services to the fund. The aggregate amount of all such reimbursements is determined annually by the Trustees.

Custodial functions for the fund’s assets are provided by State Street. Custody fees are based on the fund’s asset level, the number of its security holdings and transaction volumes.

Putnam Investor Services, Inc., an affiliate of Putnam Management, provides investor servicing agent functions to the fund. Putnam Investor Services, Inc. received fees for investor servicing based on the fund’s retail asset level, the number of shareholder accounts in the fund and the level of defined contribution plan assets in the fund. Investor servicing fees will not exceed an annual rate of 0.375% of the fund’s average net assets. The amounts incurred for investor servicing agent functions during the reporting period are included in Investor servicing fees in the Statement of operations.

The fund has entered into expense offset arrangements with Putnam Investor Services, Inc. and State Street whereby Putnam Investor Services, Inc.’s and State Street’s fees are reduced by credits allowed on cash balances. The fund also reduced expenses through brokerage/service arrangements. For the reporting period, the fund’s expenses were reduced by $6,731 under the expense offset arrangements and by $104,944 under the brokerage/service arrangements.

Each independent Trustee of the fund receives an annual Trustee fee, of which $1,229, as a quarterly retainer, has been allocated to the fund, and an additional fee for each Trustees meeting attended. Trustees also are reimbursed for expenses they incur relating to their services as Trustees.

The fund has adopted a Trustee Fee Deferral Plan (the Deferral Plan) which allows the Trustees to defer the receipt of all or a portion of Trustees fees payable on or after July 1, 1995. The deferred fees remain invested in certain Putnam funds until distribution in accordance with the Deferral Plan.

The fund has adopted an unfunded noncontributory defined benefit pension plan (the Pension Plan) covering all Trustees of the fund who have served as a Trustee for at least five years and were first elected prior to 2004.

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Benefits under the Pension Plan are equal to 50% of the Trustee’s average annual attendance and retainer fees for the three years ended December 31, 2005. The retirement benefit is payable during a Trustee’s lifetime, beginning the year following retirement, for the number of years of service through December 31, 2006. Pension expense for the fund is included in Trustee compensation and expenses in the Statement of operations. Accrued pension liability is included in Payable for Trustee compensation and expenses in the Statement of assets and liabilities. The Trustees have terminated the Pension Plan with respect to any Trustee first elected after 2003.

The fund has adopted distribution plans (the Plans) with respect to its class A, class B, class C, class M and class R shares pursuant to Rule 12b–1 under the Investment Company Act of 1940. The purpose of the Plans is to compensate Putnam Retail Management Limited Partnership, a wholly-owned subsidiary of Putnam Investments, LLC and Putnam Retail Management GP, Inc., for services provided and expenses incurred in distributing shares of the fund. The Plans provide for payments by the fund to Putnam Retail Management Limited Partnership at an annual rate of up to 0.35%, 1.00%, 1.00%, 1.00% and 1.00% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively. The Trustees have approved payment by the fund at an annual rate of 0.25%, 1.00%, 1.00%, 0.75% and 0.50% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively.

For the reporting period, Putnam Retail Management Limited Partnership, acting as underwriter, received net commissions of $271,202 and $3,561 from the sale of class A and class M shares, respectively, and received $146,939 and $5,180 in contingent deferred sales charges from redemptions of class B and class C shares, respectively.

A deferred sales charge of up to 1.00% and 0.65% is assessed on certain redemptions of class A and class M shares, respectively. For the reporting period, Putnam Retail Management Limited Partnership, acting as underwriter, received $331 and no monies on class A and class M redemptions, respectively.

Note 3: Purchases and sales of securities

During the reporting period, cost of purchases and proceeds from sales of investment securities other than short-term investments aggregated $1,276,909,302 and $1,414,254,998, respectively. There were no purchases or proceeds from sales of long-term U.S. government securities.

Written option transactions during the reporting period are summarized as follows:

    Written swap  Written swap  Written equity  Written equity 
    option contract  option premiums  option contract  option premiums 
      amounts  received  amounts  received 

Written options  USD  339,030,960  $18,384,813    $— 
outstanding at the  CHF    $—    $— 
beginning of the           
reporting period           

Options  USD  385,089,355  16,074,543  1,116,610  1,272,935 
opened  CHF  53,600,000  58,519     

Options  USD  (325,277,371)  (16,480,677)     
exercised  CHF         

Options  USD         
expired  CHF         

Options  USD  (101,448,600)  (3,986,477)  (1,116,610)  (1,272,935) 
closed  CHF  (40,200,000)  (40,530)     

Written options  USD  297,394,344  $13,992,202    $— 
outstanding at the  CHF  13,400,000  $17,989    $— 
end of the           
reporting period           

 

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Note 4: Capital shares

At the close of the reporting period, there was an unlimited number of shares of beneficial interest authorized. Transactions in capital shares were as follows:

   Year ended 9/30/11   Year ended 9/30/10 

Class A  Shares  Amount  Shares  Amount 

Shares sold  10,369,246  $129,070,996  14,449,094  $163,202,063 

Shares issued in connection with         
reinvestment of distributions  3,413,788  41,375,107  4,262,106  46,456,956 

   13,783,034  170,446,103  18,711,200  209,659,019 

Shares repurchased  (19,762,973)  (246,131,232)  (21,833,792)  (245,831,755) 

Net decrease  (5,979,939)  $(75,685,129)  (3,122,592)  $(36,172,736) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class B  Shares  Amount  Shares  Amount 

Shares sold  1,091,020  $13,377,521  1,559,072  $17,363,726 

Shares issued in connection with         
reinvestment of distributions  400,244  4,794,919  644,681  6,943,215 

   1,491,264  18,172,440  2,203,753  24,306,941 

Shares repurchased  (4,389,684)  (53,907,484)  (5,577,448)  (61,985,185) 

Net decrease  (2,898,420)  $(35,735,044)  (3,373,695)  $(37,678,244) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class C  Shares  Amount  Shares  Amount 

Shares sold  1,525,962  $18,353,737  1,887,618  $20,593,138 

Shares issued in connection with         
reinvestment of distributions  311,665  3,655,835  412,343  4,358,469 

   1,837,627  22,009,572  2,299,961  24,951,607 

Shares repurchased  (2,623,691)  (31,460,687)  (3,017,773)  (32,686,748) 

Net decrease  (786,064)  $(9,451,115)  (717,812)  $(7,735,141) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class M  Shares  Amount  Shares  Amount 

Shares sold  196,901  $2,412,124  270,585  $3,020,114 

Shares issued in connection with         
reinvestment of distributions  79,829  953,962  107,177  1,152,158 

   276,730  3,366,086  377,762  4,172,272 

Shares repurchased  (609,890)  (7,509,687)  (590,524)  (6,512,217) 

Net decrease  (333,160)  $(4,143,601)  (212,762)  $(2,339,945) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class R  Shares  Amount  Shares  Amount 

Shares sold  314,223  $3,829,557  493,166  $5,459,249 

Shares issued in connection with         
reinvestment of distributions  42,757  510,517  46,175  496,383 

   356,980  4,340,074  539,341  5,955,632 

Shares repurchased  (296,052)  (3,653,772)  (350,700)  (3,881,158) 

Net increase  60,928  $686,302  188,641  $2,074,474 

 

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   Year ended 9/30/11   Year ended 9/30/10 

Class Y  Shares  Amount  Shares  Amount 

Shares sold  5,289,430  $66,460,901  5,953,053  $67,303,803 

Shares issued in connection with         
reinvestment of distributions  545,903  6,660,012  910,590  9,989,168 

   5,835,333  73,120,913  6,863,643  77,292,971 

Shares repurchased  (6,178,232)  (74,228,081)  (14,604,719)  (168,055,072) 

Net decrease  (342,899)  $(1,107,168)  (7,741,076)  $(90,762,101) 

 

Note 5: Summary of derivative activity

The following is a summary of the market values of derivative instruments as of the close of the reporting period:

Market values of derivative instruments as of the close of the reporting period

   Asset derivatives    Liability derivatives   

Derivatives not         
accounted for as  Statement of    Statement of   
hedging instruments  assets and    assets and   
under ASC 815  liabilities location  Market value   liabilities location  Market value  

Credit contracts  Receivables  $528,451  Payables  $13,838,080 

Foreign exchange         
contracts  Receivables  11,677,658  Payables  9,350,422 

  Investments,       
  Receivables, Net    Payables, Net   
  assets — Unrealized    assets — Unrealized   
  appreciation/    appreciation/   
Equity contracts  (depreciation)  23,087,461*  (depreciation)  50,275,224* 

  Investments,       
  Receivables, Net    Payables, Net   
  assets — Unrealized    assets — Unrealized   
  appreciation/    appreciation/   
Interest rate contracts  (depreciation)  67,280,116*  (depreciation)  88,609,939* 

Total     $102,573,686      $162,073,665  

 

* Includes cumulative appreciation/depreciation of futures contracts as reported in The fund’s portfolio. Only current day’s variation margin is reported within the Statement of assets and liabilities.

The following is a summary of realized and change in unrealized gains or losses of derivative instruments on the Statement of operations for the reporting period (see Note 1):

Amount of realized gain or (loss) on derivatives recognized in net gain or (loss) on investments

Derivatives not             
accounted for as        Forward     
hedging instruments        currency     
under ASC 815  Options  Warrants†  Futures  contracts  Swaps  Total 

Credit contracts  $—  $—  $—  $—  $2,587,431  $2,587,431 

Foreign exchange             
contracts        (16,025,940)    $(16,025,940) 

Equity contracts  111,661  (207,401)  26,195,955    13,287,664  $39,387,879 

Interest rate contracts  4,585,888    (5,331,292)    (27,980,979)  $(28,726,383) 

Total  $4,697,549  $(207,401)  $20,864,663  $(16,025,940)  $(12,105,884)  $(2,777,013) 

 

† For the reporting period, the transaction volume for warrants was minimal.

129



Change in unrealized appreciation or (depreciation) on derivatives recognized in net gain or (loss) on investments

Derivatives not             
accounted for as        Forward     
hedging instruments        currency     
under ASC 815  Options  Warrants†  Futures  contracts  Swaps  Total 

Credit contracts  $—  $—  $—  $—  $(3,100,974)  $(3,100,974) 

Foreign exchange             
contracts        (1,897,238)    $(1,897,238) 

Equity contracts    212,358  (25,745,226)    (18,614,625)  $(44,147,493) 

Interest rate contracts  (3,622,022)    1,615,149    28,555,020  $26,548,147 

Total  $(3,622,022)  $212,358  $(24,130,077)  $(1,897,238)  $6,839,421  $(22,597,558) 

 

† For the reporting period, the transaction volume for warrants was minimal.

Note 6: Investment in Putnam Money Market Liquidity Fund

The fund invested in Putnam Money Market Liquidity Fund, an open-end management investment company managed by Putnam Management. Investments in Putnam Money Market Liquidity Fund are valued at its closing net asset value each business day. Income distributions earned by the fund are recorded as interest income in the Statement of operations and totaled $361,133 for the reporting period. During the reporting period, cost of purchases and proceeds of sales of investments in Putnam Money Market Liquidity Fund aggregated $1,191,253,437 and $1,286,778,147, respectively. Management fees charged to Putnam Money Market Liquidity Fund have been waived by Putnam Management.

Note 7: Senior loan commitments

Senior loans are purchased or sold on a when-issued or delayed delivery basis and may be settled a month or more after the trade date, which from time to time can delay the actual investment of available cash balances; interest income is accrued based on the terms of the securities. Senior loans can be acquired through an agent, by assignment from another holder of the loan, or as a participation interest in another holder’s portion of the loan. When the fund invests in a loan or participation, the fund is subject to the risk that an intermediate participant between the fund and the borrower will fail to meet its obligations to the fund, in addition to the risk that the borrower under the loan may default on its obligations.

Note 8: Regulatory matters and litigation

In late 2003 and 2004, Putnam Management settled charges brought by the SEC and the Massachusetts Securities Division in connection with excessive short-term trading in Putnam funds. In July 2011, the fund recorded a receivable of $69,500 related to restitution amounts in connection with a distribution plan approved by the SEC. This amount is reported in the Increase in capital from settlement payments line on the Statement of changes in net assets. These allegations and related matters have served as the general basis for certain lawsuits, including purported class action lawsuits against Putnam Management and, in a limited number of cases, some Putnam funds. In May 2011, the fund received a payment of $1,606 related to settlement of those lawsuits. This amount is reported in the Increase in capital from settlement payments line on the Statement of changes in net assets. Putnam Management has agreed to bear any costs incurred by the Putnam funds as a result of these matters.

Note 9: Market and credit risk

In the normal course of business, the fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the contracting party to the transaction to perform (credit risk). The fund may be exposed to additional credit risk that an institution or other entity with which the fund has unsettled or open transactions will default.

130



Report of Independent Registered Public Accounting Firm

To the Trustees of Putnam Asset Allocation Funds and
Shareholders of Putnam Asset Allocation Fund: Balanced Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Putnam Asset Allocation Fund: Balanced Portfolio (the “fund”) at September 30, 2011, and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of investments owned at September 30, 2011 by correspondence with the custodian, brokers, and transfer agent, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
November 14, 2011

22



The fund’s portfolio 9/30/11

COMMON STOCKS (39.3%)*  Shares  Value 

 
Basic materials (2.3%)     
Agrium, Inc. (Canada)  715  $47,662 

Albemarle Corp.  27,900  1,127,160 

Andersons, Inc. (The)  11,598  390,389 

Archer Daniels-Midland Co.  1,971  48,901 

Arkema (France)  3,148  183,124 

BASF SE (Germany)  15,733  956,204 

BBMG Corp. (China)  344,000  254,315 

BHP Billiton, Ltd. (Australia)  27,303  909,439 

Black Earth Farming, Ltd. SDR (Sweden) †  3,511  8,813 

Boise, Inc.  35,811  185,143 

Cambrex Corp. †  20,892  105,296 

Carillion PLC (United Kingdom)  68,147  352,246 

CF Industries Holdings, Inc.  415  51,207 

China Agri-Industries Holdings, Ltd. (China)  29,000  17,811 

China BlueChemical, Ltd. (China)  32,000  24,462 

China Shanshui Cement Group, Ltd. (China)  135,000  88,907 

Compagnie de Saint-Gobain (France)  3,441  131,649 

Cresud S.A.C.I.F. y A. ADR (Argentina)  1,430  15,473 

Cytec Industries, Inc.  19,300  678,202 

Domtar Corp. (Canada)  8,400  572,628 

First Quantum Minerals, Ltd. (Canada)  5,000  66,810 

Fletcher Building, Ltd. (New Zealand)  49,926  290,468 

Fortescue Metals Group, Ltd. (Australia)  45,533  189,234 

Freeport-McMoRan Copper & Gold, Inc. Class B (Indonesia)  78,200  2,381,190 

Georgia Gulf Corp. †  4,158  57,505 

Gold Resource Corp. S  6,003  99,950 

Golden Agri-Resources, Ltd. (Singapore)  68,000  31,260 

GrainCorp, Ltd. (Australia)  4,151  28,614 

Incitec Pivot, Ltd. (Australia)  11,918  37,041 

Innophos Holdings, Inc.  9,831  391,962 

Innospec, Inc. †  5,297  128,240 

International Flavors & Fragrances, Inc.  24,800  1,394,256 

Intrepid Potash, Inc. †  1,026  25,517 

JSR Corp. (Japan)  15,100  259,712 

K&S AG (Germany)  2,306  121,449 

KapStone Paper and Packaging Corp. †  19,164  266,188 

Koninklijke DSM NV (Netherlands)  9,086  395,689 

Koppers Holdings, Inc.  6,642  170,102 

KWS Saat AG (Germany)  76  14,132 

L.B. Foster Co. Class A  3,213  71,425 

Lanxess AG (Germany)  3,575  172,138 

Layne Christensen Co. †  8,767  202,518 

LyondellBasell Industries NV Class A (Netherlands)  4,011  97,989 

MeadWestvaco Corp.  51,877  1,274,099 

Minerals Technologies, Inc.  2,717  133,867 

 

23



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Basic materials cont.     
Monsanto Co.  29,156  $1,750,526 

Mosaic Co. (The)  763  37,364 

NewMarket Corp.  1,149  174,499 

Nitto Denko Corp. (Japan)  24,500  965,696 

Nufarm, Ltd. (Australia) †  5,942  24,210 

OM Group, Inc. †  12,828  333,143 

Petronas Chemicals Group Bhd (Malaysia)  63,500  109,545 

PolyOne Corp.  19,895  213,075 

Potash Corp. of Saskatchewan, Inc. (Canada)  3,100  135,105 

Potash Corp. of Saskatchewan, Inc. (Canada)  2,120  91,626 

PPG Industries, Inc.  30,300  2,140,998 

PT Astra Agro Lestari Tbk (Indonesia)  10,000  21,634 

Rare Element Resources, Ltd. (Canada) † S  15,550  78,994 

Rio Tinto PLC (United Kingdom)  24,373  1,078,399 

Rio Tinto, Ltd. (Australia)  29,201  1,713,976 

Sealed Air Corp.  31,400  524,380 

Sinofert Holdings, Ltd. (China)  52,000  13,266 

SLC Agricola SA (Brazil)  1,580  13,126 

Sociedad Quimica y Minera de Chile SA ADR (Chile)  1,230  58,806 

Syngenta AG (Switzerland) †  5,280  1,369,344 

Taiwan Fertilizer Co., Ltd. (Taiwan)  11,000  26,635 

Uralkali (Russia)  27,344  188,997 

Vale Fertilizantes SA (Preference) (Brazil)  3,676  47,456 

Vallourec SA (France)  958  55,001 

Vilmorin & Cie (France)  173  16,925 

Viterra, Inc. (Canada)  3,461  34,179 

voestalpine AG (Austria)  15,135  439,410 

W.R. Grace & Co. †  17,526  583,616 

Weyerhaeuser Co. R  46,000  715,300 

Wilmar International, Ltd. (Singapore)  11,000  43,676 

Xstrata PLC (United Kingdom)  24,167  303,643 

Yara International ASA (Norway)  1,151  44,061 

Zijin Mining Group Co., Ltd. (China)  412,000  116,853 

    27,913,850 
Capital goods (2.6%)     
ABB, Ltd. (Switzerland) †  66,406  1,135,315 

AGCO Corp. †  1,729  59,772 

Aisin Seiki Co., Ltd. (Japan)  15,200  505,284 

American Axle & Manufacturing Holdings, Inc. †  8,571  65,397 

Applied Industrial Technologies, Inc.  11,497  312,259 

Autoliv, Inc. (Sweden)  14,700  712,950 

AZZ, Inc.  2,240  86,845 

Canon, Inc. (Japan)  19,900  901,440 

Cascade Corp.  5,771  192,694 

Changsha Zoomlion Heavy Industry Science and Technology     
Development Co., Ltd. (China)  53,000  58,261 

Chart Industries, Inc. †  8,142  343,348 

 

24



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Capital goods cont.     
Chongqing Machinery & Electric Co., Ltd. (China)  622,000  $87,676 

CNH Global NV (Netherlands) †  1,314  34,479 

Deere & Co.  1,040  67,153 

Douglas Dynamics, Inc.  7,946  101,550 

Dover Corp.  51,058  2,379,303 

Ducommun, Inc.  2,119  31,743 

Duoyuan Global Water, Inc. ADR (China) † F S  10,424  40,445 

DXP Enterprises, Inc. †  6,956  130,981 

Embraer SA ADR (Brazil)  2,900  73,573 

Emerson Electric Co.  65,849  2,720,222 

ESCO Technologies, Inc.  4,294  109,497 

Esterline Technologies Corp. †  2,516  130,429 

European Aeronautic Defense and Space Co. NV (France)  20,830  585,379 

Exide Technologies †  14,712  58,848 

Faurecia (France)  3,094  66,105 

Franklin Electric Co., Inc.  4,682  169,863 

Generac Holdings, Inc. †  3,530  66,399 

Hitachi, Ltd. (Japan)  272,000  1,353,644 

Honeywell International, Inc.  74,500  3,271,295 

Invensys PLC (United Kingdom)  56,161  195,535 

Kadant, Inc. †  3,536  62,799 

Lindsay Corp.  1,771  95,280 

LMI Aerospace, Inc. †  5,311  90,606 

Lockheed Martin Corp.  37,274  2,707,583 

LSB Industries, Inc. †  6,473  185,581 

Meritor, Inc. †  5,262  37,150 

Metso Corp. OYJ (Finland)  6,414  187,202 

Mitsubishi Electric Corp. (Japan)  175,000  1,550,776 

MTU Aero Engines Holding AG (Germany)  2,322  145,821 

NACCO Industries, Inc. Class A  848  53,763 

National Presto Industries, Inc.  1,098  95,427 

Newport Corp. †  5,034  54,418 

Parker Hannifin Corp.  39,000  2,462,070 

Polypore International, Inc. †  5,426  306,678 

Powell Industries, Inc. †  4,198  130,012 

Raytheon Co.  58,100  2,374,547 

Regal-Beloit Corp.  24,800  1,125,424 

Rheinmetall AG (Germany)  2,429  114,109 

Schneider Electric SA (France)  4,658  251,201 

SembCorp Industries, Ltd. (Singapore)  140,000  361,612 

Singapore Technologies Engineering, Ltd. (Singapore)  56,000  118,818 

SKF AB Class B (Sweden)  43,671  826,306 

Societe BIC SA (France)  4,741  404,072 

Standard Motor Products, Inc.  10,330  133,980 

Tetra Tech, Inc. †  9,348  175,182 

Thomas & Betts Corp. †  7,857  313,573 

 

25



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Capital goods cont.     
TriMas Corp. †  16,445  $244,208 

United Technologies Corp.  7,822  550,356 

Valmont Industries, Inc.  4,761  371,072 

Vinci SA (France)  4,576  196,821 

Zebra Technologies Corp. Class A †  4,728  146,284 

    31,920,415 
Communication services (2.3%)     
ADTRAN, Inc.  9,179  242,876 

Allot Communications, Ltd. (Israel) †  5,713  55,702 

American Tower Corp. Class A †  30,700  1,651,660 

Aruba Networks, Inc. †  4,993  104,404 

AT&T, Inc.  98,440  2,807,509 

BCE, Inc. (Canada)  4,889  183,993 

British Sky Broadcasting Group PLC (United Kingdom)  8,372  86,110 

BroadSoft, Inc. †  3,051  92,598 

BT Group PLC (United Kingdom)  435,203  1,168,747 

China Mobile, Ltd. (China)  14,500  141,455 

Cincinnati Bell, Inc. †  112,623  348,005 

Deutsche Telekom AG (Germany)  28,794  339,280 

DIRECTV Class A †  72,607  3,067,646 

EchoStar Corp. Class A †  31,766  718,229 

France Telecom SA (France)  33,689  553,352 

GeoEye, Inc. †  4,236  120,091 

HSN, Inc. †  3,650  120,925 

IAC/InterActiveCorp. †  78,200  3,092,810 

InterDigital, Inc.  1,713  79,792 

Iridium Communications, Inc. † S  29,847  185,051 

Kabel Deutschland Holding AG (Germany) †  6,817  368,086 

Loral Space & Communications, Inc. †  3,439  172,294 

MetroPCS Communications, Inc. †  29,100  253,461 

NeuStar, Inc. Class A †  8,098  203,584 

NII Holdings, Inc. †  68,399  1,843,353 

Nippon Telegraph & Telephone (NTT) Corp. (Japan)  28,900  1,389,765 

NTELOS Holdings Corp.  9,771  173,240 

NTT DoCoMo, Inc. (Japan)  391  713,170 

Premiere Global Services, Inc. †  13,927  89,411 

Qualcomm, Inc.  16,522  803,465 

Tele2 AB Class B (Sweden)  16,529  303,452 

Telecity Group PLC (United Kingdom) †  10,357  89,542 

Telecom Corp. of New Zealand, Ltd. (New Zealand)  369,627  731,880 

Telenet Group Holding NV (Belgium) †  5,877  215,681 

USA Mobility, Inc.  9,701  128,053 

Verizon Communications, Inc.  126,325  4,648,760 

Virgin Media, Inc. (United Kingdom)  5,600  136,360 

Vodafone Group PLC (United Kingdom)  216,280  559,531 

    27,983,323 

 

26



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Conglomerates (0.5%)     
3M Co.  5,096  $365,842 

General Electric Co.  222,682  3,393,674 

Marubeni Corp. (Japan)  22,000  123,100 

Mitsui & Co., Ltd. (Japan)  43,200  625,643 

Siemens AG (Germany)  10,360  937,518 

SPX Corp.  27,539  1,247,792 

    6,693,569 
Consumer cyclicals (5.1%)     
99 Cents Only Stores †  8,270  152,333 

Advance America Cash Advance Centers, Inc.  10,072  74,130 

Advance Auto Parts, Inc.  24,900  1,446,690 

Aeropostale, Inc. †  2,418  26,139 

Alliance Data Systems Corp. † S  2,453  227,393 

AMERCO †  729  45,526 

ANN, Inc. †  10,789  246,421 

Apollo Tyres, Ltd. (India)  118,560  132,697 

Arbitron, Inc.  2,783  92,062 

Asahi Diamond Industrial Co., Ltd. (Japan)  13,800  191,886 

Ascena Retail Group, Inc. †  7,120  192,738 

Audiovox Corp. Class A †  31,686  173,956 

Bayerische Motoren Werke (BMW) AG (Germany)  3,454  229,248 

Big Lots, Inc. †  9,226  321,342 

Brunswick Corp.  10,825  151,983 

Bunzl PLC (United Kingdom)  23,892  284,293 

Burberry Group PLC (United Kingdom)  47,027  852,815 

Cash America International, Inc.  3,374  172,614 

Cato Corp. (The) Class A  3,436  77,516 

Christian Dior SA (France)  3,845  430,866 

Coach, Inc.  33,862  1,755,067 

Compass Group PLC (United Kingdom)  51,060  413,650 

Conn’s, Inc. † S  17,660  126,799 

Ctrip.com Int’l, Ltd. ADR (China) †  3,700  118,992 

Daimler AG (Registered Shares) (Germany)  8,899  394,837 

Deluxe Corp.  12,079  224,669 

DG FastChannel, Inc. †  5,602  94,954 

Dillards, Inc. Class A  3,545  154,137 

Dongfeng Motor Group Co., Ltd. (China)  36,000  47,726 

DSW, Inc. Class A  10,734  495,696 

Dun & Bradstreet Corp. (The)  24,900  1,525,374 

Elders, Ltd. (Australia) †  35,584  9,843 

Expedia, Inc.  58,000  1,493,500 

Express, Inc.  5,717  115,998 

EZCORP, Inc. Class A †  14,601  416,713 

FelCor Lodging Trust, Inc. † R  33,136  77,207 

Fiat Industrial SpA (Italy) †  11,816  88,252 

Fiat SpA (Italy)  58,813  318,391 

Finish Line, Inc. (The) Class A  15,857  316,981 

 

27



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Consumer cyclicals cont.     
First Cash Financial Services, Inc. †  1,287  $53,990 

Foot Locker, Inc.  74,100  1,488,669 

GameStop Corp. Class A † S  67,627  1,562,184 

Genesco, Inc. †  3,721  191,743 

Genting Bhd (Malaysia)  18,200  51,513 

Global Payments, Inc.  8,145  328,977 

GNC Holdings, Inc. Class A †  17,834  358,820 

GOME Electrical Appliances Holdings, Ltd. (China)  283,000  64,427 

Gordmans Stores, Inc. †  3,106  37,179 

Harman International Industries, Inc.  27,100  774,518 

Healthcare Services Group, Inc.  11,423  184,367 

Helen of Troy, Ltd. (Bermuda) †  2,385  59,911 

Hillenbrand, Inc.  12,671  233,146 

Iconix Brand Group, Inc. †  7,417  117,189 

Indofood Agri Resources, Ltd. (Singapore) †  6,000  5,569 

Industria de Diseno Textil (Inditex) SA (Spain)  6,263  537,250 

Interpublic Group of Companies, Inc. (The)  148,800  1,071,360 

Intersections, Inc.  5,132  65,946 

JB Hi-Fi, Ltd. (Australia) S  4,616  67,027 

Jos. A. Bank Clothiers, Inc. †  3,457  161,200 

Kimberly-Clark Corp.  48,300  3,429,783 

Kingfisher PLC (United Kingdom)  141,832  544,660 

Knology, Inc. †  26,743  347,124 

La-Z-Boy, Inc. †  19,298  142,998 

Leapfrog Enterprises, Inc. †  37,715  127,100 

LG Corp. (South Korea)  1,930  96,208 

Limited Brands, Inc.  64,800  2,495,448 

LS Corp. (South Korea)  1,376  83,183 

M6-Metropole Television (France)  11,803  192,276 

Maidenform Brands, Inc. †  8,422  197,159 

MasTec, Inc. †  11,212  197,443 

Media Nusantara Citra Tbk PT (Indonesia)  463,500  53,088 

Men’s Wearhouse, Inc. (The)  4,480  116,838 

Moody’s Corp.  20,179  614,451 

National CineMedia, Inc.  13,578  197,017 

News Corp. Class A  60,504  935,997 

Next PLC (United Kingdom)  35,236  1,381,747 

Nissan Motor Co., Ltd. (Japan)  95,900  847,987 

Nu Skin Enterprises, Inc. Class A  4,966  201,222 

Omnicom Group, Inc.  58,300  2,147,772 

OPAP SA (Greece)  24,655  250,577 

Perry Ellis International, Inc. †  10,184  191,459 

Peugeot SA (France)  30,706  654,407 

Porsche Automobil Holding SE (Preference) (Germany)  6,514  312,350 

PPR SA (France)  1,727  223,159 

 

28



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Consumer cyclicals cont.     
PVH Corp.  2,025  $117,936 

R. R. Donnelley & Sons Co.  59,300  837,316 

Randstad Holding NV (Netherlands)  3,104  99,184 

Rent-A-Center, Inc.  4,000  109,800 

Select Comfort Corp. †  9,771  136,501 

Signet Jewelers, Ltd. (Bermuda) †  3,592  121,410 

Sinclair Broadcast Group, Inc. Class A  31,408  225,195 

Sonic Automotive, Inc. Class A  41,893  452,025 

Sony Corp. (Japan)  44,100  846,830 

Sotheby’s Holdings, Inc. Class A  2,758  76,038 

Steven Madden, Ltd. †  14,404  433,560 

Suzuki Motor Corp. (Japan)  29,300  644,907 

Swire Pacific, Ltd. (Hong Kong)  80,500  826,854 

Time Warner, Inc.  92,349  2,767,700 

TJX Cos., Inc. (The)  54,900  3,045,303 

TNS, Inc. †  12,174  228,871 

Town Sports International Holdings, Inc. †  14,765  107,194 

Trump Entertainment Resorts, Inc. F  180  765 

TRW Automotive Holdings Corp. †  19,000  621,870 

TUI Travel PLC (United Kingdom)  129,410  298,749 

Valeo SA (France)  12,997  546,695 

ValueClick, Inc. †  4,092  63,672 

VF Corp.  17,746  2,156,494 

Viacom, Inc. Class B  42,661  1,652,687 

Volkswagen AG (Preference) (Germany)  3,498  463,562 

Wal-Mart Stores, Inc.  104,902  5,444,414 

Walt Disney Co. (The)  17,800  536,848 

Warnaco Group, Inc. (The) †  6,240  287,602 

Williams-Sonoma, Inc.  39,300  1,210,047 

WPP PLC (Ireland)  40,621  375,298 

Yamada Denki Co., Ltd. (Japan)  1,500  104,788 

    61,947,987 
Consumer staples (4.2%)     
AFC Enterprises †  36,860  436,054 

Ajinomoto Co., Inc. (Japan)  24,000  284,000 

American Greetings Corp. Class A  7,015  129,778 

Anheuser-Busch InBev NV (Belgium)  17,275  917,691 

Associated British Foods PLC (United Kingdom)  7,470  128,352 

Avis Budget Group, Inc. †  24,411  236,054 

Beacon Roofing Supply, Inc. †  12,925  206,671 

BRF — Brasil Foods SA ADR (Brazil)  1,989  34,867 

Brinker International, Inc.  13,677  286,123 

British American Tobacco (BAT) PLC (United Kingdom)  11,543  490,144 

Bunge, Ltd.  805  46,923 

Carlsberg A/S Class B (Denmark)  1,732  102,910 

CEC Entertainment, Inc.  1,649  46,947 

Chaoda Modern Agriculture Holdings, Ltd. (China)  58,000  7,715 

 

29



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Consumer staples cont.     
Cheesecake Factory, Inc. (The) †  3,481  $85,807 

Chiquita Brands International, Inc. †  700  5,838 

Coca-Cola Bottling Co. Consolidated  1,578  87,516 

Coca-Cola Co. (The)  38,500  2,601,060 

Core-Mark Holding Co., Inc. †  4,052  124,113 

Corn Products International, Inc.  830  32,569 

Costco Wholesale Corp.  10,100  829,412 

CVS Caremark Corp.  53,000  1,779,740 

Danone (France)  6,248  385,156 

Darling International, Inc. †  7,017  88,344 

DeNA Co., Ltd. (Japan)  4,400  184,182 

DineEquity, Inc. †  8,030  309,075 

Domino’s Pizza, Inc. †  10,749  292,910 

Dr. Pepper Snapple Group, Inc.  70,100  2,718,478 

Elizabeth Arden, Inc. †  12,608  358,572 

Energizer Holdings, Inc. †  14,970  994,607 

Genuine Parts Co.  38,000  1,930,400 

Geo Group, Inc. (The) †  11,817  219,324 

Glanbia PLC (Ireland)  2,493  14,842 

Heineken Holding NV (Netherlands)  8,698  336,084 

Henkel AG & Co. KGaA (Germany)  2,964  157,759 

Imperial Tobacco Group PLC (United Kingdom)  2,699  91,313 

IOI Corp. Bhd (Malaysia)  21,500  31,060 

Jack in the Box, Inc. †  6,530  130,078 

Japan Tobacco, Inc. (Japan)  248  1,157,714 

Kao Corp. (Japan)  18,600  517,690 

Kerry Group PLC Class A (Ireland)  24,752  868,037 

Koninklijke Ahold NV (Netherlands)  85,187  1,003,327 

Kroger Co. (The)  63,600  1,396,656 

Kuala Lumpur Kepong Bhd (Malaysia)  5,100  33,268 

Lawson, Inc. (Japan)  3,700  209,249 

Lincoln Educational Services Corp.  4,934  39,916 

Lorillard, Inc.  13,800  1,527,660 

Maple Leaf Foods, Inc. (Canada)  1,612  17,571 

McDonald’s Corp.  13,900  1,220,698 

MEIJI Holdings Co., Ltd. (Japan)  7,200  341,236 

MWI Veterinary Supply, Inc. †  1,748  120,297 

Nestle SA (Switzerland)  14,087  775,222 

Nippon Meat Packers, Inc. (Japan)  81,000  1,052,749 

Olam International, Ltd. (Singapore)  104,045  177,555 

Omega Protein Corp. †  8,646  78,506 

Papa John’s International, Inc. †  3,350  101,840 

PepsiCo, Inc.  27,127  1,679,161 

Philip Morris International, Inc.  70,278  4,383,942 

Prestige Brands Holdings, Inc. †  14,715  133,171 

Procter & Gamble Co. (The)  62,340  3,938,641 

 

30



COMMON STOCKS (39.3%)* cont.  Shares  Value 
Consumer staples cont.     
PT Perusahaan Perkebunan London Sumatra Indonesia     
Tbk (Indonesia)  77,000  $17,643 

Rakuten, Inc. (Japan)  243  283,933 

Reckitt Benckiser Group PLC (United Kingdom)  33,743  1,709,060 

Safeway, Inc.  123,704  2,057,198 

Sally Beauty Holdings, Inc. †  9,122  151,425 

Shutterfly, Inc. †  1,278  52,628 

Smithfield Foods, Inc. †  907  17,687 

Spartan Stores, Inc.  6,906  106,905 

Spectrum Brands Holdings, Inc. †  4,543  107,306 

Suedzucker AG (Germany)  5,542  157,516 

Tate & Lyle PLC (United Kingdom)  2,830  27,428 

Tesco PLC (United Kingdom)  27,241  159,636 

Tyson Foods, Inc. Class A  1,587  27,550 

Unilever NV (Netherlands)  24,220  768,434 

Unilever PLC (United Kingdom)  4,469  140,251 

USANA Health Sciences, Inc. †  3,163  86,983 

W.W. Grainger, Inc. S  20,700  3,095,478 

Walgreen Co.  46,700  1,535,963 

WM Morrison Supermarkets PLC (United Kingdom)  60,013  271,106 

Wolseley PLC (Switzerland)  47,451  1,183,366 

Yamazaki Baking Co., Inc. (Japan)  54,000  820,257 

Zhongpin, Inc. (China) †  14,600  110,960 

    50,805,287 
Energy (3.9%)     
BG Group PLC (United Kingdom)  49,130  937,258 

BP PLC (United Kingdom)  144,962  871,058 

Cairn Energy PLC (United Kingdom) †  11,112  48,246 

Caltex Australia, Ltd. (Australia)  38,511  397,903 

Cameron International Corp. †  65,600  2,725,024 

Canadian Natural Resources, Ltd. (Canada)  9,800  288,837 

Chevron Corp.  41,263  3,817,653 

Cimarex Energy Co.  35,500  1,977,350 

Clayton Williams Energy, Inc. † S  2,480  106,169 

Compagnie Generale de Geophysique-Veritas (France) †  27,197  478,369 

Complete Production Services, Inc. †  10,760  202,826 

Compton Petroleum Corp. (Canada) †  12,497  74,667 

ConocoPhillips  19,703  1,247,594 

Contango Oil & Gas Co. †  3,043  166,483 

CVR Energy, Inc. †  10,772  227,720 

Deepocean Group (Shell) (acquired 6/9/11,     
cost $122,268) (Norway) ‡  8,432  118,048 

Energy Partners, Ltd. †  11,675  129,242 

ENI SpA (Italy)  39,083  687,859 

Exxon Mobil Corp.  145,305  10,553,502 

First Solar, Inc. † S  2,104  132,994 

Gazprom OAO ADR (Russia)  17,300  165,215 

 

31



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Energy cont.     
Halliburton Co.  102,381  $3,124,668 

Helix Energy Solutions Group, Inc. †  22,287  291,960 

Hidili Industry International Development, Ltd. (China)  177,000  50,037 

Inpex Corp. (Japan)  84  517,944 

Marathon Oil Corp.  54,400  1,173,952 

Marathon Petroleum Corp.  27,150  734,679 

Murphy Oil Corp.  44,700  1,973,952 

Nexen, Inc. (Canada)  8,036  125,466 

Occidental Petroleum Corp.  6,008  429,572 

Oceaneering International, Inc.  72,900  2,576,286 

Peabody Energy Corp.  57,900  1,961,652 

Petrofac, Ltd. (United Kingdom)  16,124  298,856 

Petroleo Brasileiro SA ADR (Brazil)  3,400  76,330 

Petroquest Energy, Inc. † S  7,360  40,480 

Rosetta Resources, Inc. † S  14,242  487,361 

Royal Dutch Shell PLC Class B (United Kingdom)  50,868  1,582,837 

Schlumberger, Ltd.  11,700  698,841 

Stallion Oilfield Holdings, Ltd.  923  30,459 

Statoil ASA (Norway)  59,358  1,273,129 

Stone Energy Corp. †  20,440  331,332 

Swift Energy Co. †  6,332  154,121 

Technip SA (France)  4,969  398,327 

TETRA Technologies, Inc. †  10,915  84,264 

Total SA (France)  8,753  386,574 

Tullow Oil PLC (United Kingdom)  21,723  441,537 

Unit Corp. †  3,846  141,994 

Vaalco Energy, Inc. †  21,293  103,484 

Valero Energy Corp.  148,400  2,638,552 

W&T Offshore, Inc.  10,290  141,590 

Walter Energy, Inc.  8,171  490,342 

Western Refining, Inc. †  9,061  112,900 

    48,227,495 
Financials (5.9%)     
3i Group PLC (United Kingdom)  56,402  164,372 

ACE, Ltd.  5,239  317,483 

Affiliated Managers Group †  15,000  1,170,750 

Aflac, Inc.  30,000  1,048,500 

Agree Realty Corp. R  6,979  152,003 

AIA Group, Ltd. (Hong Kong)  150,400  425,823 

Allianz SE (Germany)  6,357  599,204 

Allied World Assurance Co. Holdings AG  29,323  1,574,938 

American Capital Agency Corp. R  4,638  125,690 

American Equity Investment Life Holding Co.  21,263  186,051 

American Express Co.  27,600  1,239,240 

American Financial Group, Inc.  4,960  154,107 

American Safety Insurance Holdings, Ltd. †  10,683  196,567 

Annaly Capital Management, Inc. R  86,900  1,445,147 

 

32



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Financials cont.     
Anworth Mortgage Asset Corp. R  17,350  $117,980 

Arch Capital Group, Ltd. †  14,996  489,994 

Arlington Asset Investment Corp. Class A  4,492  108,033 

Ashford Hospitality Trust, Inc. R  16,862  118,371 

Aspen Insurance Holdings, Ltd.  6,794  156,534 

Assurant, Inc.  34,300  1,227,940 

Assured Guaranty, Ltd. (Bermuda)  35,051  385,210 

Australia & New Zealand Banking Group, Ltd. (Australia)  84,071  1,565,278 

AvalonBay Communities, Inc. R  4,600  524,630 

Aviva PLC (United Kingdom)  19,453  92,086 

AXA SA (France)  21,323  277,325 

Banca Monte dei Paschi di Siena SpA (Italy)  276,191  153,943 

Banco Bradesco SA ADR (Brazil)  19,384  286,689 

Banco Latinoamericano de Exportaciones SA Class E (Panama)  15,447  235,258 

Banco Santander Central Hispano SA (Spain)  14,866  121,734 

Bank of America Corp.  239,934  1,468,396 

Bank of Marin Bancorp.  2,760  91,190 

Bank of the Ozarks, Inc.  15,508  324,582 

Barclays PLC (United Kingdom)  459,273  1,129,496 

Barratt Developments PLC (United Kingdom) †  88,531  107,388 

Berkshire Hathaway, Inc. Class B †  29,400  2,088,576 

BNP Paribas SA (France)  26,414  1,047,285 

Broadridge Financial Solutions, Inc.  86,500  1,742,110 

Cardtronics, Inc. †  7,277  166,789 

CBL & Associates Properties, Inc. R  16,706  189,780 

CBOE Holdings, Inc.  6,821  166,910 

CFS Retail Property Trust (Australia) R  78,374  131,790 

Cheung Kong Holdings, Ltd. (Hong Kong)  18,000  192,193 

China Construction Bank Corp. (China)  786,000  469,160 

Chubb Corp. (The)  15,300  917,847 

Citigroup, Inc.  92,263  2,363,778 

Citizens & Northern Corp.  8,315  123,561 

CNO Financial Group, Inc. †  28,769  155,640 

Commerzbank AG (Germany) †  49,744  125,434 

CommonWealth REIT R  28,377  538,312 

Community Bank System, Inc.  6,173  140,065 

CubeSmart R  11,021  94,009 

DBS Group Holdings, Ltd. (Singapore)  16,000  143,574 

Deutsche Bank AG (Germany)  13,698  478,068 

Dexus Property Group (Australia)  122,929  97,207 

DFC Global Corp. †  6,749  147,466 

DnB NOR ASA (Norway)  13,158  131,860 

E*Trade Financial Corp. †  17,261  157,248 

East West Bancorp, Inc.  18,728  279,234 

Education Realty Trust, Inc. R  10,798  92,755 

Endurance Specialty Holdings, Ltd. (Bermuda)  25,800  881,070 

 

33



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Financials cont.     
Equity Residential Trust R  9,800  $508,326 

Extra Space Storage, Inc. R  5,532  103,061 

Fifth Third Bancorp  86,800  876,680 

Financial Institutions, Inc.  8,562  122,094 

First Financial Bancorp  9,580  132,204 

First Industrial Realty Trust † R  11,636  93,088 

Flagstone Reinsurance Holdings SA (Luxembourg)  15,445  119,699 

Flushing Financial Corp.  14,955  161,514 

Glimcher Realty Trust R  24,494  173,418 

Goldman Sachs Group, Inc. (The)  11,249  1,063,593 

Hang Lung Group, Ltd. (Hong Kong)  114,000  579,155 

Hartford Financial Services Group, Inc. (The)  80,900  1,305,726 

Heartland Financial USA, Inc.  5,752  81,563 

Henderson Land Development Co., Ltd. (Hong Kong)  20,000  88,752 

Home Bancshares, Inc.  6,382  135,426 

HSBC Holdings PLC (London Exchange) (United Kingdom)  180,614  1,379,037 

Hudson City Bancorp, Inc.  120,100  679,766 

Huntington Bancshares, Inc.  140,700  675,360 

Industrial and Commercial Bank of China, Ltd. (China)  191,000  92,353 

ING Groep NV GDR (Netherlands) †  56,365  397,364 

Interactive Brokers Group, Inc. Class A  7,918  110,298 

International Bancshares Corp.  11,254  147,990 

Intesa Sanpaolo SpA (Italy)  438,220  685,874 

Invesco Mortgage Capital, Inc. R  6,418  90,686 

Israel Corp., Ltd. (The) (Israel)  894  578,053 

JPMorgan Chase & Co.  113,998  3,433,620 

Julius Baer Group, Ltd. (Switzerland) †  2,867  95,647 

KB Financial Group, Inc. (South Korea)  7  229 

Kinnevik Investment AB Class B (Sweden)  26,684  496,425 

Lexington Realty Trust R  25,717  168,189 

Lloyds Banking Group PLC (United Kingdom) †  1,610,227  855,400 

LSR Group OJSC GDR (Russia)  18,301  66,541 

LTC Properties, Inc. R  9,244  234,058 

Macquarie Group, Ltd. (Australia)  3,815  81,815 

Maiden Holdings, Ltd. (Bermuda)  14,221  105,093 

MainSource Financial Group, Inc.  12,762  111,285 

MarketAxess Holdings, Inc.  1,627  42,335 

Merchants Bancshares, Inc.  3,897  104,362 

MFA Financial, Inc. R  14,680  103,054 

Mission West Properties R  12,235  92,864 

Mitsubishi Estate Co., Ltd. (Japan)  16,000  259,098 

Mitsubishi UFJ Financial Group, Inc. (Japan)  86,700  389,907 

Mizuho Financial Group, Inc. (Japan)  557,960  806,354 

Morgan Stanley  85,000  1,147,500 

Nasdaq OMX Group, Inc. (The) †  50,300  1,163,942 

National Australia Bank, Ltd. (Australia)  28,693  611,152 

 

34



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Financials cont.     
National Bank of Canada (Canada)  3,156  $211,277 

National Financial Partners Corp. †  6,942  75,945 

National Health Investors, Inc. R  9,700  408,661 

Nelnet, Inc. Class A  7,788  146,259 

Newcastle Investment Corp. R  33,038  134,465 

Omega Healthcare Investors, Inc. R  6,981  111,207 

Oriental Financial Group (Puerto Rico)  10,788  104,320 

ORIX Corp. (Japan)  6,660  519,316 

Persimmon PLC (United Kingdom)  32,923  232,994 

Ping An Insurance (Group) Co. of China, Ltd. (China)  33,000  184,512 

PNC Financial Services Group, Inc.  52,300  2,520,337 

Popular, Inc. (Puerto Rico) †  51,826  77,739 

Portfolio Recovery Associates, Inc. †  1,694  105,401 

Protective Life Corp.  6,625  103,549 

Prudential PLC (United Kingdom)  56,938  488,234 

PS Business Parks, Inc. R  4,428  219,363 

Rayonier, Inc. R  65,450  2,407,906 

RenaissanceRe Holdings, Ltd.  10,725  684,255 

Republic Bancorp, Inc. Class A  3,083  54,600 

Rossi Residencial SA (Brazil)  37,700  175,707 

Saul Centers, Inc. R  3,343  113,027 

Sberbank of Russia ADR (Russia) †  31,118  271,433 

Sberbank OJSC (Russia)  36,172  78,222 

SCOR (France)  5,096  110,047 

Simon Property Group, Inc. R  8,400  923,832 

Soho China, Ltd. (China)  196,000  121,821 

Southside Bancshares, Inc.  10,035  180,730 

Standard Chartered PLC (United Kingdom)  29,890  597,677 

Starwood Property Trust, Inc. R  4,983  85,508 

State Street Corp.  17,500  562,800 

Swiss Life Holding AG (Switzerland) †  5,477  599,317 

Swiss Re AG (Switzerland) †  4,425  206,176 

Symetra Financial Corp.  14,303  116,569 

Tokio Marine Holdings, Inc. (Japan)  36,700  930,835 

Transatlantic Holdings, Inc.  2,251  109,219 

Travelers Cos., Inc. (The)  13,400  652,982 

U.S. Bancorp  72,900  1,716,066 

Universal Health Realty Income Trust R  2,159  72,564 

Urstadt Biddle Properties, Inc. Class A R  6,889  110,017 

Virginia Commerce Bancorp, Inc. †  20,960  123,035 

Warsaw Stock Exchange (Poland)  5,949  76,096 

Washington Banking Co.  8,177  79,562 

Webster Financial Corp.  6,496  99,389 

Wells Fargo & Co.  76,779  1,851,909 

Westfield Retail Trust (Australia) R  179,440  417,312 

Westpac Banking Corp. (Australia)  33,870  652,632 

 

35



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Financials cont.     
Wheelock and Co., Ltd. (Hong Kong)  62,000  $181,303 

World Acceptance Corp. †  2,607  145,862 

    71,745,592 
Health care (4.9%)     
Abbott Laboratories  19,200  981,888 

Aetna, Inc.  63,573  2,310,879 

Air Methods Corp. †  1,258  80,097 

Akorn, Inc. †  8,815  68,845 

Allergan, Inc.  40,700  3,352,866 

Amedisys, Inc. †  2,092  31,003 

AmerisourceBergen Corp.  50,200  1,870,954 

AmSurg Corp. †  5,812  130,770 

Astellas Pharma, Inc. (Japan)  14,800  558,661 

AstraZeneca PLC (United Kingdom)  39,395  1,747,468 

AVEO Pharmaceuticals, Inc. †  5,791  89,123 

Bayer AG (Germany)  1,898  104,482 

BioMarin Pharmaceuticals, Inc. †  4,345  138,475 

BioMerieux (France)  4,569  398,941 

Biotest AG (Preference) (Germany)  2,652  129,350 

Cardinal Health, Inc.  54,200  2,269,896 

Centene Corp. †  6,589  188,907 

Coloplast A/S Class B (Denmark)  2,061  297,969 

Computer Programs & Systems, Inc.  2,502  165,507 

Conmed Corp. †  11,707  269,378 

Cooper Companies, Inc. (The)  3,483  275,679 

Cubist Pharmaceuticals, Inc. †  9,683  342,004 

Elan Corp. PLC ADR (Ireland) †  53,342  561,691 

Eli Lilly & Co.  63,490  2,347,225 

Endo Pharmaceuticals Holdings, Inc. †  10,540  295,015 

Forest Laboratories, Inc. †  81,432  2,507,291 

Gentiva Health Services, Inc. †  4,054  22,378 

Gilead Sciences, Inc. †  87,200  3,383,360 

GlaxoSmithKline PLC (United Kingdom)  73,565  1,521,634 

Greatbatch, Inc. †  5,906  118,179 

Grifols SA (Spain) †  9,871  184,955 

Health Net, Inc. †  31,000  735,010 

HealthSpring, Inc. †  4,544  165,674 

Healthways, Inc. †  6,629  65,163 

Hi-Tech Pharmacal Co., Inc. †  5,426  182,314 

Human Genome Sciences, Inc. †  6,436  81,673 

Humana, Inc.  29,400  2,138,262 

Impax Laboratories, Inc. †  11,684  209,260 

InterMune, Inc. †  4,209  85,022 

ISTA Pharmaceuticals, Inc. †  28,409  98,011 

Jazz Pharmaceuticals, Inc. †  17,142  711,736 

Johnson & Johnson  58,080  3,700,277 

Kensey Nash Corp. †  5,902  144,599 

 

36



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Health care cont.     
Kindred Healthcare, Inc. †  9,630  $83,011 

Laboratory Corp. of America Holdings †  18,400  1,454,520 

Lincare Holdings, Inc.  4,911  110,498 

Magellan Health Services, Inc. †  6,461  312,066 

Medco Health Solutions, Inc. †  48,900  2,292,921 

Medicines Co. (The) †  6,584  97,970 

Medicis Pharmaceutical Corp. Class A  5,984  218,296 

Merck & Co., Inc.  53,499  1,749,952 

Metropolitan Health Networks, Inc. †  15,442  70,107 

Mitsubishi Tanabe Pharma (Japan)  28,500  528,636 

Molina Healthcare, Inc. †  9,381  144,843 

Momenta Pharmaceuticals, Inc. †  3,805  43,758 

Neurocrine Biosciences, Inc. †  14,862  88,875 

Novartis AG (Switzerland)  28,726  1,604,956 

Omnicare, Inc.  12,742  324,029 

Onyx Pharmaceuticals, Inc. †  3,336  100,113 

OraSure Technologies, Inc. †  46,114  367,067 

Orion Oyj Class B (Finland)  11,501  231,902 

Par Pharmaceutical Cos., Inc. †  17,594  468,352 

Pfizer, Inc.  155,023  2,740,807 

Questcor Pharmaceuticals, Inc. †  4,035  109,994 

Roche Holding AG (Switzerland)  3,418  550,501 

RTI Biologics, Inc. †  40,288  132,548 

Salix Pharmaceuticals, Ltd. †  3,457  102,327 

Sanofi (France)  31,940  2,100,674 

Sanofi CVR (France) †  94,800  100,488 

Sciclone Pharmaceuticals, Inc. †  12,414  47,297 

Sequenom, Inc. †  18,521  94,272 

Sirona Dental Systems, Inc. †  2,599  110,224 

SonoSite, Inc. †  8,542  259,164 

Spectrum Pharmaceuticals, Inc. †  7,285  55,585 

STAAR Surgical Co. †  14,308  111,602 

Suzuken Co., Ltd. (Japan)  9,900  265,878 

Synthes, Inc. (Switzerland)  2,672  432,513 

Teva Pharmaceutical Industries, Ltd. ADR (Israel)  12,444  463,166 

Thoratec Corp. †  3,541  115,578 

United Therapeutics Corp. †  2,181  81,766 

UnitedHealth Group, Inc.  85,576  3,946,765 

Viropharma, Inc. †  19,873  359,105 

Waters Corp. †  34,000  2,566,660 

Watson Pharmaceuticals, Inc. †  6,588  449,631 

WellCare Health Plans, Inc. †  2,538  96,393 

    60,646,681 
Technology (5.6%)     
Acacia Research — Acacia Technologies (Tracking Stock) †  6,396  230,192 

Accenture PLC Class A  48,600  2,560,248 

Acme Packet, Inc. †  1,878  79,984 

 

37



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Technology cont.     
Actuate Corp. †  35,874  $198,024 

Aixtron SE (Germany) S  6,966  101,525 

Altek Corp. (Taiwan)  78,474  78,088 

Amdocs, Ltd. (United Kingdom) †  36,836  998,992 

Amkor Technologies, Inc. †  12,618  55,014 

Analog Devices, Inc.  35,600  1,112,500 

Anixter International, Inc.  5,280  250,483 

Apple, Inc. †  30,383  11,581,392 

Applied Materials, Inc.  261,400  2,705,490 

Asustek Computer, Inc. (Taiwan)  20,960  156,537 

Baidu, Inc. ADR (China) †  1,200  128,292 

Brooks Automation, Inc.  10,925  89,039 

CA, Inc.  55,800  1,083,078 

CACI International, Inc. Class A †  2,266  113,164 

Cavium, Inc. †  1,884  50,887 

Ceva, Inc. †  5,318  129,281 

Cirrus Logic, Inc. †  8,889  131,024 

Cisco Systems, Inc.  117,058  1,813,228 

Coherent, Inc. †  1,329  57,094 

Computershare, Ltd. (Australia)  15,554  111,035 

Cypress Semiconductor Corp. †  8,114  121,467 

Dell, Inc. †  152,724  2,161,045 

DST Systems, Inc.  5,284  231,598 

EnerSys †  9,119  182,562 

Entegris, Inc. †  28,400  181,192 

Entropic Communications, Inc. †  39,955  165,014 

F-Secure OYJ (Finland)  21,826  56,940 

F5 Networks, Inc. †  1,429  101,530 

Fair Isaac Corp.  10,856  236,986 

Fairchild Semiconductor Intl., Inc. †  18,314  197,791 

FEI Co. †  10,186  305,173 

Fujitsu, Ltd. (Japan)  196,000  923,869 

Gemalto NV (Netherlands)  3,223  153,911 

Google, Inc. Class A †  4,758  2,447,420 

GT Advanced Technologies, Inc. †  10,617  74,531 

Harris Corp.  59,300  2,026,281 

Hewlett-Packard Co.  87,828  1,971,739 

Hollysys Automation Technologies, Ltd. (China) † S  14,400  84,096 

Hon Hai Precision Industry Co., Ltd. (Taiwan)  25,100  56,031 

IBM Corp.  29,915  5,236,022 

Infineon Technologies AG (Germany)  50,396  371,763 

Infospace, Inc. †  8,025  67,089 

Integrated Silicon Solutions, Inc. †  5,191  40,542 

Intel Corp.  103,241  2,202,131 

KEMET Corp. †  9,623  68,804 

Konami Corp. (Japan)  11,700  393,061 

 

38



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Technology cont.     
L-3 Communications Holdings, Inc.  33,300  $2,063,601 

Lenovo Group, Ltd. (China)  554,000  370,543 

Lexmark International, Inc. Class A †  3,729  100,795 

LTX-Credence Corp. †  10,154  53,715 

Magma Design Automation, Inc. †  31,223  142,065 

Manhattan Associates, Inc. †  2,787  92,194 

Microsoft Corp.  301,260  7,498,361 

MicroStrategy, Inc. †  1,709  194,946 

Monotype Imaging Holdings, Inc. †  12,593  152,753 

Murata Manufacturing Co., Ltd. (Japan)  3,600  194,347 

Nanometrics, Inc. †  6,134  88,943 

NCI, Inc. †  135  1,611 

NIC, Inc.  7,265  83,184 

Nokia OYJ (Finland)  18,682  106,000 

Nova Measuring Instruments, Ltd. (Israel) †  18,541  99,565 

Novellus Systems, Inc. †  34,100  929,566 

Omnivision Technologies, Inc. †  6,396  89,800 

Oracle Corp.  59,549  1,711,438 

Pace PLC (United Kingdom)  57,759  85,407 

PC-Tel, Inc. †  6,137  37,743 

Photronics, Inc. †  20,555  102,364 

Plantronics, Inc.  3,331  94,767 

Polycom, Inc. †  10,516  193,179 

QLogic Corp. †  116,716  1,479,959 

RF Micro Devices, Inc. †  37,292  236,431 

Rohm Co., Ltd. (Japan)  2,900  150,813 

Samsung Electronics Co., Ltd. (South Korea)  291  203,849 

SanDisk Corp. †  2,700  108,945 

SAP AG (Germany)  6,628  338,432 

Seagate Technology  77,200  793,616 

Silicon Graphics International Corp. †  6,053  72,152 

Skyworks Solutions, Inc. †  5,936  106,492 

Skyworth Digital Holdings, Ltd. (China)  444,000  150,339 

Sourcefire, Inc. † S  7,717  206,507 

STEC, Inc. †  19,127  193,948 

Synchronoss Technologies, Inc. † S  4,899  122,034 

Taiwan Semiconductor Manufacturing Co., Ltd. (Taiwan)  33,000  74,770 

Tech Data Corp. †  9,178  396,765 

TeleCommunication Systems, Inc. Class A †  29,858  103,010 

Telefonaktiebolaget LM Ericsson Class B (Sweden)  21,508  206,903 

Tencent Holdings, Ltd. (China)  5,500  112,854 

Teradata Corp. †  41,300  2,210,789 

Teradyne, Inc. † S  132,800  1,462,128 

TIBCO Software, Inc. †  11,679  261,493 

Trend Micro, Inc. (Japan)  9,500  296,704 

TTM Technologies, Inc. †  12,268  116,669 

 

39



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Technology cont.     
Unimicron Technology Corp. (Taiwan)  128,000  $179,413 

Unisys Corp. †  2,725  42,755 

Verint Systems, Inc. †  6,584  173,093 

Websense, Inc. †  3,246  56,156 

Western Digital Corp. †  33,600  864,192 

Zix Corp. †  8,376  22,364 

    69,103,641 
Transportation (0.5%)     
AirAsia Bhd (Malaysia)  185,900  169,265 

Alaska Air Group, Inc. †  5,179  291,526 

Alexander & Baldwin, Inc.  7,400  270,322 

Central Japan Railway Co. (Japan)  141  1,229,261 

ComfortDelgro Corp., Ltd. (Singapore)  255,000  253,763 

Deutsche Post AG (Germany)  11,070  141,720 

Genesee & Wyoming, Inc. Class A †  7,044  327,687 

Hitachi Transport System, Ltd. (Japan)  11,700  216,660 

International Consolidated Airlines Group SA     
(United Kingdom) †  74,707  176,193 

United Continental Holdings, Inc. †  85,300  1,653,114 

US Airways Group, Inc. † S  19,300  106,150 

Wabtec Corp.  2,565  135,612 

Yangzijiang Shipbuilding Holdings, Ltd. (China)  946,000  631,137 

    5,602,410 
Utilities and power (1.5%)     
AES Corp. (The) †  128,979  1,258,835 

Alliant Energy Corp.  19,123  739,678 

Ameren Corp.  18,200  541,814 

American Electric Power Co., Inc.  21,363  812,221 

Atco, Ltd. Class I (Canada)  4,000  237,203 

Centrica PLC (United Kingdom)  88,972  409,746 

China Resources Power Holdings Co., Ltd. (China)  102,000  153,992 

China WindPower Group, Ltd. (China) †  2,070,000  96,128 

Chubu Electric Power, Inc. (Japan)  7,500  141,114 

CMS Energy Corp.  36,200  716,398 

DPL, Inc.  40,256  1,213,316 

Electric Power Development Co. (Japan)  10,900  321,388 

Enel SpA (Italy)  105,212  466,278 

Energias de Portugal (EDP) SA (Portugal)  273,610  841,762 

Entergy Corp.  16,400  1,087,156 

Exelon Corp.  69,900  2,978,439 

Fortum OYJ (Finland)  11,149  262,266 

GDF Suez (France)  4,610  137,947 

International Power PLC (United Kingdom)  16,555  78,567 

NRG Energy, Inc. †  39,100  829,311 

Public Power Corp. SA (Greece)  9,765  78,249 

Red Electrica Corp. SA (Spain)  24,771  1,132,309 

RWE AG (Germany)  5,312  195,931 

TECO Energy, Inc.  114,500  1,961,385 

 

40



COMMON STOCKS (39.3%)* cont.  Shares  Value 

 
Utilities and power cont.     
Toho Gas Co., Ltd. (Japan)  41,000  $269,323 

Tokyo Gas Co., Ltd. (Japan)  25,000  116,519 

Westar Energy, Inc. S  26,357  696,364 

    17,773,639 
 
Total common stocks (cost $483,301,565)    $480,363,889 
 
CORPORATE BONDS AND NOTES (18.1%)*  Principal amount  Value 

 
Basic materials (1.3%)     
Airgas, Inc. sr. unsec. unsub. notes 2.85s, 2013  $190,000  $194,614 

Allegheny Technologies, Inc. sr. unsec.     
unsub. notes 9 3/8s, 2019  135,000  169,933 

Allegheny Technologies, Inc. sr. unsec. unsub. notes 5.95s, 2021  90,000  94,721 

ArcelorMittal sr. unsec. unsub. 9.85s, 2019 (France)  665,000  757,590 

Associated Materials, LLC company     
guaranty sr. notes 9 1/8s, 2017  335,000  271,350 

Atkore International, Inc. 144A sr. notes 9 7/8s, 2018  340,000  307,700 

BHP Billiton Finance USA, Ltd. company guaranty sr. unsec.     
unsub. notes 6 1/2s, 2019 (Canada)  460,000  565,259 

Catalyst Paper Corp. 144A company guaranty sr. notes 11s,     
2016 (Canada)  30,000  19,500 

Celanese US Holdings, LLC company guaranty sr. unsec.     
notes 6 5/8s, 2018 (Germany)  120,000  124,050 

Celanese US Holdings, LLC sr. notes 5 7/8s, 2021 (Germany)  235,000  231,475 

Clondalkin Acquisition BV 144A company     
guaranty sr. notes FRN 2.347s, 2013 (Netherlands)  105,000  93,450 

Compass Minerals International, Inc. company     
guaranty sr. unsec. notes 8s, 2019  285,000  297,825 

Dow Chemical Co. (The) sr. unsec. unsub. notes 8.55s, 2019  425,000  544,408 

Dynacast International, LLC/Dynacast Finance, Inc. 144A     
notes 9 1/4s, 2019  75,000  70,313 

E.I. du Pont de Nemours & Co. sr. notes 3 5/8s, 2021  525,000  548,006 

E.I. du Pont de Nemours & Co. sr. unsec. notes FRN 0.778s, 2014  115,000  115,350 

Exopack Holding Corp. 144A sr. notes 10s, 2018  185,000  172,975 

Ferro Corp. sr. unsec. notes 7 7/8s, 2018  475,000  475,000 

FMG Resources August 2006 Pty, Ltd. 144A sr. notes 7s,     
2015 (Australia)  200,000  189,000 

FMG Resources August 2006 Pty, Ltd. 144A sr. notes 6 7/8s,     
2018 (Australia)  335,000  309,875 

Freeport-McMoRan Copper & Gold, Inc. sr. unsec.     
notes 8 3/8s, 2017 (Indonesia)  1,617,000  1,732,211 

Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, ULC     
company guaranty notes 9s, 2020  125,000  91,563 

Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, ULC     
company guaranty sr. notes 8 7/8s, 2018  220,000  181,500 

Huntsman International, LLC company guaranty sr. unsec.     
sub. notes 8 5/8s, 2021  145,000  138,838 

Huntsman International, LLC company guaranty sr. unsec.     
sub. notes 8 5/8s, 2020  265,000  257,713 

 

41



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

Basic materials cont.       
INEOS Finance PLC 144A company guaranty sr. notes 9s, 2015       
(United Kingdom)    $155,000  $152,675 

INEOS Group Holdings, Ltd. company guaranty sr. unsec.       
notes Ser. REGS, 7 7/8s, 2016 (United Kingdom)  EUR  135,000  125,542 

International Paper Co. sr. unsec. notes 7.95s, 2018    $505,000  583,289 

Lubrizol Corp. (The) sr. unsec. notes 8 7/8s, 2019    310,000  420,423 

Lyondell Chemical Co. sr. notes 11s, 2018    874,584  944,551 

Lyondell Chemical Co. 144A company guaranty sr. notes 8s, 2017    278,000  299,545 

Momentive Performance Materials, Inc. notes 9s, 2021    430,000  294,550 

NewPage Corp. company guaranty sr. notes 11 3/8s, 2014 (In default) †  215,000  159,638 

Nexeo Solutions, LLC/Nexeo Solutions Finance Corp. 144A       
company guaranty sr. sub. notes 8 3/8s, 2018    185,000  182,688 

Norbord, Inc. sr. unsub. plants equip. 7 1/4s, 2012 (Canada)    55,000  53,488 

Novelis, Inc. company guaranty sr. unsec. notes 8 3/4s, 2020    445,000  436,100 

Novelis, Inc. company guaranty sr. unsec. notes 7 1/4s, 2015    268,000  263,310 

Old All, Inc. company guaranty sr. unsec. notes 9s,       
2014 (In default) F     295,000   

PE Paper Escrow GmbH sr. notes Ser. REGS, 11 3/4s,       
2014 (Austria)  EUR  70,000  97,223 

PE Paper Escrow GmbH 144A sr. notes 12s, 2014 (Austria)    $275,000  288,063 

Pregis Corp. company guaranty notes FRN 6.605s, 2013  EUR  50,000  60,467 

Pregis Corp. company guaranty sr. sub. notes 12 3/8s, 2013    $165,000  150,150 

Rio Tinto Finance USA, Ltd. company guaranty sr. unsec.       
notes 9s, 2019 (Australia)    395,000  531,578 

Rio Tinto Finance USA, Ltd. company guaranty sr. unsec.       
unsub. notes 3 1/2s, 2020 (Australia)    135,000  132,748 

Rohm & Haas Co. sr. unsec. unsub. notes 7.85s, 2029    300,000  383,289 

Sealed Air Corp. 144A sr. unsec. notes 8 3/8s, 2021 Δ    100,000  101,000 

Smurfit Kappa Funding PLC sr. sub. notes 7 3/4s,       
2015 (Ireland)  EUR  5,000  6,232 

Smurfit Kappa Funding PLC sr. unsec. sub. notes 7 3/4s,       
2015 (Ireland)    $200,000  192,000 

Smurfit Kappa Treasury company guaranty sr. unsec.       
unsub. debs 7 1/2s, 2025 (Ireland)    55,000  50,050 

Solutia, Inc. company guaranty sr. unsec. notes 8 3/4s, 2017    265,000  282,225 

Solutia, Inc. company guaranty sr. unsec. notes 7 7/8s, 2020    315,000  330,750 

Steel Dynamics, Inc. sr. unsec. unsub. notes 7 3/4s, 2016    286,000  284,570 

Styrolution GmbH 144A sr. notes 7 5/8s, 2016 (Germany)  EUR  115,000  114,002 

Teck Resources Limited sr. notes 10 1/4s, 2016 (Canada)    $260,000  305,656 

Thompson Creek Metals Co., Inc. 144A company       
guaranty sr. notes 7 3/8s, 2018 (Canada)    130,000  117,000 

TPC Group, LLC 144A sr. notes 8 1/4s, 2017    305,000  298,900 

Tube City IMS Corp. company guaranty sr. unsec.       
sub. notes 9 3/4s, 2015    275,000  262,625 

Verso Paper Holdings, LLC/Verso Paper, Inc. company       
guaranty sr. notes 8 3/4s, 2019    175,000  120,750 

Xstrata Finance Canada, Ltd. 144A company guaranty 5.8s,       
2016 (Canada)    180,000  197,906 

      16,177,202 

 

42



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Capital goods (0.9%)       
Allied Waste North America, Inc. company       
guaranty sr. unsec. notes 6 7/8s, 2017    $595,000  $635,906 

Allison Transmission 144A company guaranty 11s, 2015    270,000  279,450 

Altra Holdings, Inc. company guaranty sr. notes 8 1/8s, 2016    420,000  428,400 

American Axle & Manufacturing, Inc. company       
guaranty sr. unsec. notes 5 1/4s, 2014    135,000  126,900 

American Axle & Manufacturing, Inc. company       
guaranty sr. unsec. unsub. notes 7 7/8s, 2017    15,000  14,100 

American Axle & Manufacturing, Inc. 144A company       
guaranty sr. notes 9 1/4s, 2017    245,000  254,800 

Ardagh Packaging Finance PLC sr. notes Ser. REGS, 7 3/8s,       
2017 (Ireland)  EUR  200,000  249,709 

BE Aerospace, Inc. sr. unsec. unsub. notes 6 7/8s, 2020    $75,000  78,563 

Berry Plastics Corp. company guaranty notes FRN 4.222s, 2014    170,000  142,800 

Berry Plastics Corp. company guaranty sr. notes 9 1/2s, 2018    155,000  131,750 

Berry Plastics Corp. notes 9 3/4s, 2021    195,000  165,750 

Boeing Capital Corp. sr. unsec. unsub. notes 4.7s, 2019    770,000  873,166 

Briggs & Stratton Corp. company guaranty sr. unsec.       
notes 6 7/8s, 2020    240,000  242,400 

Crown Americas, LLC/Crown Americas Capital Corp. III 144A       
sr. notes 6 1/4s, 2021    110,000  110,000 

Crown Euro Holdings SA 144A sr. notes 7 1/8s, 2018 (France)  EUR  60,000  77,855 

Graham Packaging Co., LP/GPC Capital Corp. company       
guaranty sr. unsec. notes 8 1/4s, 2017    $120,000  120,750 

Honeywell International, Inc. sr. unsec.       
unsub. notes 5 3/8s, 2041    315,000  379,514 

Honeywell International, Inc. sr. unsec.       
unsub. notes 4 1/4s, 2021    255,000  282,065 

John Deere Capital Corp. notes Ser. MTN, 5 1/4s, 2012    390,000  407,796 

Kratos Defense & Security Solutions, Inc. company       
guaranty sr. notes 10s, 2017    480,000  477,600 

Kratos Defense & Security Solutions, Inc. 144A company       
guaranty sr. notes 10s, 2017    20,000  19,900 

Legrand SA unsec. unsub. debs. 8 1/2s, 2025 (France)    906,000  1,142,945 

Pittsburgh Glass Works, LLC 144A sr. notes 8 1/2s, 2016    415,000  381,800 

Polypore International, Inc. company guaranty sr. unsec.       
notes 7 1/2s, 2017    165,000  165,825 

Raytheon Co. sr. unsec. notes 4 7/8s, 2040    135,000  142,682 

Reynolds Group DL Escrow, Inc./Reynolds Group Escrow, LLC       
144A company guaranty sr. notes 8 3/4s, 2016    135,000  135,338 

Reynolds Group Issuer, Inc. 144A company       
guaranty sr. notes 7 1/8s, 2019    190,000  176,700 

Reynolds Group Issuer, Inc. 144A company       
guaranty sr. unsec. notes 9s, 2019    105,000  89,250 

Reynolds Group Issuer, Inc./Reynolds Group       
Issuer, LLC/Reynolds Group Issuer Lu 144A       
sr. notes 7 7/8s, 2019    100,000  96,500 

Reynolds Group Issuer, Inc./Reynolds Group       
Issuer, LLC/Reynolds Group Issuer Lu 144A sr. unsec.       
notes 9 7/8s, 2019    100,000  88,000 

 

43



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Capital goods cont.     
Ryerson Holding Corp. sr. disc. notes zero %, 2015  $105,000  $46,463 

Ryerson, Inc. company guaranty sr. notes 12s, 2015  520,000  520,000 

Staples, Inc. sr. unsec. notes 9 3/4s, 2014  405,000  469,414 

Tenneco, Inc. company guaranty sr. unsec. notes 8 1/8s, 2015  135,000  137,700 

Tenneco, Inc. company guaranty sr. unsec.     
unsub. notes 7 3/4s, 2018  110,000  110,550 

Tenneco, Inc. company guaranty sr. unsub. notes 6 7/8s, 2020  210,000  203,700 

Terex Corp. sr. unsec. sub. notes 8s, 2017  435,000  384,975 

Thermadyne Holdings Corp. company guaranty sr. notes     
9s, 2017  400,000  392,000 

Thermon Industries, Inc. company guaranty sr. notes     
9 1/2s, 2017  221,000  229,840 

TransDigm, Inc. company guaranty unsec. sub. notes     
7 3/4s, 2018  330,000  335,775 

United Technologies Corp. sr. unsec. notes 5 3/8s, 2017  736,000  851,023 

    11,599,654 
Communication services (2.1%)     
Adelphia Communications Corp. escrow bonds zero %, 2012  270,000  432 

AMC Networks, Inc. 144A company guaranty sr. unsec     
notes 7 3/4s, 2021  105,000  107,625 

America Movil SAB de CV company guaranty sr. unsec.     
unsub. notes 6 1/8s, 2040 (Mexico)  165,000  171,600 

America Movil SAB de CV company guaranty unsec.     
unsub. notes 2 3/8s, 2016 (Mexico)  200,000  193,990 

American Tower Corp. sr. unsec. notes 7s, 2017  440,000  497,553 

AT&T, Inc. company guaranty sr. unsec. unsub. notes     
5.35s, 2040  111,000  116,029 

AT&T, Inc. sr. unsec. unsub. bonds 5 1/2s, 2018  220,000  253,942 

AT&T, Inc. sr. unsec. unsub. notes 6.3s, 2038  183,000  209,033 

Bellsouth Capital Funding unsec. notes 7 7/8s, 2030  715,000  960,032 

Bresnan Broadband Holdings, LLC 144A company     
guaranty sr. unsec. unsub. notes 8s, 2018  105,000  106,050 

Cablevision Systems Corp. sr. unsec. unsub. notes     
8 5/8s, 2017  660,000  687,225 

Cablevision Systems Corp. sr. unsec. unsub. notes 8s, 2020  80,000  81,400 

CCH II, LLC/CCH II Capital company guaranty sr. unsec.     
notes 13 1/2s, 2016  218,259  248,815 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsec. notes 7 7/8s, 2018  75,000  76,313 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsec. notes 6 1/2s, 2021  280,000  263,200 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsub. notes 7s, 2019  315,000  305,550 

CenturyLink, Inc. sr. unsec. unsub. notes Ser. L, 7 7/8s, 2012  610,000  635,957 

Cequel Communications Holdings I LLC/Cequel Capital Corp.     
144A sr. notes 8 5/8s, 2017  575,000  569,250 

Cincinnati Bell, Inc. company guaranty sr. unsec. notes     
7s, 2015  125,000  123,438 

Cincinnati Bell, Inc. company guaranty sr. unsec.     
sub. notes 8 3/4s, 2018  295,000  259,600 

 

44



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Communication services cont.     
Clearwire Communications, LLC/Clearwire Finance, Inc. 144A     
company guaranty sr. notes 12s, 2015  $720,000  $610,200 

Comcast Corp. company guaranty sr. unsec.     
unsub. notes 6.95s, 2037  920,000  1,102,836 

Cox Communications, Inc. 144A notes 5 7/8s, 2016  206,000  236,693 

Cricket Communications, Inc. company guaranty sr. unsec.     
notes 7 3/4s, 2020  315,000  274,050 

Cricket Communications, Inc. company guaranty sr. unsec.     
unsub. notes 10s, 2015  716,000  710,630 

Crown Castle International Corp. sr. unsec. notes 7 1/8s, 2019  100,000  103,000 

Crown Castle Towers, LLC 144A company     
guaranty sr. notes 4.883s, 2020  75,000  78,059 

CSC Holdings LLC sr. notes 6 3/4s, 2012  6,000  6,105 

CSC Holdings LLC sr. unsec. unsub. notes 8 1/2s, 2014  45,000  48,544 

Deutsche Telekom International Finance BV company     
guaranty 8 3/4s, 2030 (Germany)  841,000  1,121,735 

Digicel Group, Ltd. 144A sr. notes 10 1/2s, 2018 (Jamaica)  165,000  162,525 

Digicel, Ltd. 144A sr. unsec. notes 8 1/4s, 2017 (Jamaica)  230,000  216,200 

EH Holding Corp. 144A sr. notes 6 1/2s, 2019  255,000  245,438 

EH Holding Corp. 144A sr. unsec. notes 7 5/8s, 2021  375,000  360,938 

Equinix, Inc. sr. unsec. notes 7s, 2021  165,000  164,175 

France Telecom notes 8 1/2s, 2031 (France)  440,000  609,357 

Frontier Communications Corp. sr. unsec. notes 8 1/2s, 2020  425,000  412,250 

Frontier Communications Corp. sr. unsec. notes 8 1/4s, 2017  185,000  179,450 

Intelsat Jackson Holding Co. company guaranty sr. unsec.     
notes 11 1/4s, 2016 (Bermuda)  275,000  278,603 

Intelsat Jackson Holdings SA 144A company     
guaranty sr. notes 7 1/2s, 2021 (Bermuda)  320,000  297,600 

Intelsat Luxembourg SA company guaranty sr. unsec.     
notes 11 1/2s, 2017 (Luxembourg) ‡‡  529,843  455,665 

Intelsat Luxembourg SA company guaranty sr. unsec.     
notes 11 1/4s, 2017 (Luxembourg)  1,280,000  1,110,400 

Intelsat Luxembourg SA 144A company guaranty sr. unsec.     
notes 11 1/2s, 2017 (Luxembourg) ‡‡  200,000  172,000 

Kabel BW Erste Beteiligungs GmbH/Kabel Baden-Wurttemberg     
GmbH & Co. KG 144A company guaranty sr. notes 7 1/2s,     
2019 (Germany)  150,000  147,000 

Koninklijke (Royal) KPN NV sr. unsec. unsub. bonds 8 3/8s,     
2030 (Netherlands)  185,000  238,133 

Level 3 Escrow, Inc. 144A sr. unsec. notes 8 1/8s, 2019  45,000  39,769 

Level 3 Financing, Inc. company guaranty sr. unsec.     
unsub. notes 9 1/4s, 2014  536,000  529,300 

Level 3 Financing, Inc. 144A company guaranty sr. unsec.     
unsub. notes 9 3/8s, 2019  185,000  172,050 

Mediacom LLC/Mediacom Capital Corp. sr. unsec.     
notes 9 1/8s, 2019  155,000  154,225 

MetroPCS Wireless, Inc. company guaranty sr. unsec.     
notes 7 7/8s, 2018  500,000  487,500 

 

45



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Communication services cont.     
NII Capital Corp. company guaranty sr. unsec.     
unsub. notes 10s, 2016  $440,000  $481,800 

NII Capital Corp. company guaranty sr. unsec.     
unsub. notes 7 5/8s, 2021  95,000  96,900 

PAETEC Holding Corp. company guaranty sr. notes 8 7/8s, 2017  260,000  273,000 

PAETEC Holding Corp. company guaranty sr. unsec.     
notes 9 7/8s, 2018  230,000  240,925 

Qwest Communications International, Inc. company     
guaranty 7 1/2s, 2014  115,000  115,000 

Qwest Corp. notes 6 3/4s, 2021  825,000  803,394 

Qwest Corp. sr. unsec. unsub. notes 8 7/8s, 2012  440,000  454,850 

Qwest Corp. sr. unsec. unsub. notes 7 1/4s, 2025  115,000  110,975 

Rogers Communications, Inc. sec. notes 6 3/8s, 2014 (Canada)  631,000  700,419 

SBA Telecommunications, Inc. company guaranty sr. unsec.     
notes 8 1/4s, 2019  20,000  21,000 

SBA Telecommunications, Inc. company guaranty sr. unsec.     
notes 8s, 2016  470,000  492,325 

Sprint Capital Corp. company guaranty 6 7/8s, 2028  1,275,000  953,063 

Sprint Nextel Corp. sr. notes 8 3/8s, 2017  550,000  511,500 

Sprint Nextel Corp. sr. unsec. notes 6s, 2016  145,000  124,700 

Time Warner Cable, Inc. company guaranty sr. unsec.     
notes 7 1/2s, 2014  50,000  56,602 

Time Warner Cable, Inc. company guaranty sr. unsec.     
unsub. notes 8 1/4s, 2014  770,000  878,137 

Time Warner Cable, Inc. company guaranty sr. unsec.     
unsub. notes 6 3/4s, 2039  200,000  228,744 

Verizon Communications, Inc. sr. unsec. notes 7.35s, 2039  18,000  24,283 

Verizon Communications, Inc. sr. unsec.     
unsub. notes 8 3/4s, 2018  480,000  646,558 

Verizon New Jersey, Inc. debs. 8s, 2022  160,000  203,413 

Verizon Pennsylvania, Inc. debs. 8.35s, 2030  240,000  327,479 

Virgin Media Finance PLC company guaranty sr. notes Ser. 1,     
9 1/2s, 2016 (United Kingdom)  180,000  194,400 

Wind Acquisition Finance SA 144A company     
guaranty sr. notes 7 1/4s, 2018 (Netherlands)  355,000  303,081 

Wind Acquisition Finance SA 144A sr. notes 11 3/4s,     
2017 (Netherlands)  470,000  399,500 

Windstream Corp. company guaranty sr. unsec.     
unsub. notes 8 1/8s, 2018  85,000  85,638 

Windstream Corp. company guaranty sr. unsec.     
unsub. notes 7 7/8s, 2017  385,000  389,813 

Windstream Corp. company guaranty sr. unsec.     
unsub. notes 7 3/4s, 2021  165,000  159,225 

    25,868,188 
Consumer cyclicals (2.8%)     
Academy Ltd./Academy Finance Corp. 144A company     
guaranty sr. unsec. notes 9 1/4s, 2019  35,000  32,550 

Affinion Group Holdings, Inc. company guaranty sr. unsec.     
notes 11 5/8s, 2015  240,000  184,800 

 

46



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.     
Affinion Group, Inc. company guaranty sr. unsec.     
notes 7 7/8s, 2018  $315,000  $242,550 

Affinion Group, Inc. company guaranty sr. unsec.     
sub. notes 11 1/2s, 2015  215,000  167,700 

AMC Entertainment, Inc. company     
guaranty sr. sub. notes 9 3/4s, 2020  420,000  380,100 

AMC Entertainment, Inc. sr. sub. notes 8s, 2014  115,000  110,975 

American Casino & Entertainment Properties LLC     
sr. notes 11s, 2014  321,000  310,568 

American Media, Inc. 144A notes 13 1/2s, 2018  14,107  11,991 

Ameristar Casinos, Inc. 144A sr. notes 7 1/2s, 2021  250,000  241,875 

ARAMARK Holdings Corp. 144A sr. unsec. notes 8 5/8s, 2016 ‡‡  105,000  103,425 

Autonation, Inc. company guaranty sr. unsec. notes     
6 3/4s, 2018  90,000  91,800 

Beazer Homes USA, Inc. company guaranty sr. unsec.     
notes 6 7/8s, 2015  140,000  94,500 

Beazer Homes USA, Inc. company guaranty sr. unsec.     
unsub. notes 9 1/8s, 2018  150,000  94,500 

Beazer Homes USA, Inc. sr. unsec. notes 9 1/8s, 2019  95,000  60,325 

Bon-Ton Department Stores, Inc. (The) company     
guaranty 10 1/4s, 2014  370,000  296,000 

Brickman Group Holdings, Inc. 144A sr. notes 9 1/8s, 2018  70,000  61,775 

Building Materials Corp. 144A company     
guaranty sr. notes 7 1/2s, 2020  240,000  244,800 

Building Materials Corp. 144A sr. notes 7s, 2020  95,000  94,763 

Building Materials Corp. 144A sr. notes 6 7/8s, 2018  110,000  106,700 

Building Materials Corp. 144A sr. notes 6 3/4s, 2021  95,000  90,250 

Burlington Coat Factory Warehouse Corp. 144A company     
guaranty sr. unsec. notes 10s, 2019  205,000  174,250 

Caesars Entertainment Operating Co., Inc. company     
guaranty sr. notes 10s, 2018  5,000  2,975 

Caesars Entertainment Operating Co., Inc.     
sr. notes 11 1/4s, 2017  1,270,000  1,281,113 

CBS Corp. company guaranty sr. unsec. notes 7 7/8s, 2030  205,000  258,802 

CBS Corp. sr. unsec. unsub. notes 4 1/2s, 2021  430,000  444,001 

Cedar Fair LP/Canada’s Wonderland Co./Magnum     
Management Corp. company guaranty sr. unsec. notes     
9 1/8s, 2018  45,000  46,463 

Cengage Learning Acquisitions, Inc. 144A sr. notes     
10 1/2s, 2015  340,000  217,600 

Cenveo Corp. company guaranty sr. notes 8 7/8s, 2018  230,000  181,125 

Cenveo Corp. 144A company guaranty sr. unsec.     
notes 10 1/2s, 2016  325,000  260,000 

Choice Hotels International, Inc. company     
guaranty sr. unsec. unsub. notes 5.7s, 2020  385,000  420,635 

Chrysler Group, LLC/CG Co-Issuer, Inc. 144A company     
guaranty sr. notes 8 1/4s, 2021  375,000  289,688 

Cinemark USA, Inc. company guaranty sr. unsec.     
notes 8 5/8s, 2019  155,000  159,650 

 

47



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.       
Cinemark USA, Inc. company guaranty sr. unsec.       
sub. notes 7 3/8s, 2021    $55,000  $51,975 

CityCenter Holdings LLC/CityCenter Finance Corp. 144A       
company guaranty sr. notes 10 3/4s, 2017 ‡‡    374,732  340,069 

Clear Channel Communications, Inc. company       
guaranty sr. notes 9s, 2021    280,000  207,900 

Clear Channel Communications, Inc. company guaranty unsec.       
unsub. notes 10 3/4s, 2016    90,000  46,575 

Clear Channel Communications, Inc. sr. unsec. notes 5 1/2s, 2014    125,000  70,625 

Clear Channel Worldwide Holdings, Inc. company       
guaranty sr. unsec. unsub. notes Ser. B, 9 1/4s, 2017    650,000  664,625 

Compucom Systems, Inc. 144A sr. sub. notes 12 1/2s, 2015    195,000  195,975 

Cumulus Media, Inc. 144A sr. notes 7 3/4s, 2019    290,000  244,325 

DIRECTV Holdings, LLC/DIRECTV Financing Co., Inc. company       
guaranty sr. unsec. notes 7 5/8s, 2016    157,000  168,775 

DIRECTV Holdings, LLC/DIRECTV Financing Co., Inc. company       
guaranty sr. unsec. notes 5s, 2021    480,000  507,730 

DIRECTV Holdings, LLC/DIRECTV Financing Co., Inc. company       
guaranty sr. unsec. unsub. notes 5 7/8s, 2019    240,000  270,023 

DISH DBS Corp. company guaranty 6 5/8s, 2014    10,000  10,113 

DISH DBS Corp. company guaranty sr. unsec. notes 7 7/8s, 2019    505,000  515,100 

DISH DBS Corp. 144A company guaranty sr. unsec.       
notes 6 3/4s, 2021    240,000  229,200 

Echostar DBS Corp. sr. notes 6 3/8s, 2011    240,000  240,000 

Expedia, Inc. company guaranty sr. unsec. notes 7.456s, 2018    185,000  205,350 

FelCor Lodging Escrow, LP 144A sr. notes 6 3/4s, 2019 R    375,000  335,625 

FelCor Lodging LP company guaranty sr. notes 10s, 2014 R    356,000  370,240 

Ford Motor Credit Co., LLC sr. unsec. notes 8 1/8s, 2020    355,000  395,825 

Ford Motor Credit Co., LLC sr. unsec. notes 7s, 2015    125,000  131,250 

Ford Motor Credit Co., LLC sr. unsec. notes 5s, 2018    485,000  468,469 

Ford Motor Credit Co., LLC sr. unsec. unsub. notes       
5 7/8s, 2021    270,000  268,650 

General Motors Financial Co., Inc. 144A sr. notes       
6 3/4s, 2018    175,000  171,500 

Gray Television, Inc. company guaranty sr. notes       
10 1/2s, 2015    300,000  271,500 

Hanesbrands, Inc. company guaranty sr. unsec. notes       
6 3/8s, 2020    190,000  184,300 

Home Depot, Inc. (The) sr. unsec. unsub. notes 5.4s, 2016    652,000  737,727 

Interactive Data Corp. company guaranty sr. unsec.       
notes 10 1/4s, 2018    515,000  553,625 

Isle of Capri Casinos, Inc. company guaranty 7s, 2014    305,000  277,169 

Isle of Capri Casinos, Inc. company guaranty sr. unsec.       
unsub. notes 7 3/4s, 2019    205,000  187,063 

Jarden Corp. company guaranty sr. unsec. sub. notes       
7 1/2s, 2017    720,000  734,400 

Jarden Corp. company guaranty sr. unsec. sub. notes Ser. 1,       
7 1/2s, 2020  EUR  50,000  61,557 

Johnson Controls, Inc. sr. unsec. notes 5.7s, 2041    $75,000  84,292 

 

48



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.     
Lamar Media Corp. company guaranty sr. sub. notes     
7 7/8s, 2018  $90,000  $90,000 

Lender Processing Services, Inc. company     
guaranty sr. unsec. unsub. notes 8 1/8s, 2016  1,053,000  989,820 

Levi Strauss & Co. sr. unsec. notes 8 7/8s, 2016  265,000  267,650 

Liberty Interactive, LLC debs. 8 1/4s, 2030  245,000  232,138 

Limited Brands, Inc. company guaranty sr. unsec.     
notes 6 5/8s, 2021  235,000  237,644 

M/I Homes, Inc. company guaranty sr. unsec. notes     
8 5/8s, 2018  415,000  373,500 

Macy’s Retail Holdings, Inc. company guaranty sr. unsec.     
notes 5.9s, 2016  255,000  278,543 

Mashantucket Western Pequot Tribe 144A bonds Ser. A,     
8 1/2s, 2015 (In default) †  255,000  14,663 

Masonite International Corp. 144A company     
guaranty sr. notes 8 1/4s, 2021 (Canada)  285,000  257,213 

McClatchy Co. (The) company guaranty sr. notes 11 1/2s, 2017  130,000  112,775 

MGM Resorts International company guaranty sr. notes     
9s, 2020  60,000  62,325 

MGM Resorts International company guaranty sr. unsec.     
notes 6 7/8s, 2016  95,000  80,750 

MGM Resorts International company guaranty sr. unsec.     
notes 6 5/8s, 2015  130,000  110,175 

MGM Resorts International sr. notes 10 3/8s, 2014  30,000  32,738 

MGM Resorts International sr. notes 6 3/4s, 2012  436,000  427,280 

Michaels Stores, Inc. company guaranty 11 3/8s, 2016  180,000  182,250 

MTR Gaming Group, Inc. 144A notes 11 1/2s, 2019  660,000  531,300 

Navistar International Corp. sr. notes 8 1/4s, 2021  375,000  384,375 

Needle Merger Sub Corp. 144A sr. unsec. notes 8 1/8s, 2019  205,000  178,350 

News America Holdings, Inc. company guaranty 7 3/4s, 2024  350,000  434,695 

News America Holdings, Inc. debs. 7 3/4s, 2045  510,000  619,901 

Nielsen Finance, LLC/Nielsen Finance Co. company     
guaranty sr. unsec. notes 7 3/4s, 2018  210,000  214,200 

Nortek, Inc. 144A company guaranty sr. notes 8 1/2s, 2021  100,000  80,500 

Nortek, Inc. 144A company guaranty sr. unsec. notes     
10s, 2018  215,000  198,875 

Owens Corning company guaranty sr. unsec. notes 9s, 2019  670,000  790,600 

Penn National Gaming, Inc. sr. unsec. sub. notes 8 3/4s, 2019  145,000  153,700 

Penske Automotive Group, Inc. company guaranty sr. unsec.     
sub. notes 7 3/4s, 2016  405,000  400,950 

PETCO Animal Supplies, Inc. 144A company     
guaranty sr. notes 9 1/4s, 2018  145,000  145,725 

PHH Corp. sr. unsec. unsub. notes 9 1/4s, 2016  140,000  143,850 

Pinnacle Entertainment, Inc. company guaranty sr. unsec.     
notes 8 5/8s, 2017  40,000  40,300 

Pinnacle Entertainment, Inc. company guaranty sr. unsec.     
sub. notes 7 1/2s, 2015  400,000  385,000 

Ply Gem Industries, Inc. company guaranty sr. notes     
8 1/4s, 2018  45,000  36,675 

 

49



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

  
Consumer cyclicals cont.       
Pulte Group, Inc. company guaranty sr. unsec. notes       
7 5/8s, 2017    $240,000  $230,400 

Pulte Group, Inc. company guaranty sr. unsec.       
unsub. notes 7 7/8s, 2032    200,000  160,000 

QVC Inc. 144A sr. notes 7 3/8s, 2020    155,000  165,075 

Realogy Corp. company guaranty sr. unsec.       
unsub. notes 11 1/2s, 2017    380,000  252,700 

Realogy Corp. 144A company guaranty sr. notes 7 7/8s, 2019    80,000  60,400 

Regal Entertainment Group company guaranty sr. unsec.       
notes 9 1/8s, 2018    330,000  326,700 

Roofing Supply Group, LLC/Roofing Supply Finance, Inc. 144A       
sr. notes 8 5/8s, 2017    345,000  325,163 

Sabre Holdings Corp. sr. unsec. unsub. notes 8.35s, 2016    335,000  273,863 

Scotts Miracle-Gro Co. (The) 144A sr. notes 6 5/8s, 2020    210,000  205,800 

Sealy Mattress Co. sr. sub. notes 8 1/4s, 2014    70,000  65,975 

Sealy Mattress Co. 144A company guaranty sr. sec.       
notes 10 7/8s, 2016    331,000  349,205 

Sears Holdings Corp. company guaranty 6 5/8s, 2018    200,000  165,000 

Standard Pacific Corp. company guaranty sr. unsec.       
unsub. notes 7s, 2015    30,000  28,200 

SugarHouse HSP Gaming Prop. Mezz LP/SugarHouse HSP Gaming       
Finance Corp. 144A notes 8 5/8s, 2016    105,000  105,525 

Time Warner, Inc. company guaranty sr. unsec. notes 4.7s, 2021    390,000  410,061 

Time Warner, Inc. company guaranty sr. unsec. notes       
3.15s, 2015    485,000  501,640 

Time Warner, Inc. debs. 9.15s, 2023    25,000  34,284 

Toys R Us — Delaware, Inc. 144A company       
guaranty sr. notes 7 3/8s, 2016    65,000  62,563 

Toys R Us Property Co., LLC company guaranty sr. unsec.       
notes 10 3/4s, 2017    555,000  586,913 

Travelport LLC company guaranty 11 7/8s, 2016    50,000  19,750 

Travelport LLC company guaranty 9 7/8s, 2014    210,000  137,550 

Travelport, LLC/Travelport, Inc. company       
guaranty sr. unsec. notes 9s, 2016    185,000  108,225 

TRW Automotive, Inc. company guaranty sr. unsec.       
unsub. notes Ser. REGS, 6 3/8s, 2014  EUR  140,000  188,310 

TRW Automotive, Inc. 144A company guaranty sr. unsec.       
unsub. notes 7s, 2014    $370,000  388,500 

Universal City Development Partners, Ltd. company       
guaranty sr. unsec. notes 8 7/8s, 2015    367,000  398,195 

Univision Communications, Inc. 144A company       
guaranty sr. unsec. notes 8 1/2s, 2021    240,000  187,200 

Vertis, Inc. company guaranty sr. notes 13 1/2s,       
2014 (In default) † ‡‡ F    227,196  7,725 

Wal-Mart Stores, Inc. sr. unsec. unsub. notes 6 1/2s, 2037    844,000  1,119,228 

Wal-Mart Stores, Inc. sr. unsec. unsub. notes 5s, 2040    50,000  57,135 

Walt Disney Co. sr. unsec. notes 2 3/4s, 2021    165,000  162,340 

Walt Disney Co. sr. unsec. unsub. notes 4 3/8s, 2041    65,000  68,511 

 

50



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.     
Wynn Las Vegas, LLC/Wynn Las Vegas Capital Corp. company     
guaranty 1st mtge. notes 7 3/4s, 2020  $155,000  $162,750 

XM Satellite Radio, Inc. 144A company guaranty sr. unsec.     
notes 13s, 2013  455,000  509,600 

XM Satellite Radio, Inc. 144A sr. unsec. notes 7 5/8s, 2018  300,000  303,000 

Yankee Candle Co. company guaranty sr. notes Ser. B,     
8 1/2s, 2015  445,000  427,200 

YCC Holdings, LLC/Yankee Finance, Inc. sr. unsec.     
notes 10 1/4s, 2016 ‡‡  185,000  157,250 

Yonkers Racing Corp. 144A sr. notes 11 3/8s, 2016  498,000  507,960 

    33,668,157 
Consumer staples (1.6%)     
ACCO Brands Corp. company guaranty sr. notes 10 5/8s, 2015  190,000  204,250 

AE Escrow Corp. 144A sr. unsec. notes 9 3/4s, 2020  80,000  76,800 

Altria Group, Inc. company guaranty sr. unsec. notes 9.7s, 2018  310,000  410,809 

Altria Group, Inc. company guaranty sr. unsec.     
notes 9 1/4s, 2019  40,000  52,432 

Anheuser-Busch InBev Worldwide, Inc. company     
guaranty unsec. unsub. notes 5 3/8s, 2020  325,000  378,653 

Avis Budget Car Rental, LLC company guaranty sr. unsec.     
unsub. notes 9 5/8s, 2018  70,000  69,300 

Avis Budget Car Rental, LLC company guaranty sr. unsec.     
unsub. notes 7 3/4s, 2016  145,000  139,925 

Bunge Ltd., Finance Corp. company guaranty sr. unsec.     
notes 8 1/2s, 2019  27,000  33,641 

Bunge Ltd., Finance Corp. company guaranty unsec.     
unsub. notes 4.1s, 2016  253,000  258,626 

Burger King Corp. company guaranty sr. unsec. notes     
9 7/8s, 2018  175,000  180,250 

Central Garden & Pet Co. company     
guaranty sr. sub. notes 8 1/4s, 2018  215,000  205,325 

CKE Holdings, Inc. 144A sr. notes 10 1/2s, 2016 ‡‡  145,000  128,325 

Claire’s Stores, Inc. company guaranty sr. notes 8 7/8s, 2019  205,000  147,600 

Claire’s Stores, Inc. 144A company guaranty sr. unsec.     
notes 9 5/8s, 2015  229,929  177,045 

Constellation Brands, Inc. company guaranty sr. unsec.     
unsub. notes 7 1/4s, 2016  350,000  367,500 

Corrections Corporation of America company     
guaranty sr. notes 7 3/4s, 2017  570,000  598,500 

CVS Caremark Corp. jr. unsec. sub. bonds FRB 6.302s, 2037  290,000  280,575 

CVS Pass-Through Trust 144A company guaranty notes     
7.507s, 2032  440,974  519,666 

Darden Restaurants, Inc. sr. unsec. unsub. notes 6.8s, 2037  425,000  513,761 

Dave & Buster’s, Inc. company guaranty sr. unsec.     
unsub. notes 11s, 2018  295,000  292,788 

Dean Foods Co. company guaranty sr. unsec.     
unsub. notes 9 3/4s, 2018  65,000  65,813 

Dean Foods Co. company guaranty sr. unsec. unsub. notes     
7s, 2016  290,000  273,325 

 

51



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Consumer staples cont.       
Del Monte Foods Co. 144A company guaranty sr. unsec.       
notes 7 5/8s, 2019    $80,000  $67,600 

Delhaize Group company guaranty sr. unsec. bond 5 7/8s,       
2014 (Belgium)    310,000  338,505 

Diageo Investment Corp. company guaranty 8s,       
2022 (Canada)    165,000  220,626 

Diageo Capital PLC company guaranty 5 3/4s, 2017       
(United Kingdom)    390,000  455,552 

DineEquity, Inc. company guaranty sr. unsec. notes       
9 1/2s, 2018    285,000  282,863 

Dole Food Co. sr. notes 13 7/8s, 2014    88,000  100,540 

Dole Food Co. 144A sr. notes 8s, 2016    190,000  194,275 

Elizabeth Arden, Inc. sr. unsec. unsub. notes 7 3/8s, 2021    240,000  240,000 

General Mills, Inc. sr. unsec. notes 5.65s, 2019    170,000  201,782 

H.J. Heinz Co. sr. unsec. notes 5.35s, 2013    492,000  529,025 

Hertz Corp. company guaranty sr. unsec. notes 8 7/8s, 2014    24,000  24,000 

Hertz Corp. company guaranty sr. unsec. notes 7 1/2s, 2018    95,000  90,725 

Hertz Holdings Netherlands BV 144A sr. bonds 8 1/2s,       
2015 (Netherlands)  EUR  250,000  328,488 

JBS USA LLC/JBS USA Finance, Inc. company       
guaranty sr. unsec. notes 11 5/8s, 2014    $325,000  347,750 

JBS USA LLC/JBS USA Finance, Inc. 144A sr. unsec.       
notes 7 1/4s, 2021    765,000  631,125 

Kraft Foods, Inc. sr. unsec. notes 6 1/2s, 2017    27,000  32,038 

Kraft Foods, Inc. sr. unsec. unsub. notes 6 1/2s, 2040    810,000  992,857 

Kroger Co. company guaranty 6.4s, 2017    748,000  886,907 

Kroger Co. sr. notes 6.15s, 2020    40,000  48,263 

Landry’s Restaurants, Inc. company       
guaranty sr. notes 11 5/8s, 2015    45,000  45,225 

Landry’s Restaurants, Inc. 144A company       
guaranty sr. notes 11 5/8s, 2015    105,000  105,525 

Libbey Glass, Inc. sr. notes 10s, 2015    117,000  122,558 

McDonald’s Corp. sr. unsec. bond 6.3s, 2037    302,000  408,829 

McDonald’s Corp. sr. unsec. notes 5.7s, 2039    393,000  496,499 

Michael Foods, Inc. company guaranty sr. unsec       
notes 9 3/4s, 2018    125,000  129,063 

PepsiCo, Inc. sr. unsec. notes 7.9s, 2018    346,000  460,381 

Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp.       
company guaranty sr. unsec. notes 9 1/4s, 2015    475,000  471,438 

Prestige Brands, Inc. company guaranty sr. unsec.       
notes 8 1/4s, 2018    315,000  321,300 

Reddy Ice Corp. company guaranty sr. notes 11 1/4s, 2015    290,000  264,625 

Revlon Consumer Products Corp. company       
guaranty notes 9 3/4s, 2015    545,000  570,888 

Rite Aid Corp. company guaranty sr. notes 7 1/2s, 2017    225,000  214,875 

Rite Aid Corp. company guaranty sr. unsec.       
unsub. notes 9 1/2s, 2017    737,000  582,230 

Rite Aid Corp. company guaranty sr. unsub. notes 8s, 2020    80,000  83,400 

Roadhouse Financing, Inc. notes 10 3/4s, 2017    170,000  157,675 

 

52



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Consumer staples cont.     
RSC Equipment Rental, Inc. 144A sr. sec. notes 10s, 2017  $130,000  $136,500 

Service Corporation International sr. notes 7s, 2019  115,000  116,150 

Service Corporation International sr. unsec.     
unsub. notes 6 3/4s, 2016  645,000  661,125 

Smithfield Foods, Inc. company guaranty sr. notes 10s, 2014  510,000  578,850 

Spectrum Brands, Inc. sr. notes 9 1/2s, 2018  155,000  165,075 

Spectrum Brands, Inc. sr. unsec. sub. bonds 12s, 2019  168,907  182,842 

Stewart Enterprises, Inc. company guaranty sr. unsec.     
notes 6 1/2s, 2019  200,000  193,500 

Tyson Foods, Inc. sr. unsec. unsub. notes 10 1/2s, 2014  285,000  329,175 

United Rentals North America, Inc. company     
guaranty sr. unsec. sub. notes 8 3/8s, 2020  105,000  96,075 

United Rentals North America, Inc. company     
guaranty sr. unsec. unsub. notes 9 1/4s, 2019  180,000  186,750 

Wendy’s Co. (The) company guaranty sr. unsec.     
unsub. notes 10s, 2016  525,000  552,563 

West Corp. company guaranty sr. unsec. notes 8 5/8s, 2018  115,000  111,838 

West Corp. company guaranty sr. unsec. notes 7 7/8s, 2019  155,000  145,700 

WPP Finance UK company guaranty sr. unsec. notes 8s, 2014     
(United Kingdom)  235,000  265,969 

    19,544,453 
Energy (1.9%)     
Alpha Natural Resources, Inc. company guaranty sr. unsec.     
notes 6 1/4s, 2021  185,000  172,513 

Alpha Natural Resources, Inc. company guaranty sr. unsec.     
notes 6s, 2019  195,000  182,325 

Anadarko Finance Co. company guaranty sr. unsec.     
unsub. notes Ser. B, 7 1/2s, 2031  1,040,000  1,231,589 

Anadarko Petroleum Corp. sr. notes 5.95s, 2016  105,000  114,571 

Anadarko Petroleum Corp. sr. unsec. notes 6 3/8s, 2017  35,000  39,264 

Apache Corp. sr. unsec. unsub. notes 3 5/8s, 2021  525,000  548,916 

Arch Coal, Inc. company guaranty sr. unsec. notes     
7 1/4s, 2020  240,000  230,400 

Arch Coal, Inc. 144A company guaranty sr. unsec. notes     
7s, 2019  250,000  237,500 

Arch Western Finance, LLC company     
guaranty sr. notes 6 3/4s, 2013  105,000  104,738 

ATP Oil & Gas Corp. company guaranty sr. notes 11 7/8s, 2015  120,000  83,550 

BP Capital Markets PLC company guaranty sr. unsec.     
unsub. notes 3.2s, 2016 (United Kingdom)  885,000  922,017 

Brigham Exploration Co. company guaranty sr. unsec.     
notes 6 7/8s, 2019  65,000  63,375 

Brigham Exploration Co. company guaranty sr. unsec.     
notes 8 3/4s, 2018  205,000  219,350 

Carrizo Oil & Gas, Inc. company guaranty sr. unsec     
notes 8 5/8s, 2018  385,000  377,300 

Chaparral Energy, Inc. company guaranty sr. unsec.     
notes 9 7/8s, 2020  200,000  200,000 

Chaparral Energy, Inc. company guaranty sr. unsec.     
notes 8 7/8s, 2017  455,000  441,350 

 

53



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Energy cont.     
Chaparral Energy, Inc. company guaranty sr. unsec.     
notes 8 1/4s, 2021  $10,000  $9,125 

Chesapeake Energy Corp. sr. unsec. notes 7 5/8s, 2013  225,000  235,688 

Chesapeake Midstream Partners LP/CHKM Finance Corp. 144A     
company guaranty sr. unsec. notes 5 7/8s, 2021  105,000  99,750 

Complete Production Services, Inc. company guaranty 8s, 2016  395,000  395,000 

Concho Resources, Inc. company guaranty sr. unsec.     
notes 6 1/2s, 2022  275,000  266,750 

CONSOL Energy, Inc. company guaranty sr. unsec.     
notes 8 1/4s, 2020  525,000  552,563 

CONSOL Energy, Inc. company guaranty sr. unsec. notes 8s, 2017  310,000  323,950 

CONSOL Energy, Inc. 144A company guaranty sr. unsec.     
notes 6 3/8s, 2021  40,000  38,600 

Crosstex Energy LP/Crosstex Energy Finance Corp. company     
guaranty sr. unsec. notes 8 7/8s, 2018  320,000  328,000 

Denbury Resources, Inc. company guaranty sr. unsec.     
sub. notes 8 1/4s, 2020  339,000  357,645 

Denbury Resources, Inc. company guaranty sr. unsec.     
sub. notes 6 3/8s, 2021  145,000  139,925 

EXCO Resources, Inc. company guaranty sr. unsec.     
notes 7 1/2s, 2018  580,000  519,100 

Ferrellgas LP/Ferrellgas Finance Corp. sr. unsec.     
notes 9 1/8s, 2017  145,000  146,450 

Ferrellgas LP/Ferrellgas Finance Corp. sr. unsec.     
notes 6 1/2s, 2021  145,000  123,250 

Forbes Energy Services Ltd. 144A company     
guaranty sr. unsec. notes 9s, 2019  185,000  171,125 

Frac Tech Services, LLC/Frac Tech Finance, Inc. 144A     
company guaranty sr. notes 7 1/8s, 2018  265,000  268,975 

Gazprom OAO Via Gaz Capital SA 144A sr. unsec. 6.51s,     
2022 (Russia)  507,000  496,860 

Gazprom Via Gaz Capital SA 144A company guaranty sr. unsec.     
bond 8.146s, 2018 (Russia)  324,000  355,596 

Gazprom Via OAO White Nights Finance BV notes 10 1/2s,     
2014 (Netherlands)  1,000,000  1,111,650 

Goodrich Petroleum Corp. 144A sr. notes 8 7/8s, 2019  425,000  410,125 

Helix Energy Solutions Group, Inc. 144A sr. unsec.     
notes 9 1/2s, 2016  645,000  654,675 

Hercules Offshore, Inc. 144A sr. notes 10 1/2s, 2017  150,000  141,750 

Hornbeck Offshore Services, Inc. sr. notes Ser. B, 6 1/8s, 2014  75,000  73,875 

Inergy LP/Inergy Finance Corp. company guaranty sr. unsec.     
notes 6 7/8s, 2021  315,000  286,650 

James River Escrow, Inc. 144A sr. notes 7 7/8s, 2019  105,000  88,200 

Kerr-McGee Corp. company guaranty sr. unsec.     
unsub. notes 7 7/8s, 2031  70,000  86,080 

Key Energy Services, Inc. company guaranty unsec.     
unsub. notes 6 3/4s, 2021  230,000  221,375 

Laredo Petroleum, Inc. 144A sr. notes 9 1/2s, 2019  185,000  194,250 

Marathon Petroleum Corp. 144A sr. unsec. notes 6 1/2s, 2041  170,000  183,398 

 

54



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Energy cont.     
MEG Energy Corp. 144A company guaranty sr. unsec.     
notes 6 1/2s, 2021 (Canada)  $205,000  $196,288 

Milagro Oil & Gas 144A notes 10 1/2s, 2016  275,000  220,000 

Motiva Enterprises, LLC 144A sr. notes 5.2s, 2012  80,000  82,984 

Newfield Exploration Co. sr. sub. notes 6 5/8s, 2016  145,000  146,450 

Newfield Exploration Co. sr. unsec. notes 5 3/4s, 2022  115,000  113,706 

Newfield Exploration Co. sr. unsec. sub. notes 6 5/8s, 2014  335,000  336,675 

Noble Holding International, Ltd. company     
guaranty sr. unsec. notes 6.05s, 2041  510,000  583,281 

Offshore Group Investments, Ltd. company     
guaranty sr. notes 11 1/2s, 2015 (Cayman Islands)  225,000  231,750 

Offshore Group Investments, Ltd. 144A company     
guaranty sr. notes 11 1/2s, 2015 (Cayman Islands)  60,000  61,800 

OPTI Canada, Inc. company guaranty sr. sec. notes 8 1/4s,     
2014 (Canada) (In default) †  70,000  44,100 

OPTI Canada, Inc. company guaranty sr. sec. notes 7 7/8s,     
2014 (Canada) (In default) †  230,000  144,900 

Peabody Energy Corp. company guaranty 7 3/8s, 2016  420,000  461,475 

Peabody Energy Corp. company guaranty sr. unsec.     
unsub. notes 6 1/2s, 2020  25,000  26,281 

Petroleos de Venezuela SA sr. unsec. notes 4.9s,     
2014 (Venezuela)  1,980,000  1,348,875 

Petroleum Development Corp. company guaranty sr. unsec.     
notes 12s, 2018  345,000  369,150 

Plains Exploration & Production Co. company     
guaranty 7 3/4s, 2015  50,000  51,500 

Plains Exploration & Production Co. company guaranty 7s, 2017  595,000  595,000 

Quicksilver Resources, Inc. company guaranty 7 1/8s, 2016  40,000  35,200 

Quicksilver Resources, Inc. sr. notes 11 3/4s, 2016  375,000  405,000 

Range Resources Corp. company     
guaranty sr. sub. notes 6 3/4s, 2020  110,000  117,150 

Rosetta Resources, Inc. company guaranty sr. unsec.     
notes 9 1/2s, 2018  315,000  321,300 

Sabine Pass LNG LP sec. notes 7 1/2s, 2016  810,000  749,250 

SandRidge Energy, Inc. 144A company guaranty sr. unsec.     
notes 7 1/2s, 2021  60,000  55,200 

SandRidge Energy, Inc. 144A company guaranty sr. unsec.     
unsub. notes 8s, 2018  135,000  126,900 

Shell International Finance BV company guaranty sr. unsec.     
notes 3.1s, 2015 (Netherlands)  570,000  605,003 

SM Energy Co. 144A sr. unsec. notes 6 5/8s, 2019  125,000  124,375 

Statoil ASA company guaranty sr. unsec. notes 5.1s,     
2040 (Norway)  235,000  274,544 

Total Capital SA company guaranty sr. unsec.     
unsub. notes 3s, 2015 (France)  615,000  650,436 

Trinidad Drilling, Ltd. 144A sr. unsec. notes 7 7/8s,     
2019 (Canada)  55,000  54,725 

Unit Corp. company guaranty sr. sub. notes 6 5/8s, 2021  75,000  74,708 

 

55



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Energy cont.     
Weatherford Bermuda company guaranty sr. unsec.     
notes 9 7/8s, 2039 (Switzerland)  $230,000  $325,996 

Weatherford International, Inc. company guaranty sr. unsec.     
unsub. notes 6.8s, 2037  110,000  118,861 

Weatherford International, Inc. company guaranty sr. unsec.     
unsub. notes 6.35s, 2017  130,000  146,837 

Weatherford International, Ltd. sr. notes 5 1/2s,     
2016 (Switzerland)  95,000  103,469 

Whiting Petroleum Corp. company guaranty 7s, 2014  385,000  410,025 

Williams Cos., Inc. (The) notes 7 3/4s, 2031  22,000  26,411 

Williams Cos., Inc. (The) sr. unsec. notes 7 7/8s, 2021  63,000  74,687 

    23,263,430 
Financials (3.8%)     
Abbey National Treasury Service bank guaranty sr. unsec.     
unsub. notes FRN 1.832s, 2014 (United Kingdom)  285,000  271,527 

ACE Cash Express, Inc. 144A sr. notes 11s, 2019  205,000  181,938 

Aflac, Inc. sr. unsec. notes 6.9s, 2039  450,000  461,856 

Ally Financial, Inc. company guaranty sr. notes 6 1/4s, 2017  210,000  182,933 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes 8.3s, 2015  160,000  158,200 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes 8s, 2020  140,000  129,587 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes 7 1/2s, 2020  140,000  126,700 

Ally Financial, Inc. company guaranty sr. unsec.     
unsub. notes FRN 2.526s, 2014  177,000  151,955 

Ally Financial, Inc. unsec. sub. notes 8s, 2018  155,000  141,050 

American Express Co. sr. unsec. notes 8 1/8s, 2019  870,000  1,098,037 

American International Group, Inc. jr. sub. bonds FRB     
8.175s, 2058  270,000  238,275 

American International Group, Inc. sr. unsec. Ser. MTN,     
5.85s, 2018  901,000  894,880 

American International Group, Inc. sr. unsec.     
unsub. notes 4 1/4s, 2014  640,000  624,050 

Bank of America NA sub. notes Ser. BKNT, 5.3s, 2017  250,000  225,790 

Bank of Montreal sr. unsec. bond 2 1/8s, 2013 (Canada)  390,000  398,699 

Bank of New York Mellon Corp. (The) sr. unsec. notes     
4.3s, 2014  610,000  658,166 

Bank of New York Mellon Corp. (The) sr. unsec. notes     
2.95s, 2015  30,000  31,160 

Bank of New York Mellon Corp. (The) 144A sr. unsec.     
notes Ser. MTN, 2 1/2s, 2016  20,000  20,401 

BankAmerica Capital III bank guaranteed jr. unsec. FRN     
0.819s, 2027  327,000  202,768 

Barclays Bank PLC jr. unsec. sub. notes FRN 6.278s, 2049     
(United Kingdom)  230,000  150,938 

Barclays Bank PLC 144A jr. unsec. sub. notes FRN 6.86s,     
2049 (United Kingdom)  575,000  414,000 

Barclays Bank PLC 144A sub. notes 10.179s, 2021     
(United Kingdom)  285,000  301,553 

 

56



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Financials cont.     
Bear Stearns Cos., Inc. (The) notes 5.7s, 2014  $135,000  $145,587 

Bear Stearns Cos., Inc. (The) sr. unsec. notes 7 1/4s, 2018  240,000  282,910 

Bosphorus Financial Services, Ltd. 144A sr. notes FRN     
2.086s, 2012  66,125  65,949 

Camden Property Trust sr. unsec. notes 4 7/8s, 2023 R  390,000  395,696 

Capital One Capital III company guaranty 7.686s, 2036  231,000  225,803 

Capital One Capital IV company guaranty jr. unsec.     
sub. notes FRN 6.745s, 2037  235,000  224,425 

Capital One Capital V company guaranty jr. unsec.     
sub. notes 10 1/4s, 2039  345,000  350,175 

CB Richard Ellis Services, Inc. company guaranty sr. unsec.     
notes 6 5/8s, 2020  85,000  81,600 

CB Richard Ellis Services, Inc. company guaranty sr. unsec.     
sub. notes 11 5/8s, 2017  280,000  315,700 

CIT Group, Inc. 144A bonds 7s, 2017  1,345,000  1,304,650 

CIT Group, Inc. 144A bonds 7s, 2016  585,000  567,450 

CIT Group, Inc. 144A company guaranty notes 6 5/8s, 2018  305,000  303,475 

Citigroup, Inc. sr. notes 6 1/2s, 2013  895,000  941,805 

Citigroup, Inc. sub. notes 5s, 2014  839,000  822,857 

Citigroup, Inc. unsec. sub. notes 6 5/8s, 2032  277,000  267,748 

Citigroup, Inc. unsec. sub. notes 6 1/8s, 2036  545,000  461,018 

CNO Financial Group, Inc. 144A company     
guaranty sr. notes 9s, 2018  145,000  150,075 

Community Choice Financial, Inc. 144A sr. notes 10 3/4s, 2019  255,000  247,350 

Credit Suisse First Boston USA, Inc. company     
guaranty sr. unsec. unsub. notes 6 1/8s, 2011  764,000  767,661 

Credit Suisse Guernsey, Ltd. jr. unsec. sub. notes FRN     
5.86s, 2017 (United Kingdom)  352,000  276,320 

Deutsche Bank AG/London sr. unsec. notes 3 7/8s, 2014     
(United Kingdom)  820,000  836,889 

Deutsche Bank Capital Funding Trust VII 144A jr. unsec.     
sub. bonds FRB 5.628s, perpetual maturity  235,000  157,450 

Duke Realty LP sr. unsec. notes 6 1/2s, 2018 R  411,000  441,813 

E*Trade Financial Corp. sr. notes 6 3/4s, 2016  180,000  179,550 

E*Trade Financial Corp. sr. unsec. unsub. notes 12 1/2s, 2017  185,000  208,588 

Fleet Capital Trust V bank guaranteed jr. sub. FRN 1.35s, 2028  217,000  130,895 

GATX Financial Corp. notes 5.8s, 2016  120,000  134,006 

GE Capital Trust I unsec. sub. bonds FRB 6 3/8s, 2067  975,000  939,656 

General Electric Capital Corp. sr. unsec. FRN Ser. MTN,     
0.478s, 2016  600,000  557,447 

General Electric Capital Corp. sr. unsec. notes 6 3/4s, 2032  805,000  918,965 

Goldman Sachs Group, Inc. (The) sr. notes 7 1/2s, 2019  990,000  1,087,757 

Goldman Sachs Group, Inc. (The) sub. notes 6 3/4s, 2037  1,073,000  970,141 

Highwood Realty LP sr. unsec. bonds 5.85s, 2017 R  340,000  358,613 

HSBC Finance Capital Trust IX FRN 5.911s, 2035  700,000  581,000 

HSBC Finance Corp. 144A sr. unsec. sub. notes 6.676s, 2021  1,314,000  1,291,428 

HSBC Holdings PLC sub. notes 6 1/2s, 2037 (United Kingdom)  300,000  294,457 

 

57



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Financials cont.     
HUB International Holdings, Inc. 144A     
sr. sub. notes 10 1/4s, 2015  $190,000  $175,750 

HUB International Holdings, Inc. 144A sr. unsec.     
unsub. notes 9s, 2014  35,000  33,600 

Icahn Enterprises LP/Icahn Enterprises Finance Corp.     
company guaranty sr. unsec. notes 8s, 2018  585,000  582,806 

International Lease Finance Corp. sr. unsec. notes     
6 1/4s, 2019  25,000  21,750 

JPMorgan Chase & Co. sr. notes 6s, 2018  1,537,000  1,711,652 

JPMorgan Chase Bank NA sub. notes Ser. BKNT, 6s, 2017  330,000  346,931 

JPMorgan Chase Capital XVIII bonds Ser. R, 6.95s, 2036  674,000  672,340 

Lehman Brothers E-Capital Trust I FRN zero %,     
2065 (In default) †  1,845,000  185 

Leucadia National Corp. sr. unsec. notes 7 1/8s, 2017  335,000  341,700 

Liberty Mutual Insurance Co. 144A notes 7.697s, 2097  490,000  463,050 

Marsh & McLennan Cos., Inc. sr. unsec. notes 6 1/4s, 2012  625,000  637,287 

Merrill Lynch & Co., Inc. sr. unsec. notes 6.4s, 2017  10,000  9,695 

Merrill Lynch & Co., Inc. sr. unsec. notes Ser. MTN,     
6 7/8s, 2018  1,640,000  1,640,589 

MetLife Capital Trust IV 144A jr. sub. debs. 7 7/8s, 2037  300,000  295,500 

MetLife, Inc. sr. unsec. 6 3/4s, 2016  130,000  149,516 

Metropolitan Life Global Funding I 144A notes 3.65s, 2018  1,525,000  1,563,139 

MPT Operating Partnership LP/MPT Finance Corp. 144A company     
guaranty sr. notes 6 7/8s, 2021 R  115,000  109,250 

National Money Mart Co. company guaranty sr. unsec.     
unsub. notes 10 3/8s, 2016 (Canada)  245,000  251,125 

Nationwide Financial Services notes 5 5/8s, 2015  125,000  132,854 

Nationwide Mutual Insurance Co. 144A notes 8 1/4s, 2031  210,000  228,512 

Nuveen Investments, Inc. company guaranty sr. unsec.     
unsub. notes 10 1/2s, 2015  310,000  285,975 

Omega Healthcare Investors, Inc. company     
guaranty sr. unsec. notes 6 3/4s, 2022 R  280,000  267,050 

OneAmerica Financial Partners, Inc. 144A bonds 7s, 2033  520,000  541,490 

OneBeacon US Holdings, Inc. company guaranty sr. unsec.     
notes 5 7/8s, 2013  71,000  72,770 

Progressive Corp. (The) jr. unsec. sub. notes FRN 6.7s, 2037  555,000  550,838 

Provident Funding Associates LP/PFG Finance Corp. 144A     
sr. notes 10 1/4s, 2017  155,000  151,125 

Provident Funding Associates LP/PFG Finance Corp. 144A     
sr. notes 10 1/8s, 2019  140,000  121,100 

Prudential Financial, Inc. jr. unsec. sub. notes FRN     
8 7/8s, 2038  225,000  240,652 

Residential Capital LLC company guaranty jr. notes     
9 5/8s, 2015  305,000  236,375 

Royal Bank of Scotland PLC (The) bank guaranty sr. unsec.     
unsub. notes 3.95s, 2015 (United Kingdom)  440,000  413,708 

Russian Agricultural Bank OJSC Via RSHB Capital SA 144A     
notes 7 3/4s, 2018 (Russia)  110,000  114,675 

 

58



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Financials cont.     
Russian Agricultural Bank OJSC Via RSHB Capital SA 144A     
notes 7 1/8s, 2014 (Russia)  $110,000  $112,200 

Sabra Health Care LP/Sabra Capital Corp. company     
guaranty sr. unsec. unsub. notes 8 1/8s, 2018 R  80,000  74,400 

Santander Holdings USA, Inc. sr. unsec.     
unsub. notes 4 5/8s, 2016  129,000  124,277 

Simon Property Group LP sr. unsec. notes 6 1/8s, 2018 R  307,000  345,177 

Simon Property Group LP sr. unsec. unsub. notes 5 1/4s, 2016 R  147,000  160,132 

Simon Property Group LP sr. unsec. unsub. notes 4 3/8s, 2021 R  145,000  147,311 

SLM Corp. sr. notes Ser. MTN, 8s, 2020  220,000  217,183 

SLM Corp. sr. unsec. unsub. notes Ser. MTN, 8.45s, 2018  135,000  140,423 

Springleaf Finance Corp. sr. unsec. notes Ser. MTNI,     
4 7/8s, 2012  780,000  729,300 

State Street Capital Trust IV company guaranty jr. unsec.     
sub. bonds FRB 1.347s, 2037  475,000  333,274 

USI Holdings Corp. 144A company guaranty sr. unsec.     
notes FRN 4.161s, 2014  45,000  39,150 

Ventas Realty LP/Capital Corp. company guaranty 9s, 2012 R  465,000  480,682 

Ventas Realty LP/Capital Corp. sr. notes 6 3/4s, 2017 R  225,000  234,391 

Vnesheconombank Via VEB Finance PLC 144A bank guaranteed     
bonds 6.8s, 2025 (Russia)  2,000,000  1,885,000 

Vornado Realty LP sr. unsec. unsub. notes 4 1/4s, 2015 R  405,000  419,970 

VTB Bank OJSC Via VTB Capital SA sr. notes 6 1/4s,     
2035 (Russia)  500,000  482,500 

VTB Bank OJSC Via VTB Capital SA 144A sr. unsec.     
notes 6 7/8s, 2018 (Russia)  1,800,000  1,818,000 

Wachovia Bank NA sub. notes Ser. BKNT, 6s, 2017  250,000  277,030 

Wachovia Corp. sr. unsec. notes 5 3/4s, 2017  105,000  118,203 

Westpac Banking Corp. sr. unsec. bonds 3s, 2015 (Australia)  75,000  76,214 

Westpac Banking Corp. sr. unsec. notes 4 7/8s,     
2019 (Australia)  485,000  504,625 

Westpac Capital Trust III 144A unsec. sub. notes FRN     
5.819s, perpetual maturity (Australia)  295,000  287,315 

Willis Group North America, Inc. company guaranty 6.2s, 2017  70,000  76,439 

ZFS Finance USA Trust V 144A bonds FRB 6 1/2s, 2037  312,000  274,560 

    46,072,117 
Health care (1.0%)     
Abbott Laboratories sr. unsec. notes 5 7/8s, 2016  538,000  633,329 

Aetna, Inc. sr. unsec. unsub. notes 6 3/4s, 2037  286,000  366,082 

Amgen, Inc. sr. unsec. notes 3.45s, 2020  730,000  752,847 

AstraZeneca PLC sr. unsec. unsub. notes 6.45s, 2037     
(United Kingdom)  422,000  566,244 

Aviv Healthcare Properties LP company guaranty sr. unsec.     
notes 7 3/4s, 2019  215,000  202,638 

Biomet, Inc. company guaranty sr. unsec. notes 10s, 2017  150,000  154,500 

Capella Healthcare, Inc. 144A company     
guaranty sr. notes 9 1/4s, 2017  295,000  280,250 

Capsugel FinanceCo SCA 144A company guaranty sr. unsec.     
notes 9 7/8s, 2019  250,000  321,621 

 

59



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Health care cont.       
CDRT Merger Sub, Inc. 144A company guaranty sr. unsec.       
notes 8 1/8s, 2019    $225,000  $208,125 

CHS/Community Health Systems, Inc. company       
guaranty sr. unsec. sub. notes 8 7/8s, 2015    565,000  555,113 

CIGNA Corp. sr. unsec. unsub. notes 4 1/2s, 2021    490,000  507,619 

ConvaTec Healthcare E SA 144A sr. notes 7 3/8s,       
2017 (Luxembourg)  EUR  105,000  128,967 

ConvaTec Healthcare E SA 144A sr. unsec. notes 10 1/2s,       
2018 (Luxembourg)    $545,000  479,600 

DaVita, Inc. company guaranty sr. unsec. notes 6 5/8s, 2020    70,000  67,200 

DaVita, Inc. company guaranty sr. unsec. notes 6 3/8s, 2018    210,000  201,600 

Elan Finance PLC/Elan Finance Corp. company guaranty sr. unsec.       
notes 8 3/4s, 2016 (Ireland)    390,000  403,650 

Endo Pharmaceuticals Holdings, Inc. 144A company       
guaranty sr. unsec. notes 7s, 2019    155,000  155,581 

Giant Funding Corp. 144A sr. notes 8 1/4s, 2018 (Spain)    275,000  275,000 

HCA, Inc. sr. notes 6 1/2s, 2020    870,000  846,075 

HCA, Inc. sr. unsec. notes 7 1/2s, 2022    250,000  228,750 

HCA, Inc. sr. unsec. notes 6 1/4s, 2013    48,000  48,660 

Health Management Associates, Inc. sr. notes 6 1/8s, 2016    335,000  329,138 

IASIS Healthcare, LLC/IASIS Capital Corp. 144A       
sr. notes 8 3/8s, 2019    470,000  380,700 

Johnson & Johnson sr. unsec. notes 4.85s, 2041    700,000  827,164 

Multiplan, Inc. 144A company guaranty sr. notes 9 7/8s, 2018    210,000  207,900 

Quest Diagnostics, Inc. company guaranty sr. unsec.       
notes 6.95s, 2037    95,000  119,223 

Select Medical Corp. company guaranty 7 5/8s, 2015    86,000  74,498 

Surgical Care Affiliates, Inc. 144A sr. sub. notes 10s, 2017    75,000  71,250 

Surgical Care Affiliates, Inc. 144A sr. unsec.       
notes 8 7/8s, 2015 ‡‡    82,392  79,096 

Teleflex, Inc. company guaranty sr. unsec.       
sub. notes 6 7/8s, 2019    200,000  198,000 

Tenet Healthcare Corp. company guaranty sr. notes 10s, 2018    54,000  58,455 

Tenet Healthcare Corp. sr. notes 9s, 2015    624,000  658,320 

Tenet Healthcare Corp. sr. notes 8 7/8s, 2019    155,000  163,913 

Teva Pharmaceutical Finance II BV/Teva Pharmaceutical       
Finance III LLC company guaranty sr. unsec.       
unsub. notes 3s, 2015 (Netherland Antilles)    295,000  309,058 

United Surgical Partners International, Inc. company       
guaranty sr. unsec. sub. notes 8 7/8s, 2017    125,000  125,000 

UnitedHealth Group, Inc. sr. unsec. unsub. notes 4.7s, 2021    640,000  706,244 

Valeant Pharmaceuticals International 144A company       
guaranty sr. notes 7s, 2020    40,000  35,400 

Valeant Pharmaceuticals International 144A company       
guaranty sr. unsec. notes 6 7/8s, 2018    105,000  95,025 

Valeant Pharmaceuticals International 144A       
sr. notes 6 3/4s, 2017    40,000  36,850 

Vanguard Health Systems, Inc. sr. unsec. notes zero %, 2016    10,000  6,500 

WellPoint, Inc. notes 7s, 2019    220,000  271,840 

      12,137,025 

 

60



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Miscellaneous (—%)     
Dolphin Subsidiary II, Inc. 144A sr. unsec. notes 7 1/4s, 2021  $165,000  $160,050 

Dolphin Subsidiary II, Inc. 144A sr. unsec. notes 6 1/2s, 2016  350,000  345,625 

    505,675 
Technology (0.9%)     
Advanced Micro Devices, Inc. sr. unsec. notes 8 1/8s, 2017  15,000  15,000 

Advanced Micro Devices, Inc. sr. unsec. notes 7 3/4s, 2020  315,000  308,700 

Alcatel-Lucent USA, Inc. unsec. debs. 6.45s, 2029  200,000  166,000 

Avaya, Inc. company guaranty sr. unsec. notes 10 1/8s, 2015 ‡‡  140,000  102,550 

Avaya, Inc. company guaranty sr. unsec. notes 9 3/4s, 2015  475,000  346,750 

Avaya, Inc. 144A company guaranty sr. notes 7s, 2019  145,000  123,250 

Ceridian Corp. company guaranty sr. unsec. notes 12 1/4s, 2015 ‡‡  460,000  370,300 

Ceridian Corp. sr. unsec. notes 11 1/4s, 2015  165,000  136,125 

Cisco Systems, Inc. company guaranty sr. unsec.     
unsub. notes 3.15s, 2017  825,000  867,233 

Computer Sciences Corp. sr. unsec. notes 6 1/2s, 2018  222,000  239,790 

Dell, Inc. sr. unsec. notes 5 7/8s, 2019  470,000  535,247 

Eagle Parent Inc. 144A sr. notes 8 5/8s, 2019 (Canada)  295,000  266,975 

Fidelity National Information Services, Inc. company     
guaranty sr. unsec. notes 7 7/8s, 2020  80,000  83,200 

Fidelity National Information Services, Inc. company     
guaranty sr. unsec. notes 7 5/8s, 2017  155,000  161,200 

First Data Corp. company guaranty sr. unsec. notes 10.55s, 2015 ‡‡  1,591,302  1,324,759 

First Data Corp. 144A company guaranty notes 8 1/4s, 2021  245,000  193,550 

First Data Corp. 144A company guaranty sr. notes 7 3/8s, 2019  130,000  115,375 

First Data Corp. 144A sr. bonds 12 5/8s, 2021  375,000  277,500 

Freescale Semiconductor, Inc. company guaranty sr. unsec.     
notes 10 3/4s, 2020  158,000  158,000 

Freescale Semiconductor, Inc. 144A company     
guaranty sr. notes 10 1/8s, 2018  88,000  91,520 

Freescale Semiconductor, Inc. 144A company     
guaranty sr. notes 9 1/4s, 2018  285,000  292,838 

Hewlett-Packard Co. sr. unsec. notes 6 1/8s, 2014  235,000  256,907 

Hewlett-Packard Co. sr. unsec. notes 5 1/2s, 2018  160,000  178,526 

Iron Mountain, Inc. company guaranty sr. sub. notes 7 3/4s, 2019  105,000  103,950 

Iron Mountain, Inc. company guaranty sr. unsec.     
sub. notes 8s, 2020  625,000  632,813 

Jazz Technologies, Inc. company guaranty sr. unsec.     
notes 8s, 2015 F  173,000  170,405 

Microsoft Corp. sr. unsec. unsub. notes 5.3s, 2041  85,000  104,469 

Microsoft Corp. sr. unsec. unsub. notes 4.2s, 2019  555,000  614,672 

NXP BV/NXP Funding, LLC company guaranty Ser. EXCH, 9 1/2s,     
2015 (Netherlands)  150,000  155,063 

NXP BV/NXP Funding, LLC 144A company     
guaranty sr. notes 9 3/4s, 2018 (Netherlands)  360,000  376,200 

NXP BV/NXP Funding, LLC 144A sr. sec. notes 10s, 2013     
(Netherlands)  15,000  16,088 

Oracle Corp. 144A notes 3 7/8s, 2020  360,000  384,733 

Oracle Corp. 144A sr. notes 5 3/8s, 2040  215,000  248,973 

 

61



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Technology cont.     
Pitney Bowes, Inc. sr. unsec. unsub. notes Ser. MTN,     
5 1/4s, 2037  $340,000  $345,066 

Seagate HDD Cayman 144A company guaranty sr. unsec.     
notes 7 3/4s, 2018 (Cayman Islands)  195,000  191,100 

SunGard Data Systems, Inc. company guaranty 10 1/4s, 2015  10,000  10,100 

SunGard Data Systems, Inc. 144A sr. unsec. notes 7 5/8s, 2020  210,000  195,300 

Syniverse Holdings, Inc. company guaranty sr. unsec.     
notes 9 1/8s, 2019  275,000  269,500 

Xerox Corp. sr. unsec. notes 6 3/4s, 2039  336,000  398,512 

Xerox Corp. sr. unsec. unsub. notes 5 5/8s, 2019  130,000  140,576 

    10,968,815 
Transportation (0.3%)     
AMGH Merger Sub, Inc. 144A company     
guaranty sr. notes 9 1/4s, 2018  290,000  291,450 

Burlington Northern Santa Fe Corp. sr. unsec.     
unsub. notes 5 3/4s, 2040  155,000  180,955 

Burlington Northern Santa Fe, LLC sr. unsec. notes     
5.4s, 2041  495,000  554,290 

Delta Air Lines, Inc. sr. notes Ser. A, 7 3/4s, 2019  439,369  461,338 

Kansas City Southern de Mexico SA de CV sr. unsec.     
unsub. notes 8s, 2018 (Mexico)  130,000  141,213 

Kansas City Southern de Mexico SA de CV sr. unsec.     
unsub. notes 6 1/8s, 2021 (Mexico)  55,000  54,450 

Northwest Airlines Corp. pass-through certificates     
Ser. 00-1, 7.15s, 2019  462,321  462,321 

RailAmerica, Inc. company guaranty sr. notes 9 1/4s, 2017  322,000  348,565 

Swift Services Holdings, Inc. company     
guaranty sr. notes 10s, 2018  315,000  280,350 

Union Pacific Corp. 144A pass-through certificates     
5.214s, 2014  115,000  126,845 

United AirLines, Inc. pass-through certificates Ser. 07-A,     
6.636s, 2022  132,120  127,496 

Western Express, Inc. 144A sr. notes 12 1/2s, 2015  305,000  204,350 

    3,233,623 
Utilities and power (1.5%)     
AEP Texas North Co. sr. notes Ser. B, 5 1/2s, 2013  412,000  434,214 

AES Corp. (The) sr. unsec. unsub. notes 8s, 2017  520,000  522,600 

AES Corp. (The) 144A sr. notes 7 3/8s, 2021  165,000  155,925 

Aguila 3 SA 144A company guaranty sr. notes 7 7/8s,     
2018 (Luxembourg)  340,000  309,400 

Appalachian Power Co. sr. notes Ser. L, 5.8s, 2035  145,000  164,404 

Arizona Public Services Co. sr. unsec. notes 5.05s, 2041  210,000  228,872 

Atmos Energy Corp. sr. unsec. sub. notes 8 1/2s, 2019  45,000  60,760 

Beaver Valley Funding Corp. sr. bonds 9s, 2017  137,000  147,030 

Boardwalk Pipelines LP company guaranty 5 7/8s, 2016  404,000  452,459 

Bruce Mansfield Unit pass-through certificates 6.85s, 2034  277,334  296,747 

Calpine Corp. 144A company guaranty sr. notes 7 7/8s, 2020  230,000  225,400 

Calpine Corp. 144A sr. notes 7 1/4s, 2017  595,000  574,175 

Colorado Interstate Gas Co., LLC debs. 6.85s, 2037 (Canada)  50,000  58,077 

Commonwealth Edison Co. 1st mtge. 6.15s, 2017  130,000  151,954 

 

62



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Utilities and power cont.     
Commonwealth Edison Co. 1st mtge. 5.9s, 2036  $593,000  $710,345 

Dominion Resources, Inc. jr. sub. notes FRN Ser. 06-B,     
2.669s, 2066  823,000  732,470 

Dominion Resources, Inc. unsub. notes 5.7s, 2012  535,000  558,430 

Dynegy Holdings, LLC sr. unsec. notes 7 3/4s, 2019  760,000  459,800 

Edison Mission Energy sr. unsec. notes 7 3/4s, 2016  80,000  53,600 

Edison Mission Energy sr. unsec. notes 7 1/2s, 2013  35,000  32,550 

Edison Mission Energy sr. unsec. notes 7.2s, 2019  400,000  228,000 

Edison Mission Energy sr. unsec. notes 7s, 2017  5,000  2,975 

El Paso Corp. sr. notes Ser. GMTN, 7 3/4s, 2032  215,000  249,026 

El Paso Corp. sr. unsec. notes 7s, 2017  700,000  784,117 

Electricite de France 144A notes 6 1/2s, 2019 (France)  375,000  438,327 

Energy Future Holdings Corp. company     
guaranty sr. notes 10s, 2020  100,000  97,000 

Energy Future Intermediate Holding Co., LLC     
sr. notes 9 3/4s, 2019  265,000  254,400 

Energy Future Intermediate Holding Co., LLC/EFIH     
Finance, Inc. sr. notes 10s, 2020  159,000  155,025 

Energy Transfer Equity LP company guaranty sr. unsec.     
notes 7 1/2s, 2020  305,000  313,388 

Energy Transfer Partners LP sr. unsec. unsub. notes     
5.65s, 2012  350,000  360,752 

Energy Transfer Partners LP sr. unsec. unsub. notes     
4.65s, 2021  245,000  232,567 

Enterprise Products Operating, LLC company     
guaranty sr. unsec. unsub. notes 5.95s, 2041  290,000  311,037 

Enterprise Products Operating, LLC company     
guaranty sr. unsec. unsub. notes 3.2s, 2016  205,000  209,620 

FirstEnergy Corp. notes Ser. B, 6.45s, 2011  11,000  11,060 

GenOn Energy, Inc. sr. unsec. notes 9 7/8s, 2020  425,000  397,375 

GenOn Energy, Inc. sr. unsec. notes 9 1/2s, 2018  65,000  61,100 

Ipalco Enterprises, Inc. 144A sr. notes 7 1/4s, 2016  230,000  236,325 

ITC Holdings Corp. 144A notes 5 7/8s, 2016  458,000  518,603 

ITC Holdings Corp. 144A sr. unsec. notes 6.05s, 2018  305,000  348,214 

Kansas Gas & Electric Co. bonds 5.647s, 2021  65,958  68,655 

Kinder Morgan Energy Partners LP sr. unsec. notes     
6.85s, 2020  410,000  484,075 

MidAmerican Energy Holdings Co. bonds 6 1/8s, 2036  152,000  182,062 

MidAmerican Funding, LLC sr. sec. bonds 6.927s, 2029  850,000  1,075,632 

Nevada Power Co. mtge. sec. notes 7 1/8s, 2019  265,000  331,827 

NRG Energy, Inc. company guaranty 7 3/8s, 2017  110,000  113,300 

NRG Energy, Inc. 144A company guaranty sr. unsec.     
notes 7 7/8s, 2021  735,000  672,525 

NV Energy, Inc. sr. unsec. notes 6 1/4s, 2020  155,000  161,799 

NV Energy, Inc. sr. unsec. unsub. notes 6 3/4s, 2017  235,000  237,519 

Pacific Gas & Electric Co. 1st mtge. 6.05s, 2034  650,000  775,794 

Potomac Edison Co. 144A 1st mtge. 5.8s, 2016  456,000  522,086 

Power Receivable Finance, LLC 144A sr. notes 6.29s, 2012  24,452  24,476 

 

63



CORPORATE BONDS AND NOTES (18.1%)* cont.  Principal amount  Value 

 
Utilities and power cont.     
PSEG Power, LLC company guaranty sr. unsec. notes     
5.32s, 2016  $185,000  $204,601 

Public Service Electric & Gas Co. sr. notes Ser. MTN,     
5 1/2s, 2040  160,000  194,280 

Puget Sound Energy, Inc. jr. sub. FRN Ser. A, 6.974s, 2067  629,000  625,855 

Spectra Energy Capital, LLC sr. notes 8s, 2019  250,000  313,344 

Teco Finance, Inc. company guaranty sr. unsec.     
unsub. notes 6 3/4s, 2015  10,000  11,298 

Texas Competitive/Texas Competitive Electric     
Holdings Co., LLC company guaranty sr. unsec.     
notes 10 1/2s, 2016 ‡‡  453,691  190,550 

Texas Competitive/Texas Competitive Electric     
Holdings Co., LLC 144A company guaranty sr. notes     
15s, 2021  185,000  112,850 

Texas Competitive/Texas Competitive Electric     
Holdings Co., LLC 144A company guaranty sr. notes     
11 1/2s, 2020  200,000  160,000 

Trans-Canada Pipelines, Ltd. jr. unsec. sub. notes FRN     
6.35s, 2067 (Canada)  180,000  179,227 

Union Electric Co. sr. sec. notes 6.4s, 2017  320,000  380,269 

West Penn Power Co. 144A 1st mtge. 5.95s, 2017  75,000  89,077 

    18,649,224 
 
Total corporate bonds and notes (cost $219,883,973)    $221,687,563 
 
 
U.S. GOVERNMENT AND AGENCY     
 
MORTGAGE OBLIGATIONS (14.6%)*  Principal amount  Value 

  
U.S. Government Guaranteed Mortgage Obligations (4.0%)     
Government National Mortgage Association Pass-Through     
Certificates 4 1/2s, TBA, October 1, 2041  $45,000,000  $48,895,313 

    48,895,313 
U.S. Government Agency Mortgage Obligations (10.6%)     
Federal Home Loan Mortgage Corporation Pass-Through     
Certificates 3 1/2s, January 1, 2041  901,195  926,259 

Federal National Mortgage Association Pass-Through Certificates     
5 1/2s, TBA, October 1, 2041  50,000,000  54,269,530 
4 1/2s, TBA, October 1, 2041  12,000,000  12,731,250 
4s, TBA, October 1, 2041  9,000,000  9,433,125 
4s, TBA, October 1, 2026  33,000,000  34,794,375 
3 1/2s, March 1, 2041  941,766  968,547 
3 1/2s, TBA, October 1, 2041  16,000,000  16,432,499 

    129,555,585 
 
Total U.S. government and agency mortgage obligations (cost $177,975,621)  $178,450,898 
  
MORTGAGE-BACKED SECURITIES (4.4%)*  Principal amount  Value 

  
Adjustable Rate Mortgage Trust FRB Ser. 06-1, Class 5A1,     
3.364s, 2036  $791,388  $348,211 

Banc of America Commercial Mortgage, Inc.     
FRB Ser. 07-3, Class A3, 5.801s, 2049  787,000  823,253 
Ser. 07-2, Class A2, 5.634s, 2049  790,717  798,040 
Ser. 07-1, Class XW, IO, 0.463s, 2049  9,694,487  112,330 

 

64



MORTGAGE-BACKED SECURITIES (4.4%)* cont.  Principal amount  Value 

 
Banc of America Commercial Mortgage, Inc. 144A     
Ser. 02-PB2, Class XC, IO, 0.876s, 2035  $2,477,529  $6,181 
Ser. 07-5, Class XW, IO, 0.587s, 2051  20,082,979  329,040 
Ser. 04-5, Class XC, IO, 0.473s, 2041  6,585,106  118,163 
Ser. 04-4, Class XC, IO, 0.458s, 2042  5,938,515  123,889 

Bear Stearns Alt-A Trust     
FRB Ser. 06-3, Class 36A1, 5.935s, 2036  540,477  329,691 
FRB Ser. 06-3, Class 35A1, 5.623s, 2036  704,380  433,194 
FRB Ser. 06-3, Class 33A1, 5.547s, 2036  1,317,502  579,701 

Bear Stearns Commercial Mortgage Securities, Inc.     
FRB Ser. 00-WF2, Class F, 8.588s, 2032  189,000  197,226 
FRB Ser. 07-PW16, Class A2, 5.853s, 2040  156,027  161,375 
Ser. 04-PR3I, Class X1, IO, 0.314s, 2041  2,205,148  38,971 

Bear Stearns Commercial Mortgage Securities, Inc. 144A     
Ser. 06-PW14, Class X1, IO, 0.255s, 2038  8,575,824  131,639 

Citigroup Commercial Mortgage Trust 144A Ser. 06-C5,     
Class XC, IO, 0.21s, 2049  73,996,872  916,081 

Citigroup/Deutsche Bank Commercial Mortgage Trust 144A     
Ser. 07-CD4, Class XW, IO, 0.552s, 2049  9,689,294  139,526 
Ser. 07-CD4, Class XC, IO, 0.17s, 2049  52,820,008  464,816 
Ser. 07-CD5, Class XS, IO, 0.072s, 2044  2,939,916  12,592 

Commercial Mortgage Acceptance Corp. 144A     
Ser. 98-C1, Class F, 6.23s, 2031  122,884  126,642 
Ser. 98-C2, Class F, 5.44s, 2030  1,651,710  1,702,565 

Commercial Mortgage Pass-Through Certificates FRB     
Ser. 07-C9, Class A2, 5.811s, 2049  357,328  358,232 

Commercial Mortgage Pass-Through Certificates 144A     
Ser. 06-C8, Class XS, IO, 0.237s, 2046  40,100,199  486,440 
Ser. 05-LP5, Class XC, IO, 0.23s, 2043  38,723,132  372,168 
Ser. 05-C6, Class XC, IO, 0.103s, 2044  25,427,364  147,243 

Countrywide Alternative Loan Trust FRB Ser. 05-84,     
Class 4A1, 5.736s, 2036  2,106,982  1,243,119 

Credit Suisse Mortgage Capital Certificates     
FRB Ser. 07-C4, Class A2, 5.991s, 2039  733,580  737,609 
Ser. 07-C2, Class A2, 5.448s, 2049  159,351  159,889 
Ser. 07-C1, Class AAB, 5.336s, 2040  650,000  678,405 
Ser. 06-C5, Class AX, IO, 0.211s, 2039  16,790,107  248,091 

Credit Suisse Mortgage Capital Certificates 144A     
Ser. 07-C2, Class AX, IO, 0.272s, 2049  46,747,337  301,754 

CS First Boston Mortgage Securities Corp.     
Ser. 05-C5, Class AJ, 5.1s, 2038  483,000  437,338 
Ser. 05-C5, Class AM, 5.1s, 2038  327,000  336,095 

CS First Boston Mortgage Securities Corp. 144A     
Ser. 98-C1, Class F, 6s, 2040  410,000  427,636 
FRB Ser. 03-CK2, Class G, 5.744s, 2036  495,000  479,996 
Ser. 03-C3, Class AX, IO, 1.913s, 2038  9,053,349  185,874 
Ser. 02-CP3, Class AX, IO, 1.617s, 2035  11,307,156  73,711 
Ser. 04-C4, Class AX, IO, 0.413s, 2039  3,142,629  71,077 

Deutsche Alt-A Securities, Inc. Mortgage Loan Trust FRB     
Ser. 06-AR3, Class A5, 0.405s, 2036  656,142  401,067 

 

65



MORTGAGE-BACKED SECURITIES (4.4%)* cont.  Principal amount  Value 

 
DLJ Commercial Mortgage Corp. 144A     
Ser. 99-CG2, Class B3, 6.1s, 2032  $9,146  $9,143 
Ser. 99-CG2, Class B4, 6.1s, 2032  571,000  559,646 

Federal Home Loan Mortgage Corp.     
IFB Ser. 3408, Class EK, 24.872s, 2037  443,078  657,017 
IFB Ser. 2979, Class AS, 23.434s, 2034  70,049  96,929 
IFB Ser. 3072, Class SM, 22.957s, 2035  204,878  323,595 
IFB Ser. 3072, Class SB, 22.81s, 2035  209,949  330,150 
IFB Ser. 3249, Class PS, 21.519s, 2036  303,050  438,746 
IFB Ser. 2990, Class LB, 16.36s, 2034  413,224  557,948 
IFB Ser. 3287, Class SE, IO, 6.471s, 2037  2,398,024  334,237 
IFB Ser. 3835, Class SC, IO, 6.421s, 2038  2,229,466  376,936 
IFB Ser. 3861, Class PS, IO, 6.371s, 2037  6,773,561  1,052,019 
IFB Ser. 3708, Class SQ, IO, 6.321s, 2040  1,998,619  275,570 
Ser. 3934, Class SA, IO, 4 1/2s, 2041  4,047,000  654,481 
Ser. 3747, Class HI, IO, 4 1/2s, 2037  116,084  14,285 
Ser. 3751, Class MI, IO, 4s, 2034  3,465,025  333,994 
Ser. 3707, Class HI, IO, 4s, 2023  226,101  15,065 
Ser. 3327, Class IF, IO, zero %, 2037  21,668  7 
Ser. 3391, PO, zero %, 2037  44,969  39,188 
Ser. 3206, Class EO, PO, zero %, 2036  29,180  26,309 
FRB Ser. 3326, Class YF, zero %, 2037  25,570  24,353 
FRB Ser. 3117, Class AF, zero %, 2036  27,531  25,604 
FRB Ser. 3326, Class WF, zero %, 2035  45,666  42,926 
FRB Ser. 3036, Class AS, zero %, 2035  36,361  28,111 
FRB Ser. 3003, Class XF, zero %, 2035  19,469  19,445 

Federal National Mortgage Association     
IFB Ser. 11-101, Class SC, IO, 6.3s, 2040  797,000  151,932 
IFB Ser. 404, Class S13, IO, 6.165s, 2040  2,709,969  369,438 
IFB Ser. 11-101, Class BS, IO, 5.85s, 2039  3,180,000  492,964 
IFB Ser. 11-101, Class SA, IO, 5.7s, 2041  422,000  75,698 
Ser. 11-111, Class DS, IO, 4 1/2s, 2041  2,553,000  447,484 
Ser. 11-111, Class SD, IO, 4 1/2s, 2041  2,764,000  543,731 

Federal National Mortgage Association Grantor Trust     
IFB Ser. 06-62, Class PS, 38.493s, 2036  207,521  383,215 
IFB Ser. 05-45, Class DA, 23.56s, 2035  799,328  1,269,581 
IFB Ser. 07-53, Class SP, 23.34s, 2037  310,388  448,261 
IFB Ser. 05-75, Class GS, 19.546s, 2035  227,614  326,685 
IFB Ser. 05-106, Class JC, 19.397s, 2035  118,226  182,962 
IFB Ser. 05-83, Class QP, 16.784s, 2034  76,249  104,305 
Ser. 07-14, Class KO, PO, zero %, 2037  109,676  97,585 
Ser. 06-125, Class OX, PO, zero %, 2037  23,987  22,262 
Ser. 06-84, Class OT, PO, zero %, 2036  24,482  22,552 
Ser. 06-46, Class OC, PO, zero %, 2036  45,014  40,486 
FRB Ser. 06-104, Class EK, zero %, 2036  6,709  6,505 
FRB Ser. 06-1, Class HF, zero %, 2032  1,396  1,391 

FFCA Secured Lending Corp. 144A Ser. 00-1, Class X, IO,     
1.098s, 2020  892,103  23,195 

First Union National Bank-Bank of America Commercial     
Mortgage 144A Ser. 01-C1, Class 3, IO, 1.538s, 2033  655,821  7 

 

66



MORTGAGE-BACKED SECURITIES (4.4%)* cont.  Principal amount  Value 

 
First Union-Lehman Brothers Commercial Mortgage Trust II     
Ser. 97-C2, Class F, 7 1/2s, 2029  $580,000  $609,537 
Ser. 97-C2, Class G, 7 1/2s, 2029  185,000  196,909 

GE Capital Commercial Mortgage Corp. 144A     
Ser. 05-C2, Class XC, IO, 0.168s, 2043  14,591,493  103,804 
Ser. 05-C3, Class XC, IO, 0.122s, 2045  185,143,247  910,194 
Ser. 07-C1, Class XC, IO, 0.102s, 2049  64,497,274  327,904 

GMAC Commercial Mortgage Securities, Inc.     
Ser. 04-C3, Class AJ, 4.915s, 2041  440,000  405,443 
Ser. 05-C1, Class X1, IO, 0.308s, 2043  10,791,265  147,419 

GMAC Commercial Mortgage Securities, Inc. 144A Ser. 99-C3,     
Class G, 6.974s, 2036  44,452  38,673 

Government National Mortgage Association     
Ser. 11-140, Class CI, 6s, 2040 Δ  6,179,000  803,270 
IFB Ser. 11-35, Class AS, IO, 5.87s, 2037  2,907,738  374,030 
Ser. 10-150, Class WI, IO, 5s, 2038  2,788,891  354,524 
Ser. 10-107, Class NI, IO, 4 1/2s, 2039  3,228,449  546,092 
Ser. 10-103, Class DI, IO, 4 1/2s, 2038  2,349,100  315,705 
Ser. 10-85, Class MI, IO, 4 1/2s, 2036  5,207,311  592,280 
Ser. 06-36, Class OD, PO, zero %, 2036  20,678  19,688 
Ser. 99-31, Class MP, PO, zero %, 2029  27,836  24,496 
FRB Ser. 07-35, Class UF, zero %, 2037  10,834  10,580 

Greenwich Capital Commercial Funding Corp. FRB Ser. 05-GG3,     
Class AJ, 4.859s, 2042  361,000  332,716 

Greenwich Capital Commercial Funding Corp. 144A     
Ser. 05-GG3, Class XC, IO, 0.566s, 2042  25,625,231  403,367 

GS Mortgage Securities Corp. II Ser. 06-GG6, Class A2,     
5.506s, 2038  351,598  356,542 

GS Mortgage Securities Corp. II 144A     
Ser. 98-C1, Class F, 6s, 2030  201,594  202,098 
Ser. 04-C1, Class X1, IO, 1.163s, 2028  119,378  1 
Ser. 03-C1, Class X1, IO, 0.999s, 2040  4,030,001  27,589 
Ser. 06-GG6, Class XC, IO, 0.143s, 2038  28,715,877  50,253 

IndyMac Indx Mortgage Loan Trust FRB Ser. 06-AR39,     
Class A1, 0.415s, 2037  718,381  330,455 

JPMorgan Alternative Loan Trust FRB Ser. 07-A2, Class 12A1,     
0.435s, 2037  2,597,002  1,157,154 

JPMorgan Chase Commercial Mortgage Securities Corp.     
Ser. 97-C5, Class F, 7.561s, 2029  87,774  88,667 
FRB Ser. 07-LD11, Class A2, 5.99s, 2049  36,986  37,634 
Ser. 06-LDP9, Class A2S, 5.298s, 2047  1,076,000  1,079,260 
Ser. 06-LDP8, Class X, IO, 0.744s, 2045  14,609,543  305,135 
Ser. 07-LDPX, Class X, IO, 0.516s, 2049  19,969,277  226,991 

JPMorgan Chase Commercial Mortgage Securities Corp. 144A     
Ser. 00-C9, Class G, 6 1/4s, 2032  67,499  67,379 
Ser. 05-LDP2, Class X1, IO, 0.366s, 2042  40,539,620  584,419 
Ser. 05-CB12, Class X1, IO, 0.138s, 2037  9,160,225  73,511 
Ser. 06-LDP6, Class X1, IO, 0.082s, 2043  23,278,125  82,684 

 

67



MORTGAGE-BACKED SECURITIES (4.4%)* cont.  Principal amount  Value 

 
LB Commercial Conduit Mortgage Trust 144A     
Ser. 99-C1, Class F, 6.41s, 2031  $149,428  $141,957 
Ser. 99-C1, Class G, 6.41s, 2031  159,961  140,766 
Ser. 98-C4, Class G, 5.6s, 2035  132,000  137,333 
Ser. 98-C4, Class H, 5.6s, 2035  223,000  238,998 

LB-UBS Commercial Mortgage Trust     
Ser. 06-C6, Class AM, 5.413s, 2039  733,000  698,566 
Ser. 07-C2, Class XW, IO, 0.738s, 2040  4,323,667  88,959 

LB-UBS Commercial Mortgage Trust 144A     
Ser. 06-C7, Class XW, IO, 0.886s, 2038  8,923,545  209,801 
Ser. 05-C3, Class XCL, IO, 0.386s, 2040  21,212,804  388,088 
Ser. 06-C7, Class XCL, IO, 0.382s, 2038  15,420,709  216,939 
Ser. 05-C2, Class XCL, IO, 0.338s, 2040  20,250,223  145,741 
Ser. 07-C2, Class XCL, IO, 0.257s, 2040  37,154,779  443,740 
Ser. 05-C5, Class XCL, IO, 0.254s, 2040  26,953,644  398,213 
Ser. 06-C6, Class XCL, IO, 0.241s, 2039  51,865,930  921,709 
Ser. 05-C7, Class XCL, IO, 0.157s, 2040  27,262,684  151,744 

Merit Securities Corp. 144A FRB Ser. 11PA, Class 3A1,     
0.857s, 2027  537,471  434,003 

Merrill Lynch Mortgage Investors, Inc. Ser. 96-C2,     
Class JS, IO, 2.424s, 2028  74,916  2,154 

Merrill Lynch Mortgage Trust     
FRB Ser. 07-C1, Class A3, 6.022s, 2050  254,000  267,354 
Ser. 05-MCP1, Class XC, IO, 0.233s, 2043  11,789,277  126,747 

Merrill Lynch Mortgage Trust 144A Ser. 04-KEY2, Class XC,     
IO, 0.436s, 2039  5,819,917  141,744 

Mezz Cap Commercial Mortgage Trust 144A     
Ser. 05-C3, Class X, IO, 6.119s, 2044  552,541  33,152 
Ser. 07-C5, Class X, IO, 5.082s, 2049  570,608  41,369 
Ser. 06-C4, Class X, IO, 3.604s, 2045  2,129,583  106,479 

Morgan Stanley Capital I     
FRB Ser. 06-T23, Class A2, 5.922s, 2041  716,668  720,251 
FRB Ser. 07-HQ12, Class A2, 5.774s, 2049  1,265,638  1,288,141 
Ser. 07-IQ14, Class A2, 5.61s, 2049  499,076  507,130 
FRB Ser. 07-HQ12, Class A2FL, 0.479s, 2049  582,049  509,234 

Morgan Stanley Capital I 144A Ser. 05-HQ5, Class X1, IO,     
0.171s, 2042  6,511,870  34,057 

Morgan Stanley Dean Witter Capital I Ser. 03-HQ2, Class C,     
5.15s, 2035  384,000  364,362 

Morgan Stanley ReREMIC Trust 144A FRB Ser. 10-C30A,     
Class A3B, 10.236s, 2043  561,714  573,549 

Mortgage Capital Funding, Inc. Ser. 97-MC2, Class X, IO,     
1.987s, 2012  90   

Nomura Asset Securities Corp. 144A Ser. 98-D6, Class B1,     
6s, 2030  127,000  129,271 

PNC Mortgage Acceptance Corp. 144A Ser. 00-C1, Class J,     
6 5/8s, 2033  118,000  4,720 

Salomon Brothers Mortgage Securities VII 144A Ser. 02-KEY2,     
Class X1, IO, 2.035s, 2036  7,646,097  62,698 

TIAA Seasoned Commercial Mortgage Trust FRB Ser. 07-C4,     
Class AJ, 5.947s, 2039  1,070,000  965,579 

 

68



MORTGAGE-BACKED SECURITIES (4.4%)* cont.  Principal amount  Value 

 
Vericrest Opportunity Loan Transferee 144A Ser. 10-NPL1,     
Class M, 6s, 2039  $1,127,670  $1,122,031 

Wachovia Bank Commercial Mortgage Trust     
FRB Ser. 07-C32, Class A2, 5.926s, 2049  188,557  190,354 
Ser. 07-C30, Class APB, 5.294s, 2043  752,000  789,731 
Ser. 07-C30, Class A3, 5.246s, 2043  528,000  535,251 
Ser. 07-C34, IO, 0.544s, 2046  10,508,351  169,605 
Ser. 06-C29, IO, 0.53s, 2048  71,762,136  1,137,430 

Wachovia Bank Commercial Mortgage Trust 144A     
Ser. 03-C3, Class IOI, IO, 1.254s, 2035  2,898,703  30,089 
Ser. 05-C18, Class XC, IO, 0.142s, 2042  18,033,786  143,008 
Ser. 06-C26, Class XC, IO, 0.09s, 2045  12,052,226  35,795 
Ser. 06-C23, Class XC, IO, 0.07s, 2045  28,057,267  125,977 

Wachovia Mortgage Loan Trust, LLC FRB Ser. 06-AMN1,     
Class A2, 0.385s, 2036  992,993  407,127 

WAMU Commercial Mortgage Securities Trust 144A     
Ser. 05-C1A, Class G, 5.72s, 2036  46,000  22,080 
Ser. 05-C1A, Class C, 4.9s, 2036  75,000  75,594 

Washington Mutual Mortgage Pass-Through Certificates FRB     
Ser. 07-HY1, Class A3A, 0.465s, 2037  2,358,162  1,335,342 

Total mortgage-backed securities (cost $50,184,588)    $54,225,178 
 
INVESTMENT COMPANIES (3.9%)*  Shares  Value 

 
Financial Select Sector SPDR Fund S  179,500  $2,123,485 

Gladstone Investment Corp.  14,490  98,532 

iShares Russell 2000 Growth Index Fund  4,202  308,721 

Market Vectors Gold Miners ETF (Exchange-traded fund)  2,447  135,050 

SPDR S&P 500 ETF Trust S  397,746  45,012,915 

Total investment companies (cost $52,037,432)    $47,678,703 
 
 
ASSET-BACKED SECURITIES (1.9%)*  Principal amount  Value 

  
Ace Securities Corp. FRB Ser. 06-HE3, Class A2C, 0.385s, 2036  $549,000  $208,282 

Ace Securities Corp. 144A Ser. 03-MH1, Class M2, 6 1/2s, 2030  160,244  159,843 

Bombardier Capital Mortgage Securitization Corp.     
Ser. 00-A, Class A5, 8.32s, 2030  854,969  587,791 
Ser. 00-A, Class A4, 8.29s, 2030  2,329,072  1,594,716 
Ser. 00-A, Class A2, 7.575s, 2030  917,788  580,501 

Conseco Finance Securitizations Corp. FRB Ser. 02-1,     
Class M1A, 2.272s, 2033  1,996,000  1,735,293 

First Franklin Mortgage Loan Asset Backed Certificates FRB     
Ser. 06-FF9, Class 2A3, 0.395s, 2036  4,450,000  2,225,000 

GE Business Loan Trust 144A Ser. 04-2, Class D, 2.979s, 2032  81,360  32,544 

Green Tree Financial Corp.     
Ser. 94-4, Class B2, 8.6s, 2019  499,188  248,874 
Ser. 96-6, Class M1, 7.95s, 2027  1,222,000  1,270,880 
Ser. 97-6, Class M1, 7.21s, 2029  688,000  596,608 
Ser. 99-3, Class A8, 7.06s, 2031  532,000  501,410 
Ser. 93-3, Class B, 6.85s, 2018  33,036  30,037 
Ser. 99-2, Class A7, 6.44s, 2030  677,404  719,969 
Ser. 99-1, Class A6, 6.37s, 2025  159,142  163,120 

 

69



ASSET-BACKED SECURITIES (1.9%)* cont.  Principal amount  Value 

 
Greenpoint Manufactured Housing Ser. 00-3, Class IA,       
8.45s, 2031    $3,137,283  $3,133,362 

GSAA Home Equity Trust       
FRB Ser. 05-11, Class 3A4, 0.485s, 2035    398,996  309,222 
FRB Ser. 06-16, Class A3A, 0.475s, 2036    2,167,840  1,006,691 
FRB Ser. 06-3, Class A2, 0.425s, 2036    1,223,349  532,157 
FRB Ser. 06-16, Class A2, 0.405s, 2036    243,899  100,303 
FRB Ser. 06-16, Class A1, 0.295s, 2036    228,202  91,281 
FRB Ser. 07-3, Class 2A1A, 0.207s, 2047    2,513,662  1,080,875 

Mid-State Trust Ser. 11, Class B, 8.221s, 2038    156,175  156,074 

Novastar Home Equity Loan       
FRB Ser. 06-1, Class A2C, 0.395s, 2036    452,252  187,583 
FRB Ser. 06-2, Class A2C, 0.385s, 2036    626,000  323,510 

Oakwood Mortgage Investors, Inc.       
Ser. 00-A, Class A3, 7.945s, 2022    647,931  507,244 
Ser. 95-B, Class B1, 7.55s, 2021    88,797  66,714 
Ser. 01-C, Class A4, 7.405s, 2030    736,110  457,308 
Ser. 98-A, Class M, 6.825s, 2028    219,000  213,075 
Ser. 01-E, Class A4, 6.81s, 2031    868,760  757,450 
Ser. 01-C, Class A3, 6.61s, 2021    600,475  331,762 
Ser. 99-B, Class A3, 6.45s, 2017    186,279  177,023 
Ser. 02-C, Class A1, 5.41s, 2032    1,021,706  983,392 
Ser. 01-D, Class A2, 5.26s, 2019    766,171  475,026 

Oakwood Mortgage Investors, Inc. 144A Ser. 01-B, Class A4,     
7.21s, 2030    345,247  331,437 

Residential Asset Mortgage Products, Inc. FRB Ser. 07-RZ1,     
Class A2, 0.395s, 2037    807,809  460,233 

SG Mortgage Securities Trust FRB Ser. 06-OPT2, Class A3D,     
0.445s, 2036    1,061,000  307,393 

TIAA Real Estate CDO, Ltd. Ser. 03-1A, Class E, 8s, 2038    371,052  44,526 

Total asset-backed securities (cost $25,116,344)      $22,688,509 
 
PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)*  strike price  amount  Value 

 
Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 0.5175% versus the three       
month USD-LIBOR-BBA maturing       
November 3, 2013.  Nov-11/0.5175  $11,757,716  $24,691 

Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 0.5175% versus the       
three month USD-LIBOR-BBA       
maturing November 3, 2013.  Nov-11/0.5175  11,757,716  6,584 

Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 0.5325% versus the three       
month USD-LIBOR-BBA maturing       
December 5, 2013.  Dec-11/0.5325  11,757,716  27,160 

 

70



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

  
Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 0.5325% versus the       
three month USD-LIBOR-BBA       
maturing December 5, 2013.  Dec-11/0.5325  $11,757,716  $8,348 

Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 1.81% versus the three       
month USD-LIBOR-BBA maturing       
February 7, 2017.  Feb-12/1.81  2,538,083  57,462 

Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 1.81% versus the three       
month USD-LIBOR-BBA maturing       
February 7, 2017.  Feb-12/1.81  2,538,083  8,472 

Option on an interest rate swap with Bank       
of America, N.A. for the right to receive       
a fixed rate of 2.355% versus the       
three month USD-LIBOR-BBA       
maturing December 19, 2021.  Dec-11/2.355  2,980,000  85,526 

Option on an interest rate swap with Bank       
of America, N.A. for the right to pay a       
fixed rate of 2.355% versus the three       
month USD-LIBOR-BBA maturing       
December 19, 2021.  Dec-11/2.355  2,980,000  36,028 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 0.6075% versus the       
three month USD-LIBOR-BBA       
maturing January 3, 2014.  Dec-11/0.6075  5,890,000  11,898 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 0.6075%       
versus the three month USD-LIBOR-BBA       
maturing January 3, 2014.  Dec-11/0.6075  5,890,000  9,071 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 0.52% versus the       
three month USD-LIBOR-BBA       
maturing March 23, 2014.  Mar-12/0.52  14,472,000  59,190 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 0.52% versus       
the three month USD-LIBOR-BBA       
maturing March 23, 2014.  Mar-12/0.52  14,472,000  14,472 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 1.97% versus       
the three month USD-LIBOR-BBA       
maturing October 11, 2016.  Oct-11/1.97  15,649,081  533,491 

 

71



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 2.47% versus the       
three month USD-LIBOR-BBA       
maturing October 11, 2016.  Oct-11/2.47  $15,649,081  $— 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 1.3525% versus the       
three month USD-LIBOR-BBA       
maturing December 19, 2016.  Dec-11/1.3525  2,980,000  20,830 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 1.3525%       
versus the three month USD-LIBOR-BBA       
maturing December 19, 2016.  Dec-11/1.3525  2,980,000  20,115 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.17% versus       
the three month USD-LIBOR-BBA       
maturing October 21, 2021.  Oct-11/3.17  3,476,158  333,920 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.17% versus the       
three month USD-LIBOR-BBA       
maturing October 21, 2021.  Oct-11/3.17  3,476,158  10 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.21% versus       
the three month USD-LIBOR-BBA       
maturing November 23, 2021.  Nov-11/3.21  3,989,416  388,489 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.21% versus the       
three month USD-LIBOR-BBA       
maturing November 23, 2021.  Nov-11/3.21  3,989,416  1,197 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.5375%       
versus the three month USD-LIBOR-BBA       
maturing July 27, 2022.  Jul-12/3.5375  6,404,828  737,644 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.5375% versus the       
three month USD-LIBOR-BBA       
maturing July 27, 2022.  Jul-12/3.5375  6,404,828  46,499 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.51% versus       
the three month USD-LIBOR-BBA       
maturing July 30, 2022.  Jul-12/3.51  2,561,931  288,960 

 

72



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.51% versus the       
three month USD-LIBOR-BBA       
maturing July 30, 2022.  Jul-12/3.51  $2,561,931  $19,471 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.52% versus       
the three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.52  6,404,828  727,332 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.36% versus       
the three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.36  6,404,828  646,695 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.36% versus the       
three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.36  6,404,828  60,718 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.52% versus the       
three month USD-LIBOR-BBA       
maturing August 1, 2022.  Jul-12/3.52  6,404,828  48,805 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to receive a fixed rate of 3.37% versus       
the three month USD-LIBOR-BBA       
maturing August 3, 2022.  Aug-12/3.37  7,685,794  781,492 

Option on an interest rate swap       
with Barclay’s Bank PLC for the right       
to pay a fixed rate of 3.37% versus the       
three month USD-LIBOR-BBA       
maturing August 3, 2022.  Aug-12/3.37  7,685,794  72,554 

Option on an interest rate swap with Credit       
Suisse International for the right       
to receive a fixed rate of 4.11% versus       
the three month USD-LIBOR-BBA       
maturing December 8, 2041.  Dec-11/4.11  5,860,117  1,711,564 

Option on an interest rate swap with Credit       
Suisse International for the right to pay       
a fixed rate of 4.11% versus the three       
month USD-LIBOR-BBA maturing       
December 8, 2041.  Dec-11/4.11  5,860,117  3,809 

Option on an interest rate swap       
with Citibank, N.A. for the right       
to receive a fixed rate of 4.045% versus       
the three month USD-LIBOR-BBA       
maturing December 13, 2041.  Dec-11/4.045  1,403,514  390,640 

 

73



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

  
Option on an interest rate swap       
with Citibank, N.A. for the right to pay       
a fixed rate of 4.045% versus the       
three month USD-LIBOR-BBA       
maturing December 13, 2041.  Dec-11/4.045  $1,403,514  $1,333 

Option on an interest rate swap       
with Deutsche Bank AG for the right to pay       
a fixed rate of 1.30% versus the three       
month USD-LIBOR-BBA maturing       
November 17, 2016.  Nov-11/1.30  2,980,000  16,628 

Option on an interest rate swap       
with Deutsche Bank AG for the right       
to receive a fixed rate of 1.30% versus       
the three month USD-LIBOR-BBA       
maturing November 17, 2016.  Nov-11/1.30  2,980,000  14,155 

Option on an interest rate swap with Credit       
Suisse International for the right       
to receive a fixed rate of 2.855% versus       
the three month USD-LIBOR-BBA       
maturing August 15, 2022.  Aug-12/2.855  12,711,100  816,561 

Option on an interest rate swap with Credit       
Suisse International for the right to pay       
a fixed rate of 2.855% versus the       
three month USD-LIBOR-BBA       
maturing August 15, 2022.  Aug-12/2.855  12,711,100  242,604 

Option on an interest rate swap       
with Deutsche Bank AG for the right to pay       
a fixed rate of 0.545% versus the       
three month USD-LIBOR-BBA       
maturing January 5, 2014.  Jan-12/0.545  11,757,716  32,216 

Option on an interest rate swap       
with Deutsche Bank AG for the right       
to receive a fixed rate of 0.545% versus       
the three month USD-LIBOR-BBA       
maturing January 5, 2014.  Jan-12/0.545  11,757,716  11,523 

Option on an interest rate swap       
with Deutsche Bank AG for the right to pay       
a fixed rate of 0.555% versus the       
three month USD-LIBOR-BBA       
maturing February 3, 2014.  Feb-12/0.555  11,757,716  35,861 

Option on an interest rate swap       
with Deutsche Bank AG for the right       
to receive a fixed rate of 0.555% versus       
the three month USD-LIBOR-BBA       
maturing February 3, 2014.  Feb-12/0.555  11,757,716  13,639 

Option on an interest rate swap       
with Deutsche Bank AG for the right       
to receive a fixed rate of 3.855% versus       
the three month USD-LIBOR-BBA       
maturing December 6, 2041.  Dec-11/3.855  4,941,136  1,184,539 

 

74



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Deutsche Bank AG for the right to pay       
a fixed rate of 4.355% versus the       
three month USD-LIBOR-BBA       
maturing December 6, 2041.  Dec-11/4.355  $4,941,136  $939 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.53% versus       
the three month USD-LIBOR-BBA       
maturing December 21, 2013.  Dec-11/0.53  14,472,000  38,640 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.53%       
versus the three month USD-LIBOR-BBA       
maturing December 21, 2013.  Dec-11/0.53  14,472,000  11,433 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.476% versus       
the three month USD-LIBOR-BBA       
maturing December 23, 2013.  Dec-11/0.476  14,472,000  49,350 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.476%       
versus the three month USD-LIBOR-BBA       
maturing December 23, 2013.  Dec-11/0.476  14,472,000  6,657 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.61% versus       
the three month USD-LIBOR-BBA       
maturing January 4, 2014.  Dec-11/0.61  7,236,000  13,633 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.61%       
versus the three month USD-LIBOR-BBA       
maturing January 4, 2014.  Dec-11/0.61  7,236,000  11,508 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.715% versus       
the three month USD-LIBOR-BBA       
maturing November 17, 2014.  Nov-11/0.715  8,834,000  29,302 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.715%       
versus the three month USD-LIBOR-BBA       
maturing November 17, 2014  Nov-11/0.715  8,834,000  11,661 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 0.745% versus       
the three month USD-LIBOR-BBA       
maturing December 19, 2014.  Dec-11/0.745  8,834,000  35,336 

 

75



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 0.745%       
versus the three month USD-LIBOR-BBA       
maturing December 19, 2014.  Dec-11/0.745  $8,834,000  $17,050 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 1.86%       
versus the three month USD-LIBOR-BBA       
maturing March 7, 2017.  Mar-12/1.86  3,940,708  95,720 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 1.86% versus       
the three month USD-LIBOR-BBA       
maturing March 7, 2017.  Mar-12/1.86  3,940,708  16,665 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.01% versus       
the three month USD-LIBOR-BBA       
maturing December 28, 2021.  Dec-11/2.01  3,256,000  90,647 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.01%       
versus the three month USD-LIBOR-BBA       
maturing December 28, 2021.  Dec-11/2.01  3,256,000  39,626 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.03% versus       
the three month USD-LIBOR-BBA       
maturing January 25, 2022.  Jan-12/2.03  3,256,000  100,220 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.03%       
versus the three month USD-LIBOR-BBA       
maturing January 25, 2022.  Jan-12/2.03  3,256,000  48,775 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.0525%       
versus the three month USD-LIBOR-BBA       
maturing February 24, 2022.  Feb-12/2.0525  3,256,000  107,741 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.0525%       
versus the three month USD-LIBOR-BBA       
maturing February 24, 2022.  Feb-12/2.0525  3,256,000  56,231 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.075% versus       
the three month USD-LIBOR-BBA       
maturing March 26, 2022.  Mar-12/2.075  3,256,000  114,188 

 

76



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.075%       
versus the three month USD-LIBOR-BBA       
maturing March 26, 2022.  Mar-12/2.075  $3,256,000  $62,483 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 3.49%       
versus the three month USD-LIBOR-BBA       
maturing September 14, 2026.  Sep-16/3.49  2,031,769  177,008 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 3.49% versus       
the three month USD-LIBOR-BBA       
maturing September 14, 2026.  Sep-16/3.49  2,031,769  130,417 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 4.0325%       
versus the three month USD-LIBOR-BBA       
maturing November 4, 2041.  Nov-11/4.0325  4,315,614  1,200,820 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 4.0325%       
versus the three month USD-LIBOR-BBA       
maturing November 4, 2041.  Nov-11/4.0325  4,315,614  259 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 2.99%       
versus the three month USD-LIBOR-BBA       
maturing December 14, 2041.  Dec-11/2.99  8,990,542  758,622 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 2.99% versus       
the three month USD-LIBOR-BBA       
maturing December 14, 2041.  Dec-11/2.99  8,990,542  247,959 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to receive a fixed rate of 3.60%       
versus the three month USD-LIBOR-BBA       
maturing January 5, 2042.  Jan-12/3.60  6,534,340  1,242,505 

Option on an interest rate swap       
with Goldman Sachs International for the       
right to pay a fixed rate of 4.60% versus       
the three month USD-LIBOR-BBA       
maturing January 5, 2042.  Jan-12/4.60  6,534,340  2,156 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 2.3175%       
versus the three month USD-LIBOR-BBA       
maturing November 17, 2021.  Nov-11/2.3175  2,980,000  72,295 

 

77



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

  
Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 2.3175%       
versus the three month USD-LIBOR-BBA       
maturing November 17, 2021.  Nov-11/2.3175  $2,980,000  $25,747 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 3.49%       
versus the three month USD-LIBOR-BBA       
maturing July 24, 2022.  Jul-12/3.49  6,403,144  713,566 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 3.49% versus       
the three month USD-LIBOR-BBA       
maturing July 24, 2022.  Jul-12/3.49  6,403,144  48,600 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 3.54%       
versus the three month USD-LIBOR-BBA       
maturing July 25, 2022.  Jul-12/3.54  6,013,837  694,297 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 3.54% versus       
the three month USD-LIBOR-BBA       
maturing July 25, 2022.  Jul-12/3.54  6,013,837  43,059 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 4.04%       
versus the three month USD-LIBOR-BBA       
maturing September 11, 2025.  Sep-15/4.04  21,562,300  2,555,779 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 4.04% versus       
the three month USD-LIBOR-BBA       
maturing September 11, 2025.  Sep-15/4.04  21,562,300  883,407 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 4.46%       
versus the three month USD-LIBOR-BBA       
maturing August 7, 2045.  Aug-15/4.46  2,918,500  941,683 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 4.46% versus       
the three month USD-LIBOR-BBA       
maturing August 7, 2045.  Aug-15/4.46  2,918,500  174,439 

Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to receive a fixed rate of 4.375%       
versus the three month USD-LIBOR-BBA       
maturing August 10, 2045.  Aug-15/4.375  2,918,500  904,560 

 

78



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.8%)* cont.  strike price  amount  Value 

 
Option on an interest rate swap       
with JPMorgan Chase Bank, N.A. for the       
right to pay a fixed rate of 4.375% versus       
the three month USD-LIBOR-BBA       
maturing August 10, 2045.  Aug-15/4.375  $2,918,500  $184,362 

Option on an interest rate swap with UBS AG       
for the right to pay a fixed rate       
of 1.722% versus the six month       
CHF-LIBOR-BBA maturing       
January 23, 2014.  Jan-12/1.722  CHF 14,050,000  7,759 

Total purchased options outstanding (cost $13,078,026)    $21,519,300 
 
COMMODITY LINKED NOTES (1.3%)*    Principal amount  Value 

 
Citigroup Funding, Inc. 144A notes zero %, 2011 (Indexed     
to the 1 Yr Dow Jones-UBS Ex-Energy 3-Month Forward Total     
Return Index)    $12,700,000  $13,168,033 

UBS AG/Jersey Branch 144A zero %, 2012 (Indexed to the UBS     
Bloomberg CMCI Composite Index) (Jersey)    4,332,000  3,180,101 

Total commodity linked notes (cost $17,032,000)      $16,348,134 

 
FOREIGN GOVERNMENT BONDS AND NOTES (1.1%)*  Principal amount/units  Value 

 
Argentina (Republic of) sr. unsec. bonds 7s, 2017    $115,000  $92,000 

Argentina (Republic of) sr. unsec. bonds Ser. VII, 7s, 2013  880,000  839,106 

Argentina (Republic of) sr. unsec. unsub. bonds 7s, 2015  5,110,000  4,331,287 

Argentina (Republic of) sr. unsec. unsub. bonds FRB       
0.439s, 2012    8,525,000  991,884 

Brazil (Federal Republic of) notes 10s, 2012  BRL  5,525  2,995,484 

Indonesia (Republic of) 144A sr. unsec. notes 4 7/8s, 2021  $860,000  868,600 

Ukraine (Government of ) Financing of Infrastructural       
Projects State Enterprise 144A govt.       
guaranty notes 8 3/8s, 2017    175,000  161,000 

Ukraine (Government of) 144A bonds 7 3/4s, 2020    525,000  472,500 

Ukraine (Government of) 144A sr. unsec. unsub. notes       
7.65s, 2013    2,200,000  2,117,500 

Total foreign government bonds and notes (cost $14,100,979)    $12,869,361 
 
 
SENIOR LOANS (0.6%)* c    Principal amount  Value 

  
AGFS Funding Co. bank term loan FRN Ser. B, 5 1/2s, 2017  $215,000  $187,588 

American Rock Salt Co., LLC/American Rock Capital Corp.     
bank term loan FRN 5 1/2s, 2017    9,813  9,297 

Ardent Health Services bank term loan FRN 6 1/2s, 2015  5,000  4,863 

Ardent Health Services bank term loan FRN Ser. B,       
6 1/2s, 2015    300,425  292,163 

Burlington Coat Factory Warehouse Corp. bank term loan FRN     
Ser. B, 6 1/4s, 2017    74,063  71,047 

Caesars Entertainment Operating Co., Inc. bank term loan     
FRN Ser. B2, 3.218s, 2015    229,243  191,513 

CCM Merger, Inc. bank term loan FRN Ser. B, 7s, 2017    370,555  357,122 

Cengage Learning Acquisitions, Inc. bank term loan FRN       
Ser. B, 2 1/2s, 2014    78,168  61,585 

 

79



SENIOR LOANS (0.6%)* c cont.  Principal amount  Value 

 
Claire’s Stores, Inc. bank term loan FRN 2.996s, 2014  $216,367  $182,560 

Clear Channel Communications, Inc. bank term loan FRN     
Ser. A, 3.621s, 2014  120,000  99,975 

CNO Financial Group, Inc. bank term loan FRN 6 1/4s, 2016  82,593  81,698 

Del Monte Corp. bank term loan FRN Ser. B, 4 1/2s, 2018  169,575  156,603 

Emergency Medical Services Corp. bank term loan FRN Ser. B,     
5 1/4s, 2018  229,425  217,715 

Exopack, LLC bank term loan FRN Ser. B, 6 1/2s, 2017  109,725  102,044 

First Data Corp. bank term loan FRN 4.217s, 2018  647,458  531,321 

First Data Corp. bank term loan FRN Ser. B3, 2.967s, 2014  68,903  60,175 

Frac Tech International, LLC bank term loan FRN Ser. B,     
6 1/4s, 2016  178,358  174,902 

Goodman Global, Inc. bank term loan FRN 9s, 2017  155,000  155,258 

Goodman Global, Inc. bank term loan FRN 5 3/4s, 2016  156,044  154,256 

Grifols SA bank term loan FRN Ser. B, 6s, 2016 (Spain)  144,638  141,600 

Health Management Associates, Inc. bank term loan FRN     
1.996s, 2014  56,505  53,097 

IASIS Healthcare, LLC bank term loan FRN Ser. B, 5s, 2018  333,325  310,409 

Ineos Group Holdings, Ltd. bank term loan FRN Ser. C2, 8s,     
2014 (United Kingdom)  173,547  171,378 

INEOS U.S. Finance, LLC bank term loan FRN Ser. B2, 7 1/2s,     
2013 (United Kingdom)  173,001  170,839 

Intelsat Jackson Holdings SA bank term loan FRN 3.246s,     
2014 (Luxembourg)  540,000  500,850 

KAR Auction Services, Inc. bank term loan FRN Ser. B,     
5s, 2017  89,775  86,857 

National Bedding Co., LLC bank term loan FRN Ser. B,     
3 7/8s, 2013  42,056  41,320 

Neiman Marcus Group, Inc. (The) bank term loan FRN     
4 3/4s, 2018  195,000  180,565 

Nortek, Inc. bank term loan FRN Ser. B, 5 1/4s, 2017  69,825  66,334 

Polypore, Inc. bank term loan FRN Ser. B, 2.22s, 2014  115,944  111,596 

Realogy Corp. bank term loan FRN Ser. A, 13 1/2s, 2017  390,000  380,640 

Revlon Consumer Products bank term loan FRN Ser. B,     
4 3/4s, 2017  300,000  289,650 

Six Flags Theme Parks bank term loan FRN Ser. B,     
5 1/4s, 2016  483,766  477,719 

SRAM Corp. bank term loan FRN 8 1/2s, 2018  75,000  74,251 

Texas Competitive Electric Holdings Co., LLC bank term loan     
FRN 4.726s, 2017  933,336  623,877 

Univision Communications, Inc. bank term loan FRN     
4.471s, 2017  120,292  107,962 

West Corp. bank term loan FRN Ser. B2, 2.702s, 2013  24,755  23,966 

West Corp. bank term loan FRN Ser. B5, 4.577s, 2016  60,208  58,050 

Total senior loans (cost $7,452,079)    $6,962,645 

 

80



U.S. TREASURY OBLIGATIONS (0.2%)* i  Principal amount  Value 

 
U.S. Treasury Inflation Protected Notes     
1 1/8s, January 15, 2021  $857,149  $938,227 
2s, January 15, 2016  109,268  121,935 
3s, July 15, 2012  854,379  883,910 

U.S. Treasury Notes     
1 3/8s, September 15, 2012  140,000  141,659 
1 3/8s, October 15, 2012  139,000  141,587 

Total U.S. treasury obligations (cost $2,227,318)    $2,227,318 
 
CONVERTIBLE PREFERRED STOCKS (0.1%)*  Shares  Value 

 
Apache Corp. Ser. D, $3.00 cv. pfd.  4,068  $210,011 

Entertainment Properties Trust Ser. C, $1.438 cum. cv. pfd.  7,508  136,420 

General Motors Co. Ser. B, $2.375 cv. pfd.  5,621  196,384 

Lehman Brothers Holdings, Inc. Ser. P,     
7.25% cv. pfd. (In default) †  912  821 

Lucent Technologies Capital Trust I 7.75% cv. pfd.  218  180,926 

Total convertible preferred stocks (cost $1,695,220)    $724,562 
 
PREFERRED STOCKS (0.1%)*  Shares  Value 

  
Ally Financial, Inc. 144A Ser. G, 7.00% cum. pfd.  499  $334,159 

GMAC Capital Trust I Ser. 2, $2.031 cum. pfd.  15,485  282,601 

Total preferred stocks (cost $680,522)    $616,760 

 
MUNICIPAL BONDS AND NOTES (—%)*  Principal amount  Value 

 
IL State G.O. Bonds     
4.421s, 1/1/15  $105,000  $109,535 
4.071s, 1/1/14  315,000  325,004 

Total municipal bonds and notes (cost $420,000)    $434,539 
 
CONVERTIBLE BONDS AND NOTES (—%)*  Principal amount  Value 

 
Ford Motor Co. cv. sr. unsec. notes 4 1/4s, 2016  $39,000  $51,242 

Meritor, Inc. cv. company guaranty sr. unsec. notes 4s, 2027  145,000  98,781 

Steel Dynamics, Inc. cv. sr. notes 5 1/8s, 2014  135,000  138,881 

Trinity Industries, Inc. cv. unsec. sub. notes 3 7/8s, 2036  135,000  123,188 

Total convertible bonds and notes (cost $457,458)    $412,092 
   

 

    Strike     
WARRANTS (—%)* †  Expiration date  price  Warrants  Value 

Charter Communications, Inc. Class A  11/30/14  $46.86  37  $426 

Tower Semiconductor, Ltd. 144A (Israel) F  6/30/15  0.01  50,760  12,182 

Total warrants (cost $10,263)        $12,608 

 

81



SHORT-TERM INVESTMENTS (39.1%)*  Principal amount/shares  Value 

 
Putnam Cash Collateral Pool, LLC 0.16% d  49,737,104  $49,737,104 

Putnam Money Market Liquidity Fund 0.10% e  251,766,636  251,766,636 

SSgA Prime Money Market Fund 0.02% i,P  6,035,000  6,035,000 

Straight-A Funding, LLC with effective yields ranging from     
0.187% to 0.188%, December 19, 2011  $15,000,000  14,985,557 

Straight-A Funding, LLC with an effective yield of 0.158%,     
October 4, 2011  12,000,000  11,999,840 

U.S. Treasury Bills with effective yields ranging from     
0.093% to 0.112%, July 26, 2012 # ##  1,303,000  1,301,955 

U.S. Treasury Bills with an effective yield of zero %,     
July 26, 2012 i  120,000  119,916 

U.S. Treasury Bills with effective yields ranging from     
0.088% to 0.128%, May 3, 2012 # ##  26,353,000  26,335,732 

U.S. Treasury Bills with effective yields ranging from     
0.072% to 0.111%, February 9, 2012 # ##  3,469,000  3,467,814 

U.S. Treasury Bills with an effective yield of 0.100%,     
December 1, 2011 # ##  37,437,000  37,430,593 

U.S. Treasury Bills with effective yields ranging from     
0.079% to 0.094%, November 17, 2011 # ##  9,876,000  9,874,825 

U.S. Treasury Bills with an effective yield of zero %,     
October 27, 2011 i  361,000  361,000 

U.S. Treasury Bills with effective yields ranging from     
0.240% to 0.259%, October 20, 2011 # ##  26,597,000  26,593,550 

Federal Home Loan Discount Notes, for an effective yield     
of 0.015%, December 7, 2011  14,000,000  13,999,609 

Federal Home Loan Mortgage Corporation, for an effective     
yield of 0.015%, December 12, 2011  12,000,000  11,999,640 

Federal National Mortgage Association with effective yields     
ranging from 0.039% to 0.040%, December 12, 2011  12,500,000  12,499,000 

Total short-term investments (cost $478,515,948)    $478,507,771 
 
TOTAL INVESTMENTS     

 
Total investments (cost $1,544,169,336)    $1,545,729,830 

 

Key to holding’s currency abbreviations 
 
AUD  Australian Dollar 
BRL  Brazilian Real 
CAD  Canadian Dollar 
CHF  Swiss Franc 
EUR  Euro 
GBP  British Pound 
JPY  Japanese Yen 
KRW  South Korean Won 
MXN  Mexican Peso 
SEK  Swedish Krona 
USD / $  United States Dollar 

 

82



Key to holding’s abbreviations

ADR  American Depository Receipts 
BKNT  Bank Notes 
CVR  Contingent Value Rights 
ETF  Exchange Traded Fund 
FRB  Floating Rate Bonds 
FRN  Floating Rate Notes 
GDR  Global Depository Receipts 
GMTN  Global Medium Term Notes 
G.O. Bonds  General Obligation Bonds 
IFB  Inverse Floating Rate Bonds 
IO  Interest Only 
MTN  Medium Term Notes 
MTNI  Medium Term Notes Class I 
OAO  Open Joint Stock Company 
OJSC  Open Joint Stock Company 
PO  Principal Only 
SDR  Swedish Depository Receipts 
SPDR  S&P Depository Receipts 
TBA  To Be Announced Commitments 

 

Notes to the fund’s portfolio

Unless noted otherwise, the notes to the fund’s portfolio are for the close of the fund’s reporting period, which ran from October 1, 2010 through September 30, 2011 (the reporting period).

* Percentages indicated are based on net assets of $1,223,753,596.

† Non-income-producing security.

‡ Restricted, excluding 144A securities, as to public resale. The total market value of the restricted security held at the close of the reporting period was $118,048, or less than 0.1% of net assets.

‡‡ Income may be received in cash or additional securities at the discretion of the issuer.

# This security, in part or in entirety, was pledged and segregated with the broker to cover margin requirements for futures contracts at the close of the reporting period.

## This security, in part or in entirety, was pledged and segregated with the custodian for collateral on certain derivatives contracts at the close of the reporting period.

Δ Forward commitment, in part or in entirety (Note 1).

c Senior loans are exempt from registration under the Securities Act of 1933, as amended, but contain certain restrictions on resale and cannot be sold publicly. These loans pay interest at rates which adjust periodically. The interest rates shown for senior loans are the current interest rates at the close of the reporting period. Senior loans are also subject to mandatory and/or optional prepayment which cannot be predicted. As a result, the remaining maturity may be substantially less than the stated maturity shown (Notes 1 and 7).

d See Note 1 to the financial statements regarding securities lending. The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

e See Note 6 to the financial statements regarding investments in Putnam Money Market Liquidity Fund. The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

F Is valued at fair value following procedures approved by the Trustees. Securities may be classified as Level 2 or Level 3 for Accounting Standards Codification ASC 820 Fair Value Measurements and Disclosures (ASC 820) based on the securities’ valuation inputs. At the close of the reporting period, fair value pricing was also used for certain foreign securities in the portfolio (Note 1).

i Security purchased with cash or security received, that was pledged to the fund for collateral on certain derivatives contracts (Note 1).

P The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

83



R Real Estate Investment Trust.

S Security on loan, in part or in entirety, at the close of the reporting period.

At the close of the reporting period, the fund maintained liquid assets totaling $567,961,204 to cover certain derivatives contracts.

Debt obligations are considered secured unless otherwise indicated.

144A after the name of an issuer represents securities exempt from registration under Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

ADR, SDR or GDR after the name of a foreign holding represents ownership of foreign securities on deposit with a custodian bank.

See Note 1 to the financial statements regarding TBA’s.

The rates shown on FRB and FRN are the current interest rates at the close of the reporting period.

The dates shown on debt obligations are the original maturity dates.

IFB are securities that pay interest rates that vary inversely to changes in the market interest rates. As interest rates rise, inverse floaters produce less current income. The interest rates shown are the current interest rates at the close of the reporting period.

FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $386,180,258)   
            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

 
Bank of America, N.A.           

  Australian Dollar  Sell  10/19/11  $8,982,213  $9,719,064  $736,851 

  Brazilian Real  Buy  10/19/11  586,459  666,266  (79,807) 

  British Pound  Sell  10/19/11  4,369,240  4,460,163  90,923 

  Canadian Dollar  Sell  10/19/11  3,080,458  3,247,401  166,943 

  Chilean Peso  Sell  10/19/11  180,326  201,610  21,284 

  Czech Koruna  Sell  10/19/11  202,498  206,438  3,940 

  Euro  Sell  10/19/11  10,093,342  10,513,564  420,222 

  Hungarian Forint  Buy  10/19/11  412,733  457,538  (44,805) 

  Japanese Yen  Buy  10/19/11  1,394,699  1,389,331  5,368 

  Mexican Peso  Sell  10/19/11  600,034  653,083  53,049 

  Norwegian Krone  Sell  10/19/11  3,129,671  3,392,300  262,629 

  Russian Ruble  Buy  10/19/11  84,421  91,991  (7,570) 

  Singapore Dollar  Sell  10/19/11  627,198  643,018  15,820 

  South African Rand  Buy  10/19/11  521,053  584,548  (63,495) 

  South Korean Won  Sell  10/19/11  1,483,347  1,620,567  137,220 

  Swedish Krona  Sell  10/19/11  1,025,967  1,097,913  71,946 

  Swiss Franc  Buy  10/19/11  853,814  899,808  (45,994) 

  Taiwan Dollar  Buy  10/19/11  1,133,176  1,192,418  (59,242) 

  Turkish Lira  Buy  10/19/11  110,058  115,992  (5,934) 

Barclays Bank PLC           

  Australian Dollar  Sell  10/19/11  3,561,073  3,757,465  196,392 

  Brazilian Real  Sell  10/19/11  1,587,385  1,795,419  208,034 

  British Pound  Sell  10/19/11  4,358,931  4,446,542  87,611 

  Canadian Dollar  Buy  10/19/11  754,795  795,074  (40,279) 

  Chilean Peso  Buy  10/19/11  219,096  244,299  (25,203) 

  Czech Koruna  Buy  10/19/11  166,807  176,169  (9,362) 

  Euro  Buy  10/19/11  6,290,207  6,495,992  (205,785) 

 

84



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $386,180,258) cont.   
            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

  
Barclays Bank PLC cont.           

  Hong Kong Dollar  Buy  10/19/11  $311,301  $310,986  $315 

  Hungarian Forint  Buy  10/19/11  644,534  712,442  (67,908) 

  Indian Rupee  Sell  10/19/11  962,706  1,017,292  54,586 

  Japanese Yen  Sell  10/19/11  23,333  21,442  (1,891) 

  Malaysian Ringgit  Sell  10/19/11  315,928  326,285  10,357 

  Mexican Peso  Sell  10/19/11  832,232  923,601  91,369 

  New Zealand Dollar  Buy  10/19/11  88,146  96,131  (7,985) 

  Norwegian Krone  Sell  10/19/11  1,693,232  1,704,921  11,689 

  Polish Zloty  Sell  10/19/11  876,786  959,555  82,769 

  Russian Ruble  Sell  10/19/11  371,806  404,536  32,730 

  Singapore Dollar  Sell  10/19/11  1,307,511  1,382,117  74,606 

  South Korean Won  Sell  10/19/11  711,841  777,547  65,706 

  Swedish Krona  Sell  10/19/11  88,222  94,530  6,308 

  Swiss Franc  Sell  10/19/11  1,660,673  1,755,369  94,696 

  Taiwan Dollar  Sell  10/19/11  436,125  456,168  20,043 

  Thai Baht  Sell  10/19/11  17,456  17,585  129 

  Turkish Lira  Buy  10/19/11  494,750  521,604  (26,854) 

Citibank, N.A.             

  Australian Dollar  Sell  10/19/11  1,329,049  1,437,047  107,998 

  Brazilian Real  Sell  10/19/11  603,484  685,114  81,630 

  British Pound  Buy  10/19/11  3,392,206  3,459,735  (67,529) 

  Canadian Dollar  Buy  10/19/11  1,707,695  1,799,334  (91,639) 

  Chilean Peso  Sell  10/19/11  547,762  611,100  63,338 

  Czech Koruna  Buy  10/19/11  261,427  276,156  (14,729) 

  Danish Krone  Sell  10/19/11  1,101,682  1,152,465  50,783 

  Euro  Sell  10/19/11  655,213  683,296  28,083 

  Hong Kong Dollar  Sell  10/19/11  306,586  306,274  (312) 

  Hungarian Forint  Buy  10/19/11  683,249  755,619  (72,370) 

  Japanese Yen  Buy  10/19/11  4,396,490  4,369,460  27,030 

  Mexican Peso  Buy  10/19/11  951,669  1,056,665  (104,996) 

  New Zealand Dollar  Sell  10/19/11  412,442  449,326  36,884 

  Norwegian Krone  Buy  10/19/11  438,555  475,806  (37,251) 

  Polish Zloty  Sell  10/19/11  1,146,785  1,253,006  106,221 

  Singapore Dollar  Buy  10/19/11  831,621  894,910  (63,289) 

  South African Rand  Buy  10/19/11  250,943  281,926  (30,983) 

  South Korean Won  Buy  10/19/11  132,699  145,176  (12,477) 

  Swedish Krona  Buy  10/19/11  1,184,544  1,268,364  (83,820) 

  Swiss Franc  Sell  10/19/11  1,574,165  1,659,368  85,203 

  Taiwan Dollar  Sell  10/19/11  1,651,540  1,726,670  75,130 

  Turkish Lira  Buy  10/19/11  474,930  500,765  (25,835) 

Credit Suisse AG           

  Australian Dollar  Sell  10/19/11  15,011,533  16,105,104  1,093,571 

  Brazilian Real  Sell  10/19/11  75,502  85,381  9,879 

  British Pound  Buy  10/19/11  5,834,245  5,877,429  (43,184) 

 

85



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $386,180,258) cont.   
          Unrealized 
  Contract Delivery     Aggregate  appreciation/ 
Counterparty Currency  type  date  Value  face value  (depreciation) 

 
Credit Suisse AG cont.           

Canadian Dollar  Sell  10/19/11  $2,331,792  $2,458,695  $126,903 

Chilean Peso  Buy  10/19/11  65,319  72,935  (7,616) 

Czech Koruna  Sell  10/19/11  54,604  55,658  1,054 

Euro  Buy  10/19/11  3,929,937  4,075,338  (145,401) 

Hungarian Forint  Sell  10/19/11  946,193  998,549  52,356 

Indian Rupee  Sell  10/19/11  1,698,085  1,794,368  96,283 

Japanese Yen  Sell  10/19/11  5,893,381  5,855,638  (37,743) 

Malaysian Ringgit  Sell  10/19/11  477,116  492,860  15,744 

Mexican Peso  Sell  10/19/11  413,189  439,902  26,713 

Norwegian Krone  Sell  10/19/11  839,533  911,386  71,853 

Polish Zloty  Sell  10/19/11  1,433,610  1,568,971  135,361 

Russian Ruble  Buy  10/19/11  36,043  39,201  (3,158) 

South African Rand  Sell  10/19/11  123,944  138,853  14,909 

South Korean Won  Sell  10/19/11  1,575,116  1,706,977  131,861 

Swedish Krona  Sell  10/19/11  1,731,184  1,853,424  122,240 

Swiss Franc  Sell  10/19/11  289,687  311,223  21,536 

Taiwan Dollar  Sell  10/19/11  1,837,960  1,912,351  74,391 

Turkish Lira  Sell  10/19/11  414,127  436,506  22,379 

Deutsche Bank AG           

Australian Dollar  Buy  10/19/11  10,411,173  11,250,124  (838,951) 

Brazilian Real  Buy  10/19/11  916,382  1,037,534  (121,152) 

British Pound  Sell  10/19/11  624,802  637,480  12,678 

Canadian Dollar  Buy  10/19/11  1,401,871  1,488,082  (86,211) 

Chilean Peso  Sell  10/19/11  515,344  576,419  61,075 

Czech Koruna  Buy  10/19/11  302,573  319,941  (17,368) 

Euro  Sell  10/19/11  5,375,485  5,599,326  223,841 

Hungarian Forint  Sell  10/19/11  677,437  749,494  72,057 

Malaysian Ringgit  Buy  10/19/11  134,767  143,756  (8,989) 

Mexican Peso  Buy  10/19/11  665,743  738,691  (72,948) 

New Zealand Dollar  Sell  10/19/11  700,518  763,715  63,197 

Norwegian Krone  Sell  10/19/11  1,323,695  1,436,532  112,837 

Polish Zloty  Sell  10/19/11  997,719  1,040,857  43,138 

Singapore Dollar  Buy  10/19/11  831,238  894,322  (63,084) 

South Korean Won  Sell  10/19/11  170,667  186,507  15,840 

Swedish Krona  Buy  10/19/11  1,003,714  1,075,783  (72,069) 

Swiss Franc  Buy  10/19/11  5,980,566  6,302,584  (322,018) 

Taiwan Dollar  Sell  10/19/11  581,703  608,854  27,151 

Turkish Lira  Sell  10/19/11  87,659  92,344  4,685 

Goldman Sachs International           

Australian Dollar  Sell  10/19/11  2,220,793  2,401,759  180,966 

British Pound  Sell  10/19/11  2,515,140  2,562,677  47,537 

Canadian Dollar  Sell  10/19/11  3,481,171  3,667,603  186,432 

Chilean Peso  Buy  10/19/11  689,885  770,982  (81,097) 

Euro  Buy  10/19/11  1,838,703  1,891,242  (52,539) 

 

86



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $386,180,258) cont.   
          Unrealized 
  Contract  Delivery    Aggregate  appreciation/ 
Counterparty Currency  type  date  Value  face value  (depreciation) 

Goldman Sachs International cont.           

Hungarian Forint  Sell  10/19/11  $2,381  $2,388  $7 

Japanese Yen  Sell  10/19/11  873,037  867,860  (5,177) 

Norwegian Krone  Buy  10/19/11  648,852  703,843  (54,991) 

Polish Zloty  Sell  10/19/11  298,073  325,725  27,652 

South African Rand  Buy  10/19/11  158,891  179,124  (20,233) 

Swedish Krona  Sell  10/19/11  553,001  592,089  39,088 

Swiss Franc  Sell  10/19/11  3,460,997  3,642,982  181,985 

HSBC Bank USA, National Association         

Australian Dollar  Buy  10/19/11  3,225,064  3,487,765  (262,701) 

British Pound  Buy  10/19/11  829,948  846,751  (16,803) 

Euro  Sell  10/19/11  2,880,630  2,947,323  66,693 

Indian Rupee  Sell  10/19/11  453,429  480,224  26,795 

Japanese Yen  Sell  10/19/11  1,312,441  1,304,789  (7,652) 

New Zealand Dollar  Sell  10/19/11  950,850  1,036,631  85,781 

Norwegian Krone  Sell  10/19/11  2,383,539  2,586,578  203,039 

Singapore Dollar  Sell  10/19/11  471,757  507,572  35,815 

South Korean Won  Buy  10/19/11  760,552  832,376  (71,824) 

Swiss Franc  Sell  10/19/11  336,311  353,830  17,519 

Taiwan Dollar  Sell  10/19/11  997,167  1,043,173  46,006 

JPMorgan Chase Bank, N.A.           

Australian Dollar  Sell  10/19/11  2,284,787  2,471,581  186,794 

Brazilian Real  Sell  10/19/11  482,830  545,422  62,592 

British Pound  Buy  10/19/11  12,953,395  13,184,053  (230,658) 

Canadian Dollar  Sell  10/19/11  6,396,270  6,725,552  329,282 

Chilean Peso  Buy  10/19/11  257,245  286,253  (29,008) 

Czech Koruna  Sell  10/19/11  71,991  74,053  2,062 

Euro  Sell  10/19/11  5,250,561  5,503,255  252,694 

Hong Kong Dollar  Sell  10/19/11  870,461  869,680  (781) 

Hungarian Forint  Sell  10/19/11  878,086  970,602  92,516 

Japanese Yen  Buy  10/19/11  8,409,094  8,407,364  1,730 

Malaysian Ringgit  Sell  10/19/11  95,824  98,981  3,157 

Mexican Peso  Buy  10/19/11  141,152  156,654  (15,502) 

New Zealand Dollar  Buy  10/19/11  601,087  655,415  (54,328) 

Norwegian Krone  Sell  10/19/11  406,652  440,818  34,166 

Polish Zloty  Buy  10/19/11  957,610  1,045,650  (88,040) 

Russian Ruble  Buy  10/19/11  84,421  91,779  (7,358) 

Singapore Dollar  Buy  10/19/11  1,620,230  1,744,109  (123,879) 

South African Rand  Buy  10/19/11  520,472  594,463  (73,991) 

South Korean Won  Buy  10/19/11  725,508  802,973  (77,465) 

Swedish Krona  Buy  10/19/11  815,458  873,051  (57,593) 

Swiss Franc  Sell  10/19/11  2,239,826  2,359,507  119,681 

Taiwan Dollar  Buy  10/19/11  109,630  115,401  (5,771) 

Thai Baht  Buy  10/19/11  2,433  2,519  (86) 

Turkish Lira  Sell  10/19/11  574,782  604,440  29,658 

 

87



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $386,180,258) cont.   
            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Royal Bank of Scotland PLC (The)           

  Australian Dollar  Buy  10/19/11  $1,504,958  $1,621,424  $(116,466) 

  Brazilian Real  Sell  10/19/11  425,516  480,650  55,134 

  British Pound  Sell  10/19/11  5,271,767  5,388,923  117,156 

  Canadian Dollar  Buy  10/19/11  1,365,295  1,439,361  (74,066) 

  Chilean Peso  Buy  10/19/11  4,688  5,235  (547) 

  Czech Koruna  Sell  10/19/11  39,592  40,127  535 

  Euro  Buy  10/19/11  10,508,100  10,938,299  (430,199) 

  Hungarian Forint  Buy  10/19/11  290,358  321,813  (31,455) 

  Indian Rupee  Sell  10/19/11  893,727  944,098  50,371 

  Japanese Yen  Sell  10/19/11  1,759,436  1,748,754  (10,682) 

  Malaysian Ringgit  Buy  10/19/11  474,174  505,523  (31,349) 

  Mexican Peso  Sell  10/19/11  732,560  807,165  74,605 

  New Zealand Dollar  Sell  10/19/11  98,364  107,238  8,874 

  Norwegian Krone  Buy  10/19/11  104,576  113,609  (9,033) 

  Polish Zloty  Sell  10/19/11  343,669  376,474  32,805 

  Russian Ruble  Buy  10/19/11  36,049  39,294  (3,245) 

  Singapore Dollar  Sell  10/19/11  1,025,099  1,082,750  57,651 

  South African Rand  Sell  10/19/11  1,217,988  1,365,672  147,684 

  South Korean Won  Sell  10/19/11  335,333  356,469  21,136 

  Swedish Krona  Buy  10/19/11  1,344,246  1,441,839  (97,593) 

  Swiss Franc  Sell  10/19/11  155,671  163,723  8,052 

  Taiwan Dollar  Buy  10/19/11  1,286,582  1,348,256  (61,674) 

  Turkish Lira  Buy  10/19/11  90,721  95,667  (4,946) 

State Street Bank and Trust Co.           

  Australian Dollar  Buy  10/19/11  3,319,234  3,570,086  (250,852) 

  Brazilian Real  Sell  10/19/11  2,379,676  2,697,836  318,160 

  British Pound  Sell  10/19/11  649,794  631,318  (18,476) 

  Canadian Dollar  Buy  10/19/11  875,344  936,065  (60,721) 

  Czech Koruna  Sell  10/19/11  467,625  476,899  9,274 

  Euro  Buy  10/19/11  6,469,609  6,739,481  (269,872) 

  Hungarian Forint  Sell  10/19/11  814,368  899,665  85,297 

  Indonesian Rupiah  Sell  10/19/11  486,129  452,135  (33,994) 

  Japanese Yen  Buy  10/19/11  2,157,173  2,146,208  10,965 

  Malaysian Ringgit  Buy  10/19/11  200,632  214,040  (13,408) 

  Mexican Peso  Sell  10/19/11  303,149  332,216  29,067 

  Norwegian Krone  Sell  10/19/11  3,896,787  4,225,440  328,653 

  Polish Zloty  Buy  10/19/11  683,457  746,423  (62,966) 

  Russian Ruble  Buy  10/19/11  84,427  91,784  (7,357) 

  Singapore Dollar  Buy  10/19/11  1,073,239  1,155,297  (82,058) 

  South African Rand  Sell  10/19/11  182,225  203,997  21,772 

  South Korean Won  Buy  10/19/11  105,142  111,860  (6,718) 

  Swedish Krona  Buy  10/19/11  1,149,907  1,230,621  (80,714) 

  Swiss Franc  Buy  10/19/11  668,755  704,509  (35,754) 

  Taiwan Dollar  Sell  10/19/11  1,229,514  1,286,240  56,726 

 

88



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $386,180,258) cont.   
            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

State Street Bank and Trust Co. cont.           

  Thai Baht  Buy  10/19/11  $178,199  $184,591  $(6,392) 

  Turkish Lira  Sell  10/19/11  76,433  80,514  4,081 

UBS AG             

  Australian Dollar  Buy  10/19/11  4,272,939  4,678,279  (405,340) 

  Brazilian Real  Buy  10/19/11  854,258  967,427  (113,169) 

  British Pound  Sell  10/19/11  1,008,118  1,032,599  24,481 

  Canadian Dollar  Sell  10/19/11  1,426,000  1,443,758  17,758 

  Czech Koruna  Buy  10/19/11  2,168  2,290  (122) 

  Euro  Buy  10/19/11  2,761,207  2,832,541  (71,334) 

  Hungarian Forint  Buy  10/19/11  13,636  15,065  (1,429) 

  Indian Rupee  Buy  10/19/11  1,033,540  1,093,790  (60,250) 

  Japanese Yen  Sell  10/19/11  6,906,302  6,848,910  (57,392) 

  Mexican Peso  Sell  10/19/11  134,139  148,918  14,779 

  New Zealand Dollar  Sell  10/19/11  134,126  146,261  12,135 

  Norwegian Krone  Buy  10/19/11  7,407,769  8,042,964  (635,195) 

  Polish Zloty  Buy  10/19/11  219,583  239,938  (20,355) 

  Russian Ruble  Buy  10/19/11  36,059  39,265  (3,206) 

  Singapore Dollar  Buy  10/19/11  1,050,738  1,130,517  (79,779) 

  South African Rand  Sell  10/19/11  1,174,929  1,318,160  143,231 

  South Korean Won  Buy  10/19/11  717,029  746,318  (29,289) 

  Swedish Krona  Sell  10/19/11  2,349,642  2,515,985  166,343 

  Swiss Franc  Buy  10/19/11  3,215,282  3,387,499  (172,217) 

  Taiwan Dollar  Buy  10/19/11  983,282  1,028,470  (45,188) 

  Thai Baht  Sell  10/19/11  17,453  17,552  99 

  Turkish Lira  Sell  10/19/11  18,101  19,075  974 

Westpac Banking Corp.           

  Australian Dollar  Buy  10/19/11  158,677  171,548  (12,871) 

  British Pound  Sell  10/19/11  1,403,462  1,368,434  (35,028) 

  Canadian Dollar  Buy  10/19/11  2,610,136  2,749,009  (138,873) 

  Euro  Sell  10/19/11  16,165,664  16,844,963  679,299 

  Japanese Yen  Buy  10/19/11  2,580,032  2,564,302  15,730 

  New Zealand Dollar  Buy  10/19/11  377,519  411,416  (33,897) 

  Norwegian Krone  Sell  10/19/11  1,624,574  1,763,681  139,107 

  Swedish Krona  Sell  10/19/11  1,784,228  1,910,483  126,255 

  Swiss Franc  Buy  10/19/11  1,391,319  1,465,632  (74,313) 

Total            $3,112,706 

 

89



FUTURES CONTRACTS OUTSTANDING at 9/30/11       
        Unrealized 
Number of    Expiration  appreciation/ 
contracts  Value  date  (depreciation) 

Australian Government Treasury         
Bond 10 yr (Long)  39  $3,623,350  Dec-11  $12,611 

Australian Government Treasury         
Bond 10 yr (Short)  4  371,626  Dec-11  4,492 

Canadian Government Bond 10 yr (Long)  30  3,819,253  Dec-11  61,652 

Canadian Government Bond 10 yr (Short)  26  3,310,019  Dec-11  (20,428) 

Euro STOXX 50 Index (Long)  277  8,014,590  Dec-11  (25,897) 

Euro STOXX 50 Index (Short)  544  15,739,845  Dec-11  (82,141) 

Euro-Bobl 5 yr (Short)  8  1,311,189  Dec-11  4,588 

Euro-Bund 10 yr (Long)  3  549,509  Dec-11  (2,104) 

Euro-Schatz 2 yr (Long)  12  1,765,402  Dec-11  (5,032) 

Euro-Swiss Franc 3 Month (Short)  8  2,209,631  Dec-11  (15,795) 

Euro-Swiss Franc 3 Month (Short)  19  5,252,596  Jun-12  (63,714) 

Euro-Swiss Franc 3 Month (Short)  19  5,249,448  Dec-12  (79,122) 

Euro-Swiss Franc 3 Month (Short)  19  5,251,546  Mar-12  (50,377) 

FTSE 100 Index (Long)  242  19,245,386  Dec-11  (589,320) 

FTSE 100 Index (Short)  151  12,008,485  Dec-11  600,521 

Japanese Government Bond 10 yr (Long)  18  33,211,909  Dec-11  (112,708) 

Japanese Government Bond 10 yr         
Mini (Long)  46  8,488,085  Dec-11  (27,092) 

MSCI EAFE Index Mini (Long)  67  4,511,110  Dec-11  (41,339) 

OMXS 30 Index (Short)  315  4,189,798  Oct-11  (133,668) 

Russell 2000 Index Mini (Long)  405  25,980,750  Dec-11  (2,299,705) 

Russell 2000 Index Mini (Short)  67  4,298,050  Dec-11  422,971 

S&P 500 Index (Long)  26  7,319,000  Dec-11  (185,452) 

S&P 500 Index E-Mini (Long)  2,539  142,945,700  Dec-11  (8,542,466) 

S&P 500 Index E-Mini (Short)  1,996  112,374,800  Dec-11  5,984,376 

S&P Mid Cap 400 Index E-Mini (Long)  345  26,872,050  Dec-11  (2,541,000) 

S&P/TSX 60 Index (Short)  24  3,056,092  Dec-11  265,046 

SGX MSCI Singapore Index (Short)  38  1,785,635  Oct-11  21,928 

SPI 200 Index (Short)  99  9,604,489  Dec-11  234,878 

Tokyo Price Index (Short)  300  29,480,444  Dec-11  (515,470) 

U.K. Gilt 10 yr (Short)  3  609,231  Dec-11  (11,350) 

U.S. Treasury Bond 20 yr (Long)  430  61,328,750  Dec-11  2,421,027 

U.S. Treasury Bond 20 yr (Short)  5  713,125  Dec-11  (17,822) 

U.S. Treasury Bond 30 yr (Long)  54  8,565,750  Dec-11  860,944 

U.S. Treasury Note 2 yr (Long)  379  83,456,985  Dec-11  (80,907) 

U.S. Treasury Note 2 yr (Short)  151  33,250,672  Dec-11  37,463 

U.S. Treasury Note 5 yr (Long)  239  29,273,766  Dec-11  21,163 

U.S. Treasury Note 5 yr (Short)  11  1,347,328  Dec-11  (1,740) 

U.S. Treasury Note 10 yr (Long)  3  390,281  Dec-11  (4,412) 

U.S. Treasury Note 10 yr (Short)  251  32,653,531  Dec-11  (280,727) 

Total        $(4,776,128) 

 

90



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $18,731,356)     
  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to receive a fixed rate of 4.28%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2026.  $6,141,710  Aug-16/4.28  $263,271 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to pay a fixed rate of 4.28%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2026.  6,141,710  Aug-16/4.28  799,896 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to receive a fixed rate of 5.35%       
versus the three month USD-LIBOR-BBA maturing       
August 8, 2026.  7,639,620  Aug-16/5.35  204,360 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to pay a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
August 8, 2026.  7,639,620  Aug-16/4.35  1,027,147 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.745%       
versus the three month USD-LIBOR-BBA maturing       
May 15, 2021.  6,398,663  May-16/4.745  593,796 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.745%       
versus the three month USD-LIBOR-BBA maturing       
May 16, 2021.  6,398,663  May-16/4.745  106,858 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.89%       
versus the three month USD-LIBOR-BBA maturing       
June 6, 2021.  6,616,660  Jun-16/4.89  104,543 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.39%       
versus the three month USD-LIBOR-BBA maturing       
June 6, 2021.  6,616,660  Jun-16/4.39  529,333 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.3725%       
versus the three month USD-LIBOR-BBA maturing       
July 29, 2024.  2,105,117  Jul-14/4.3725  48,439 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.3725%       
versus the three month USD-LIBOR-BBA maturing       
July 29, 2024.  2,105,117  Jul-14/4.375  314,736 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.34%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  842,045  Jul-14/4.34  19,830 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  2,105,112  Jul-14/4.35  49,260 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.34%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  842,045  Jul-14/4.34  123,873 

 

91



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $18,731,356) cont.     
  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  $2,105,112  Jul-14/4.35  $311,157 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.19%       
versus the three month USD-LIBOR-BBA maturing       
July 31, 2024.  2,105,112  Jul-14/4.19  54,501 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.19%       
versus the three month USD-LIBOR-BBA maturing       
July 31, 2024.  2,105,112  Jul-14/4.19  287,874 

Option on an interest rate swap with Barclays Bank       
PLC for the obligation to receive a fixed rate of 5.36%       
versus the three month USD-LIBOR-BBA maturing       
February 13, 2025.  1,574,340  Feb-15/5.36  26,732 

Option on an interest rate swap with Barclays Bank PLC       
for the obligation to pay a fixed rate of 5.36% versus       
the three month USD-LIBOR-BBA maturing       
February 13, 2025.  1,574,340  Feb-15/5.36  338,688 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.815%       
versus the three month USD-LIBOR-BBA maturing       
July 27, 2026.  3,406,824  Jul-16/4.815  111,744 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.815%       
versus the three month USD-LIBOR-BBA maturing       
July 27, 2026.  3,406,824  Jul-16/4.815  556,675 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
July 28, 2026.  1,362,729  Jul-16/4.80  45,106 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
July 28, 2026.  1,362,729  Jul-16/4.80  221,307 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2026.  3,406,824  Jul-16/4.80  112,766 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2026.  3,406,824  Jul-16/4.80  553,268 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.67%       
versus the three month USD-LIBOR-BBA maturing       
August 2, 2026.  3,406,824  Jul-16/4.67  120,261 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.67%       
versus the three month USD-LIBOR-BBA maturing       
August 2, 2026.  3,406,824  Jul-16/4.67  524,651 

 

92



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $18,731,356) cont.     
  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.68%       
versus the three month USD-LIBOR-BBA maturing       
August 3, 2026.  $4,088,188  Aug-16/4.68  $143,904 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.68%       
versus the three month USD-LIBOR-BBA maturing       
August 3, 2026.  4,088,188  Aug-16/4.68  632,034 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.20%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2024.  2,526,134  Aug-14/4.20  65,402 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.20%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2024.  2,526,134  Aug-14/4.20  346,308 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to receive a fixed rate of 5.11% versus the       
three month USD-LIBOR-BBA maturing June 1, 2021.  161,689  May-16/5.11  2,443 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to pay a fixed rate of 4.11% versus the       
three month USD-LIBOR-BBA maturing June 1, 2021.  161,689  May-16/4.11  11,472 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to receive a fixed rate of 5.12% versus the       
three month USD-LIBOR-BBA maturing June 6, 2021.  6,724,074  Jun-16/5.12  101,601 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to pay a fixed rate of 4.12% versus the       
three month USD-LIBOR-BBA maturing June 6, 2021.  6,724,074  Jun-16/4.12  479,158 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 4.77% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  15,996,658  May-16/4.77  272,007 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate of       
4.7575% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  4,190,064  May-16/4.7575  392,777 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 4.7575% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  4,190,064  May-16/4.7575  71,629 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate       
of 4.77% versus the three month USD-LIBOR-BBA       
maturing May 16, 2021.  15,996,658  May-16/4.77  1,506,821 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 4.01625% versus the three month USD-LIBOR-BBA       
maturing November 10, 2041.  4,354,903  Nov-11/4.01625  653 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate of       
3.51625% versus the three month USD-LIBOR-BBA       
maturing November 10, 2041.  4,354,903  Nov-11/3.51625  746,561 

 

93



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $18,731,356) cont.     
  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 3.425% versus the three month USD-LIBOR-BBA       
maturing November 16, 2041.  $13,757,400  Nov-11/3.425  $53,654 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate       
of 3.425% versus the three month USD-LIBOR-BBA       
maturing November 16, 2041.  13,757,400  Nov-11/3.425  2,116,026 

Option on an interest rate swap with Deutsche Bank       
AG for the obligation to receive a fixed rate of 2.24%       
versus the three month USD-LIBOR-BBA maturing       
December 8, 2016.  14,823,538  Dec-11/2.24  2,816 

Option on an interest rate swap with Deutsche Bank       
AG for the obligation to pay a fixed rate of 2.24%       
versus the three month USD-LIBOR-BBA maturing       
December 8, 2016.  14,823,538  Dec-11/2.24  649,419 

Option on an interest rate swap with Deutsche Bank       
AG for the obligation to receive a fixed rate of 4.765%       
versus the three month USD-LIBOR-BBA maturing       
May 23, 2021.  8,872,918  May-16/4.765  153,413 

Option on an interest rate swap with Deutsche Bank       
AG for the obligation to pay a fixed rate of 4.765%       
versus the three month USD-LIBOR-BBA maturing       
May 23, 2021.  8,872,918  May-16/4.765  833,788 

Option on an interest rate swap with Deutsche Bank       
AG for the obligation to receive a fixed rate of 4.60%       
versus the three month USD-LIBOR-BBA maturing       
June 1, 2021.  158,406  May-16/4.60  2,950 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to pay a fixed rate of 4.60% versus the       
three month USD-LIBOR-BBA maturing June 1, 2021.  158,406  May-16/4.60  13,914 

Option on an interest rate swap with Deutsche Bank       
AG for the obligation to receive a fixed rate of 5.02%       
versus the three month USD-LIBOR-BBA maturing       
May 3, 2026.  23,092,447  Apr-16/5.02  675,685 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to pay a fixed rate of 5.02% versus the       
three month USD-LIBOR-BBA maturing May 3, 2026.  23,092,447  Apr-16/5.02  4,125,004 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 2.31% versus the three month USD-LIBOR-BBA       
maturing November 30, 2016.  4,677,417  Nov-11/2.31  374 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 2.31% versus the three month USD-LIBOR-BBA       
maturing November 30, 2016.  4,677,417  Nov-11/2.31  222,722 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 1.29% versus the three month USD-LIBOR-BBA       
maturing December 14, 2016.  15,293,410  Dec-11/1.29  78,914 

 

94



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $18,731,356) cont.     
  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 1.29% versus the three month USD-LIBOR-BBA       
maturing December 14, 2016.  $15,293,410  Dec-11/1.29  $124,335 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 4.86% versus the three month USD-LIBOR-BBA       
maturing June 1, 2021.  159,199  May-16/4.86  2,601 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 4.36% versus the three month USD-LIBOR-BBA       
maturing June 1, 2021.  159,199  May-16/4.36  12,610 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.575% versus the three month USD-LIBOR-BBA       
maturing June 6, 2021.  6,574,650  Jun-16/4.575  124,261 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of       
4.575% versus the three month USD-LIBOR-BBA       
maturing June 6, 2021.  6,574,650  Jun-16/4.575  571,469 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 5.51%       
versus the three month USD-LIBOR-BBA maturing       
May 14, 2022.  12,203,000  May-12/5.51  3,574,869 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 5.51% versus the three month USD-LIBOR-BBA       
maturing May 14, 2022.  12,203,000  May-12/5.51  1,952 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.29% versus the three month USD-LIBOR-BBA       
maturing July 23, 2024.  2,104,558  Jul-14/4.29  50,720 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.29%       
versus the three month USD-LIBOR-BBA maturing       
July 23, 2024.  2,104,558  Jul-14/4.29  302,678 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.36% versus the three month USD-LIBOR-BBA       
maturing July 24, 2024.  1,976,602  Jul-14/4.36  45,640 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.36%       
versus the three month USD-LIBOR-BBA maturing       
July 24, 2024.  1,976,602  Jul-14/4.36  294,000 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 5.27% versus the three month USD-LIBOR-BBA       
maturing February 12, 2025.  5,469,460  Feb-15/5.27  97,083 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 5.27%       
versus the three month USD-LIBOR-BBA maturing       
February 12, 2025.  5,469,460  Feb-15/5.27  1,139,671 

 

95



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $18,731,356) cont.     
  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.815% versus the three month USD-LIBOR-BBA       
maturing June 10, 2026.  $2,998,911  Jun-16/4.815  $98,574 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of       
4.815% versus the three month USD-LIBOR-BBA       
maturing June 10, 2026.  2,998,911  Jun-16/4.815  492,901 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.74% versus the three month USD-LIBOR-BBA       
maturing July 22, 2026.  3,405,927  Jul-16/4.74  118,458 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.74%       
versus the three month USD-LIBOR-BBA maturing       
July 22, 2026.  3,405,927  Jul-16/4.74  541,304 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.79% versus the three month USD-LIBOR-BBA       
maturing July 26, 2026.  3,198,849  Jul-16/4.79  108,889 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.79%       
versus the three month USD-LIBOR-BBA maturing       
July 26, 2026.  3,198,849  Jul-16/4.79  518,629 

Option on an interest rate swap with UBS AG for the       
obligation to pay a fixed rate of 0.722% versus the six       
month CHF-LIBOR-BBA maturing January 23, 2014.  CHF 14,050,000  Jan-12/0.722  154,451 

Total      $29,526,616 
 
TBA SALE COMMITMENTS OUTSTANDING at 9/30/11 (proceeds receivable $5,406,836)   
 
  Principal  Settlement   
Agency  amount  date  Value 

FNMA, 4s, October 1, 2041  $1,000,000  10/13/11  $1,048,125 

FNMA, 5 1/2s, October 1, 2041  4,000,000  10/13/11  4,341,562 

Total      $5,389,687 
   

 

INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11     
  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Bank of America, N.A.           
$4,784,000  $308,090  8/17/21  4.55%  3 month USD-   
        LIBOR-BBA  $(787,190) 

6,523,000  421,060  8/19/21  4.475%  3 month USD-   
        LIBOR-BBA  (1,025,986) 

11,818,900    9/23/13  3 month USD-     
      LIBOR-BBA  0.45%  (28,354) 

8,026,000    9/26/13  3 month USD-     
      LIBOR-BBA  0.5075%  (10,347) 

1,691,000    9/30/21  3 month USD-     
      LIBOR-BBA  2.1825%  11,618 

 

96



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Bank of America, N.A. cont.         
  $10,721,000  $—  10/3/13  3 month USD-     
        LIBOR-BBA  0.54875%  $(6,004) 

  2,707,000    8/2/21  2.97236%  3 month USD-   
          LIBOR-BBA  (228,865) 

  1,486,400  (1,351)  2/7/41  4.401%  3 month USD-   
          LIBOR-BBA  (537,221) 

AUD  1,480,000    4/18/21  6.10%  6 month AUD-   
          BBR-BBSW  (152,085) 

CAD  912,000    9/14/21  2.4075%  3 month CAD-   
          BA-CDOR  171 

EUR  9,000,000    6/14/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.711561%  229,973 

JPY  424,000,000    9/21/21  0.98375%  6 month JPY-   
          LIBOR-BBA  18,659 

Barclays Bank PLC           
  $4,597,118  41,604  9/8/16  2.065%  3 month USD-   
          LIBOR-BBA  (146,165) 

  270,000    9/15/20  3 month USD-     
        LIBOR-BBA  2.032%  1,139 

  6,001,500    9/19/20  2.12%  3 month USD-   
          LIBOR-BBA  (67,636) 

  5,892,500    9/19/13  3 month USD-     
        LIBOR-BBA  0.51%  (6,969) 

  1,950,000    9/19/41  3 month USD-     
        LIBOR-BBA  3.035%  141,287 

  2,527,000    9/20/20  2.136%  3 month USD-   
          LIBOR-BBA  (31,727) 

  9,868,500    9/21/13  3 month USD-     
        LIBOR-BBA  0.4925%  (15,445) 

  9,897,400    9/22/13  0.4775%  3 month USD-   
          LIBOR-BBA  18,522 

  752,000    9/22/21  2.18%  3 month USD-   
          LIBOR-BBA  (5,457) 

  769,000    9/22/41  3 month USD-     
        LIBOR-BBA  2.975%  45,844 

  8,026,000    9/26/13  3 month USD-     
        LIBOR-BBA  0.50625%  (10,606) 

  16,683,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.5175%  (18,560) 

  13,742,000    9/28/21  2.041%  3 month USD-   
          LIBOR-BBA  82,591 

  58,520,000    9/28/13  3 month USD-     
        LIBOR-BBA  0.511043%  (74,241) 

  718,000    9/29/41  3 month USD-     
        LIBOR-BBA  2.857%  24,655 

  2,053,000    9/29/21  3 month USD-     
        LIBOR-BBA  2.155%  9,073 

 

97



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
$17,849,000  $—  9/30/13  3 month USD-     
      LIBOR-BBA  0.53%  $(16,198) 

1,561,000    9/30/21  2.165%  3 month USD-   
        LIBOR-BBA  (8,211) 

13,903,100  (51,850)  6/17/41  3 month USD-     
      LIBOR-BBA  4.04%  4,021,263 

600,000    6/20/41  3.91625%  3 month USD-   
        LIBOR-BBA  (159,876) 

3,179,000    10/3/13  0.543%  3 month USD-   
        LIBOR-BBA  2,146 

146,000    10/3/41  3 month USD-     
      LIBOR-BBA  2.8175%  3,743 

1,621,000    10/4/21  2.089%  3 month USD-   
        LIBOR-BBA  3,383 

19,262,600    3/10/18  3.06%  3 month USD-   
        LIBOR-BBA  (1,780,003) 

12,510,000    6/27/41  3 month USD-     
      LIBOR-BBA  3.88882%  3,253,277 

5,080,000    6/28/41  3.885%  3 month USD-   
        LIBOR-BBA  (1,316,513) 

1,690,000    6/28/41  3 month USD-     
      LIBOR-BBA  3.88%  436,194 

6,680,000    6/29/14  3 month USD-     
      LIBOR-BBA  3.85488%  1,690,381 

3,700,000    6/30/14  3 month USD-     
      LIBOR-BBA  3.92%  986,896 

13,089,000    7/8/13  0.6775%  3 month USD-   
        LIBOR-BBA  (40,049) 

8,243,000    7/12/20  3 month USD-     
      LIBOR-BBA  3.1225%  833,850 

17,347,000    7/12/13  0.7225%  3 month USD-   
        LIBOR-BBA  (67,946) 

1,846,000    7/12/41  4.0825%  3 month USD-   
        LIBOR-BBA  (552,074) 

2,894,000    7/13/20  3 month USD-     
      LIBOR-BBA  2.93%  245,531 

4,851,000    7/13/41  3.948%  3 month USD-   
        LIBOR-BBA  (1,312,522) 

21,674,000    7/13/13  0.645%  3 month USD-   
        LIBOR-BBA  (51,318) 

3,339,000    7/14/41  3.88%  3 month USD-   
        LIBOR-BBA  (855,093) 

2,572,000    7/20/41  3 month USD-     
      LIBOR-BBA  3.888%  661,720 

2,933,008  (45,168)  9/21/21  3 month USD-     
      LIBOR-BBA  3.14%  235,856 

8,760,000  (11,568)  3/30/31  4.17%  3 month USD-   
        LIBOR-BBA  (2,180,681) 

 

98



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
$1,878,000  $—  7/25/41  3 month USD-     
      LIBOR-BBA  3.97%  $514,836 

5,381,000    7/28/13  3 month USD-     
      LIBOR-BBA  0.635%  10,688 

1,313,000    7/28/41  3 month USD-     
      LIBOR-BBA  3.9675%  358,931 

830,000    8/2/41  3.8925%  3 month USD-   
        LIBOR-BBA  (213,388) 

3,066,000    8/3/41  3.83375%  3 month USD-   
        LIBOR-BBA  (750,051) 

865,000    8/4/41  3.6108%  3 month USD-   
        LIBOR-BBA  (170,787) 

800,000    8/5/41  3 month USD-     
      LIBOR-BBA  3.58%  152,683 

821,000    8/9/41  3.48375%  3 month USD-   
        LIBOR-BBA  (139,752) 

3,107,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.49%  532,948 

696,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.575%  131,867 

25,538,000    8/17/21  2.39%  3 month USD-   
        LIBOR-BBA  (752,770) 

70,486,000    8/17/13  3 month USD-     
      LIBOR-BBA  0.45%  (141,018) 

8,318,000    8/17/41  3 month USD-     
      LIBOR-BBA  3.343%  1,163,366 

46,463,904    8/18/13  0.439%  3 month USD-   
        LIBOR-BBA  103,500 

80,838,641 E   3/21/13  3 month USD-     
      LIBOR-BBA  0.44125%  (122,066) 

2,426,000    8/23/21  2.23667%  3 month USD-   
        LIBOR-BBA  (36,008) 

62,670,300  1,260  5/4/13  3 month USD-     
      LIBOR-BBA  0.78%  406,671 

3,000,000    8/31/21  2.407%  3 month USD-   
        LIBOR-BBA  (90,444) 

819,000    9/1/21  2.355%  3 month USD-   
        LIBOR-BBA  (20,509) 

1,498,000    9/6/20  2.231%  3 month USD-   
        LIBOR-BBA  (32,356) 

1,111,000    9/6/41  3.2375%  3 month USD-   
        LIBOR-BBA  (128,963) 

3,810,000    9/6/13  3 month USD-     
      LIBOR-BBA  0.4925%  (5,328) 

15,671,000    9/6/13  3 month USD-     
      LIBOR-BBA  0.48875%  (23,086) 

1,798,000    9/8/21  3 month USD-     
      LIBOR-BBA  2.17%  13,345 

 

99



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
  $1,798,000  $—  9/8/21  3 month USD-     
        LIBOR-BBA  2.18%  $15,010 

  1,358,000    9/8/21  2.186%  3 month USD-   
          LIBOR-BBA  (12,089) 

  2,546,000    9/8/41  3 month USD-     
        LIBOR-BBA  2.958%  145,314 

  25,826,000    9/8/13  0.52875%  3 month USD-   
          LIBOR-BBA  18,223 

  12,000    9/12/20  2.032%  3 month USD-   
          LIBOR-BBA  (53) 

  4,374,000    9/13/21  2.145%  3 month USD-   
          LIBOR-BBA  (20,748) 

  804,000    9/13/41  2.975%  3 month USD-   
          LIBOR-BBA  (48,472) 

  4,271,000    9/15/13  3 month USD-     
        LIBOR-BBA  0.5275%  (3,420) 

AUD  15,650,000    3/21/16  5.57%  6 month AUD-   
          BBR-BBSW  (717,392) 

AUD  11,890,000    3/21/21  6 month AUD-     
        BBR-BBSW  5.88%  956,677 

AUD  2,330,000    4/21/21  6.0675%  6 month AUD-   
          BBR-BBSW  (232,242) 

EUR  15,910,000    6/15/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.67%  383,915 

EUR  19,887,500    6/15/13  1.95%  3 month EUR-   
          EURIBOR-   
          REUTERS  (466,830) 

EUR  1,580,000    9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.532%  402 

EUR  524,000    10/4/21  2.542%  6 month EUR-   
          EURIBOR-   
          REUTERS  (661) 

GBP  2,308,000    9/26/21  6 month GBP-     
        LIBOR-BBA  2.54%  (17,558) 

GBP  5,420,000    8/8/21  2.9785%  6 month GBP-   
          LIBOR-BBA  (324,970) 

GBP  2,430,000    8/15/31  3.6%  6 month GBP-   
          LIBOR-BBA  (251,440) 

GBP  8,200,000 E   2/3/31  6 month GBP-     
        LIBOR-BBA  4.86%  678,313 

Citibank, N.A.           
  $81,115,900  (25,665)  6/28/19  3 month USD-     
        LIBOR-BBA  3.04%  7,844,451 

  11,675,000    9/23/13  3 month USD-     
        LIBOR-BBA  0.459%  (26,000) 

 

100



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Citibank, N.A. cont.           
  $1,628,000  $—  9/23/21  3 month USD-     
        LIBOR-BBA  2.136%  $5,089 

  6,214,700  (2,867)  9/26/13  0.49%  3 month USD-   
          LIBOR-BBA  7,336 

  13,331,800  (131,345)  9/26/20  3 month USD-     
        LIBOR-BBA  1.96%  (167,307) 

  19,260,000    9/30/18  3 month USD-     
        LIBOR-BBA  1.73625%  47,534 

  3,646,000    9/30/16  3 month USD-     
        LIBOR-BBA  1.25375%  (530) 

  1,559,000    10/3/13  3 month USD-     
        LIBOR-BBA  0.55625%  (575) 

  2,021,250    10/3/20  2.04%  3 month USD-   
          LIBOR-BBA  (7,760) 

  1,874,000    10/3/21  3 month USD-     
        LIBOR-BBA  2.159%  8,283 

  170,000    10/3/41  2.804%  3 month USD-   
          LIBOR-BBA  (3,901) 

  1,710,113    7/11/20  3 month USD-     
        LIBOR-BBA  3.122%  173,042 

  1,300,000    4/7/41  4.3%  3 month USD-   
          LIBOR-BBA  (461,196) 

  34,600,000    8/5/13  3 month USD-     
        LIBOR-BBA  0.5725%  21,375 

  2,700,000    8/5/16  1.505%  3 month USD-   
          LIBOR-BBA  (42,353) 

  1,200,000    8/5/41  3.5875%  3 month USD-   
          LIBOR-BBA  (230,923) 

  8,000,000    8/5/21  2.725%  3 month USD-   
          LIBOR-BBA  (491,313) 

  734,000    8/5/16  3 month USD-     
        LIBOR-BBA  1.4925%  11,066 

  604,000    8/8/41  3.5825%  3 month USD-   
          LIBOR-BBA  (115,443) 

  1,353,000    8/8/41  3.517%  3 month USD-   
          LIBOR-BBA  (239,905) 

  29,100,000    9/9/13  3 month USD-     
        LIBOR-BBA  0.525%  (22,786) 

  9,800,000    9/9/16  1.1925%  3 month USD-   
          LIBOR-BBA  18,003 

  15,400,000    9/9/21  2.225%  3 month USD-   
          LIBOR-BBA  (191,328) 

  3,400,000    9/9/41  3 month USD-     
        LIBOR-BBA  3.05%  259,651 

  9,568,000  616,658  8/17/21  4.49%  3 month USD-   
          LIBOR-BBA  (1,520,959) 

SEK  5,379,600    10/3/21  2.555%  3 month SEK-   
          STIBOR-SIDE  (4,810) 

 

101



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Citibank, N.A. cont.           
SEK  5,497,000  $—  10/4/21  2.5%  3 month SEK-   
          STIBOR-SIDE  $(904) 

SEK  16,417,000    7/8/16  3.275%  3 month SEK-   
          STIBOR-SIDE  (122,974) 

SEK  16,895,000    7/11/16  3.2825%  3 month SEK-   
          STIBOR-SIDE  (127,343) 

Credit Suisse International         
  $5,278,600  (1,516)  5/27/21  3.21%  3 month USD-   
          LIBOR-BBA  (596,114) 

  1,210,000    9/16/21  3 month USD-     
        LIBOR-BBA  2.20375%  11,982 

  14,410,300    9/21/13  0.5%  3 month USD-   
          LIBOR-BBA  20,160 

  990,000    9/22/21  2.15125%  3 month USD-   
          LIBOR-BBA  (4,563) 

  15,445,000    9/29/13  3 month USD-     
        LIBOR-BBA  0.52375%  (15,772) 

  2,829,750    10/3/20  2.055%  3 month USD-   
          LIBOR-BBA  (13,356) 

  2,623,600    10/3/21  3 month USD-     
        LIBOR-BBA  2.172%  14,718 

  16,800,000 E   3/21/13  1.15625%  3 month USD-   
          LIBOR-BBA  (93,912) 

  1,188,000    8/8/13  3 month USD-     
        LIBOR-BBA  0.57375%  729 

  8,138,800  (42,146)  8/15/21  2.34%  3 month USD-   
          LIBOR-BBA  (245,668) 

  194,000    8/24/41  3.0775%  3 month USD-   
          LIBOR-BBA  (16,166) 

  256,000    8/26/21  2.362%  3 month USD-   
          LIBOR-BBA  (6,698) 

  17,915,200    8/31/13  3 month USD-     
        LIBOR-BBA  0.493%  (23,489) 

  3,000,000    8/31/21  2.407%  3 month USD-   
          LIBOR-BBA  (90,444) 

  56,451,600    8/31/13  3 month USD-     
        LIBOR-BBA  0.5125%  (52,097) 

  18,514,800    8/31/21  2.43125%  3 month USD-   
          LIBOR-BBA  (599,844) 

  5,566,200    8/31/41  3 month USD-     
        LIBOR-BBA  3.264%  685,099 

  1,798,000    9/8/21  3 month USD-     
        LIBOR-BBA  2.17%  13,345 

  182,000    9/14/41  3 month USD-     
        LIBOR-BBA  2.944%  9,771 

  1,707,000    9/14/13  3 month USD-     
        LIBOR-BBA  0.53875%  (948) 

 

102



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Credit Suisse International cont.         
  $73,398,400  $(7,435)  5/27/13  3 month USD-     
        LIBOR-BBA  0.72%  $359,296 

CHF  3,177,000    9/28/21  6 month CHF-     
        LIBOR-BBA  1.405%  (17,639) 

GBP  5,422,000    8/15/21  6 month GBP-     
        LIBOR-BBA  2.91%  268,106 

MXN  30,380,000    7/21/20  1 month MXN-     
        TIIE-BANXICO  6.895%  33,680 

Deutsche Bank AG           
  $106,000    9/14/21  2.145%  3 month USD-   
          LIBOR-BBA  (493) 

  1,298,000    9/14/41  3 month USD-     
        LIBOR-BBA  2.95%  71,327 

  3,863,000    9/19/14  3 month USD-     
        LIBOR-BBA  0.6625%  (7,254) 

  4,142,000    9/27/18  3 month USD-     
        LIBOR-BBA  1.515%  (50,457) 

  16,683,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.5175%  (18,393) 

  1,380,000    9/29/21  3 month USD-     
        LIBOR-BBA  2.165%  7,369 

  69,044,300  (182,018)  3/10/19  3.58%  3 month USD-   
          LIBOR-BBA  (9,119,918) 

  1,691,000    9/30/21  3 month USD-     
        LIBOR-BBA  2.1875%  12,396 

  3,234,000    10/3/20  2.034%  3 month USD-   
          LIBOR-BBA  (9,573) 

  2,998,400    10/3/21  3 month USD-     
        LIBOR-BBA  2.153%  11,574 

  2,154,000    10/4/13  3 month USD-     
        LIBOR-BBA  0.56125%  (709) 

  41,630,300  (63,845)  7/18/21  3.04%  3 month USD-   
          LIBOR-BBA  (3,893,588) 

  159,885,000  233,178  7/18/25  3 month USD-     
        LIBOR-BBA  3.47%  21,650,745 

  25,158,000    7/27/13  0.6325%  3 month USD-   
          LIBOR-BBA  (48,989) 

  1,251,000    7/27/41  3.95%  3 month USD-   
          LIBOR-BBA  (337,495) 

  733,500    8/8/20  2.547%  3 month USD-   
          LIBOR-BBA  (37,046) 

  1,122,314    8/10/41  3 month USD-     
        LIBOR-BBA  3.455%  184,135 

  23,391,900    8/12/16  3 month USD-     
        LIBOR-BBA  1.255%  70,374 

  71,281,100  12,567  12/31/14  1.91%  3 month USD-   
          LIBOR-BBA  (2,890,414) 

 

103



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Deutsche Bank AG cont.         
$4,185,900  $—  8/12/41  3.32%  3 month USD-   
        LIBOR-BBA  $(566,809) 

63,997,800    8/15/41  3.300791%  3 month USD-   
        LIBOR-BBA  (8,391,012) 

3,830,200    8/16/21  3 month USD-     
      LIBOR-BBA  2.4775%  144,193 

52,830,600    8/16/16  1.24%  3 month USD-   
        LIBOR-BBA  (106,684) 

20,421,500    8/16/21  3 month USD-     
      LIBOR-BBA  2.435%  688,472 

5,072,900    8/16/41  3 month USD-     
      LIBOR-BBA  3.36%  728,059 

44,853,900    8/17/41  3 month USD-     
      LIBOR-BBA  3.3625%  6,457,844 

624,000    8/18/41  3.37%  3 month USD-   
        LIBOR-BBA  (90,772) 

31,021,100    8/18/13  0.442%  3 month USD-   
        LIBOR-BBA  67,252 

45,961,200    8/18/41  3.3525%  3 month USD-   
        LIBOR-BBA  (6,516,217) 

93,909,900    8/18/21  3 month USD-     
      LIBOR-BBA  2.419%  3,012,766 

4,631,300    8/22/21  3 month USD-     
      LIBOR-BBA  2.218%  61,050 

5,288,900    8/24/16  1.23%  3 month USD-   
        LIBOR-BBA  (5,334) 

8,876,900    8/24/21  2.271%  3 month USD-   
        LIBOR-BBA  (159,150) 

5,701,400    8/24/41  3 month USD-     
      LIBOR-BBA  3.081%  479,265 

50,643,600    8/30/13  3 month USD-     
      LIBOR-BBA  0.5075%  (52,297) 

8,729,600    8/30/21  2.4075%  3 month USD-   
        LIBOR-BBA  (261,475) 

2,209,100    8/30/41  3 month USD-     
      LIBOR-BBA  3.2425%  260,030 

139,700,000    1/8/14  2.375%  3 month USD-   
        LIBOR-BBA  (6,263,513) 

12,112,000    8/31/13  3 month USD-     
      LIBOR-BBA  0.4925%  (16,006) 

3,000,000    8/31/21  2.407%  3 month USD-   
        LIBOR-BBA  (90,444) 

13,531,400    9/12/13  3 month USD-     
      LIBOR-BBA  0.5%  (17,495) 

7,120,900    9/12/21  3 month USD-     
      LIBOR-BBA  2.2125%  78,472 

4,507,400    9/12/41  3.065%  3 month USD-   
        LIBOR-BBA  (357,481) 

 

104



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Deutsche Bank AG cont.         
  $4,028,000  $—  9/14/16  1.175%  3 month USD-   
          LIBOR-BBA  $12,112 

  1,292,404  (41,357)  8/25/41  3 month USD-     
        LIBOR-BBA  4.09%  342,008 

EUR  20,950,000    12/23/20  3.325%  6 month EUR-   
          EURIBOR-   
          REUTERS  (2,620,777) 

KRW 2,029,000,000    8/16/16  3 month KRW-     
        CD-KSDA-     
        BLOOMBERG  3.42%  (2,087) 

KRW 2,024,000,000    5/9/16  4.115%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (50,988) 

KRW 2,024,000,000    4/22/16  4.135%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (52,640) 

KRW 2,007,000,000    4/29/16  4.14%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (52,509) 

MXN  30,380,000    7/17/20  1 month MXN-     
        TIIE-BANXICO  6.95%  43,184 

Goldman Sachs International         
  $6,001,500    9/19/20  2.13375%  3 month USD-   
          LIBOR-BBA  (74,506) 

  5,892,500    9/19/13  3 month USD-     
        LIBOR-BBA  0.515%  (6,258) 

  1,950,000    9/19/41  3 month USD-     
        LIBOR-BBA  3.05%  147,439 

  636,000    9/20/41  3.065%  3 month USD-   
          LIBOR-BBA  (50,053) 

  16,400,000    6/7/41  3 month USD-     
        LIBOR-BBA  3.97%  4,575,925 

  10,523,700    9/21/13  0.5%  3 month USD-   
          LIBOR-BBA  14,723 

  2,847,000    9/21/21  3 month USD-     
        LIBOR-BBA  2.188%  22,975 

  10,315,900    9/23/13  3 month USD-     
        LIBOR-BBA  0.4525%  (24,226) 

  6,468,000    9/26/13  3 month USD-     
        LIBOR-BBA  0.50625%  (8,469) 

  2,670,000    9/26/21  3 month USD-     
        LIBOR-BBA  1.93875%  (40,852) 

  4,590,023  (166,847)  9/29/41  3 month USD-     
        LIBOR-BBA  3.99%  1,084,170 

  2,599,000    7/1/14  1.105%  3 month USD-   
          LIBOR-BBA  (35,480) 

  339,000    9/28/41  2.69625%  3 month USD-   
          LIBOR-BBA  (198) 

 

105



INTEREST RATE SWAP. CONTRACTS. OUTSTANDING at 9/30/11 cont. 
  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
$16,844,000  $—  9/28/13  3 month USD-     
      LIBOR-BBA  0.5125%  $(20,845) 

1,906,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.15125%  7,775 

1,449,000    10/3/13  3 month USD-     
      LIBOR-BBA  0.558%  (536) 

601,000    7/1/41  3 month USD-     
      LIBOR-BBA  4.02625%  173,171 

75,069,500  (31,911)  7/20/16  3 month USD-     
      LIBOR-BBA  1.79%  2,266,776 

41,000    7/21/41  3.935%  3 month USD-   
        LIBOR-BBA  (10,951) 

4,033,000    7/21/13  3 month USD-     
      LIBOR-BBA  0.665%  10,732 

655,000    7/25/41  3.9325%  3 month USD-   
        LIBOR-BBA  (174,375) 

3,987,000    7/25/13  3 month USD-     
      LIBOR-BBA  0.65625%  9,729 

16,057,000    7/25/13  0.65625%  3 month USD-   
        LIBOR-BBA  (39,183) 

15,527,100 E   3/19/13  1.09375%  3 month USD-   
        LIBOR-BBA  (77,170) 

15,780,000    7/26/13  3 month USD-     
      LIBOR-BBA  0.63%  30,087 

3,671,000    7/26/41  3 month USD-     
      LIBOR-BBA  3.93625%  979,850 

8,245,000    7/28/13  3 month USD-     
      LIBOR-BBA  0.61875%  13,701 

1,626,000    7/28/41  3.935%  3 month USD-   
        LIBOR-BBA  (433,346) 

1,230,000    8/2/41  3.8725%  3 month USD-   
        LIBOR-BBA  (311,031) 

2,256,000    8/2/21  3.00125%  3 month USD-   
        LIBOR-BBA  (196,752) 

1,477,000    8/2/41  3.81625%  3 month USD-   
        LIBOR-BBA  (355,955) 

1,413,000    8/3/41  3.754%  3 month USD-   
        LIBOR-BBA  (321,862) 

12,984,000    8/4/13  0.58875%  3 month USD-   
        LIBOR-BBA  (12,415) 

1,267,000    8/4/41  3.718%  3 month USD-   
        LIBOR-BBA  (278,830) 

1,382,000    8/4/41  3.711%  3 month USD-   
        LIBOR-BBA  (302,105) 

1,350,000    8/4/41  3.6225%  3 month USD-   
        LIBOR-BBA  (269,891) 

2,464,000    8/5/41  3.593%  3 month USD-   
        LIBOR-BBA  (477,016) 

 

106



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
  $821,000  $—  8/9/41  3.48375%  3 month USD-   
          LIBOR-BBA  $(139,752) 

  1,045,000    8/9/41  3 month USD-     
        LIBOR-BBA  3.54%  190,267 

  977,000    8/10/41  3.435%  3 month USD-   
          LIBOR-BBA  (156,173) 

  7,557,800    8/15/41  3.2475%  3 month USD-   
          LIBOR-BBA  (905,999) 

  2,244,700    8/15/41  3.365%  3 month USD-   
          LIBOR-BBA  (324,710) 

  7,660,400    8/16/21  3 month USD-     
        LIBOR-BBA  2.47%  283,028 

  1,800,000    8/18/21  2.3425%  3 month USD-   
          LIBOR-BBA  (45,036) 

  2,345,000    8/19/21  2.37125%  3 month USD-   
          LIBOR-BBA  (64,682) 

  1,143,000    8/19/41  3 month USD-     
        LIBOR-BBA  3.315%  152,915 

  410,000    8/24/41  3 month USD-     
        LIBOR-BBA  3.075%  33,946 

  560,000    8/24/21  2.2625%  3 month USD-   
          LIBOR-BBA  (9,598) 

  6,560,000    8/24/16  3 month USD-     
        LIBOR-BBA  1.235%  8,224 

  17,547,000    8/30/13  3 month USD-     
        LIBOR-BBA  0.48375%  (26,416) 

  3,000,000    8/31/21  2.407%  3 month USD-   
          LIBOR-BBA  (90,444) 

  48,327,300  139,672  5/9/21  3.3%  3 month USD-   
          LIBOR-BBA  (5,781,717) 

  10,565,400  67,507  5/9/41  4.09%  3 month USD-   
          LIBOR-BBA  (3,177,475) 

  952,000    9/1/20  2.225%  3 month USD-   
          LIBOR-BBA  (20,490) 

  956,000    9/1/41  3.195%  3 month USD-   
          LIBOR-BBA  (102,790) 

  862,000    9/1/13  3 month USD-     
        LIBOR-BBA  0.4975%  (1,085) 

  1,222,000    9/6/21  2.2575%  3 month USD-   
          LIBOR-BBA  (19,110) 

  1,913,000    9/13/21  2.16625%  3 month USD-   
          LIBOR-BBA  (12,806) 

  315,000    9/13/41  3 month USD-     
        LIBOR-BBA  3.023%  22,174 

EUR  6,910,000    6/21/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.632%  158,710 

 

107



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
EUR  2,300,000  $—  9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.54%  $3,442 

EUR  20,800,000    9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.54%  31,125 

EUR  11,940,000    5/26/13  2.224%  6 month EUR-   
          EURIBOR-   
          REUTERS  (222,168) 

GBP  4,660,000 E   9/22/31  6 month GBP-     
        LIBOR-BBA  4.06%  8,882 

GBP  2,430,000    9/23/31  6 month GBP-     
        LIBOR-BBA  3.1175%  (39,996) 

GBP  4,403,000 E   9/23/31  3.99%  6 month GBP-   
          LIBOR-BBA  21,805 

GBP  4,229,000 E   8/9/31  4.605%  6 month GBP-   
          LIBOR-BBA  (235,068) 

GBP  4,228,000 E   8/10/31  4.5175%  6 month GBP-   
          LIBOR-BBA  (198,552) 

KRW  3,491,000,000    9/19/16  3.395%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  6,824 

KRW    3,164,000,000    7/11/16  4.035%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (73,224) 

KRW    1,940,000,000    4/21/16  4.12%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (49,367) 

KRW  3,689,303,000    8/2/16  3 month KRW-     
        CD-KSDA-     
        BLOOMBERG  3.845%  57,654 

SEK  4,020,000    9/9/21  2.65%  3 month SEK-   
          STIBOR-SIDE  (8,645) 

JPMorgan Chase Bank, N.A.         
  $8,374,100  25,771  2/18/41  4.43%  3 month USD-   
          LIBOR-BBA  (3,035,829) 

  8,686,500    3/9/26  3 month USD-     
        LIBOR-BBA  4.07%  1,783,350 

  33,500,000 E   3/21/13  1.1685%  3 month USD-   
          LIBOR-BBA  (191,285) 

  14,200,000 E   3/22/13  1.185%  3 month USD-   
          LIBOR-BBA  (83,496) 

  118,568,000    3/5/18  4.325%  3 month USD-   
          LIBOR-BBA  (20,391,881) 

  5,993,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.51375%  (7,089) 

  16,683,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.5175%  (18,393) 

 

108



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

JPMorgan Chase Bank, N.A. cont.         
$1,968,000  $(65,928)  9/8/41  3 month USD-     
      LIBOR-BBA  4.0275%  $489,577 

38,200,000    6/10/13  3 month USD-     
      LIBOR-BBA  0.5775%  74,141 

9,400,000    6/10/21  3.061%  3 month USD-   
        LIBOR-BBA  (918,101) 

400,000    6/10/41  3.933%  3 month USD-   
        LIBOR-BBA  (108,372) 

5,384,000    7/19/21  3.074%  3 month USD-   
        LIBOR-BBA  (511,828) 

3,959,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.18%  26,608 

1,680,000    9/30/21  3 month USD-     
      LIBOR-BBA  2.203%  14,718 

3,168,000    10/3/21  3 month USD-     
      LIBOR-BBA  2.184%  21,289 

5,444,000    10/4/13  3 month USD-     
      LIBOR-BBA  0.58%  230 

29,819,800  41,794  8/3/15  1.23%  3 month USD-   
        LIBOR-BBA  (331,851) 

1,127,000    8/8/41  3.466%  3 month USD-   
        LIBOR-BBA  (187,700) 

676,000    8/8/41  3.4275%  3 month USD-   
        LIBOR-BBA  (107,093) 

624,000    8/9/41  3.485%  3 month USD-   
        LIBOR-BBA  (106,376) 

33,768,600  3,827  8/19/13  3 month USD-     
      LIBOR-BBA  0.44%  (70,940) 

1,564,000    8/23/21  2.243%  3 month USD-   
        LIBOR-BBA  (24,132) 

3,452,000    8/23/41  3 month USD-     
      LIBOR-BBA  3.088%  295,565 

1,313,000    8/30/21  3 month USD-     
      LIBOR-BBA  2.4225%  41,143 

9,689,600    8/31/13  3 month USD-     
      LIBOR-BBA  0.5%  (11,359) 

711,000    9/2/21  3 month USD-     
      LIBOR-BBA  2.35%  17,419 

18,908,000  1,187,422  7/26/21  4.525%  3 month USD-   
        LIBOR-BBA  (3,136,067) 

28,362,000  1,794,818  7/27/21  4.745%  3 month USD-   
        LIBOR-BBA  (5,265,146) 

1,296,000    9/2/41  3 month USD-     
      LIBOR-BBA  3.187%  137,057 

5,529,000    9/14/21  3 month USD-     
      LIBOR-BBA  2.124%  15,045 

5,608,000    9/14/21  2.1575%  3 month USD-   
        LIBOR-BBA  (32,565) 

362,000    9/15/41  2.984%  3 month USD-   
        LIBOR-BBA  (22,452) 

 

109



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

JPMorgan Chase Bank, N.A. cont.         
  $1,025,000  $—  9/19/21  3 month USD-     
        LIBOR-BBA  2.266%  $15,784 

  932,000    9/19/16  3 month USD-     
        LIBOR-BBA  1.231%  (537) 

CAD  3,139,000    9/21/21  2.3911%  3 month CAD-   
          BA-CDOR  6,494 

CAD  5,109,000    9/21/21  3 month CAD-     
        BA-CDOR  2.3911%  (10,570) 

CAD  2,470,000    9/21/21  2.3911%  3 month CAD-   
          BA-CDOR  5,110 

CAD  1,230,000    9/27/21  3 month CAD-     
        BA-CDOR  2.415%  (444) 

EUR  15,910,000    6/13/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.74%  403,631 

EUR  15,910,000    6/13/13  1.9865%  3 month EUR-   
          EURIBOR-   
          REUTERS  (387,644) 

JPY  531,000,000    2/22/21  1.36375%  6 month JPY-   
          LIBOR-BBA  (273,519) 

JPY  982,870,000    5/25/15  0.674375%  6 month JPY-   
          LIBOR-BBA  (142,380) 

JPY  980,150,000    9/16/15  6 month JPY-     
        LIBOR-BBA  0.59125%  90,078 

JPY  372,000,000 E   7/28/29  6 month JPY-     
        LIBOR-BBA  2.67%  153,124 

JPY  500,100,000 E   7/28/39  2.40%  6 month JPY-   
          LIBOR-BBA  (102,764) 

JPY  173,000,000    9/12/21  1.02375%  6 month JPY-   
          LIBOR-BBA  (2,307) 

MXN  10,354,000    9/11/20  6.82%  1 month MXN-   
          TIIE-BANXICO  (6,221) 

MXN  13,389,000    9/14/20  6.82%  1 month MXN-   
          TIIE-BANXICO  (7,956) 

MXN  4,340,000    7/16/20  1 month MXN-     
        TIIE-BANXICO  6.99%  7,109 

MXN  49,187,000    7/30/20  6.3833%  1 month MXN-   
          TIIE-BANXICO  72,918 

MXN  7,830,000    11/4/20  1 month MXN-     
        TIIE-BANXICO  6.75%  1,008 

UBS, AG           
AUD  3,441,000    9/27/21  6 month AUD-     
        BBR-BBSW  4.79%  (8,339) 

AUD  3,075,000    9/27/16  4.46%  6 month AUD-   
          BBR-BBSW  2,311 

CHF  16,257,000    5/23/13  0.7625%  6 month CHF-   
          LIBOR-BBA  (223,265) 

Total            $(38,084,729) 
 
E See Note 1 to the financial statements regarding extended effective dates.     

 

110



TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 9/30/11     
      Fixed payments  Total return  Unrealized 
Swap counterparty /  Termination  received (paid) by  received by  appreciation/ 
Notional amount  date  fund per annum  or paid by fund  (depreciation) 

Bank of America, N.A.         
baskets  362,176  7/30/12  3 month USD-  A basket (GDX)  $(1,051,098) 
      LIBOR-BBA  of common stocks   

Barclays Bank PLC         
  $4,700,000  4/7/16  (2.63%)  USA Non Revised  (168,942) 
        Consumer Price   
        Index - Urban (CPI-U) 

  1,587,637  1/12/40  4.50% (1 month  Synthetic MBX  (1,889) 
      USD-LIBOR)  Index 4.50%   
        30 year Fannie Mae   
        pools   

  2,279,942  1/12/41  5.00% (1 month  Synthetic MBX  (6,395) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  1,370,736  1/12/41  5.00% (1 month  Synthetic MBX  (3,845) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  258,012  1/12/41  4.50% (1 month  Synthetic MBX  (428) 
      USD-LIBOR)  Index 4.50%   
        30 year Fannie Mae   
        pools   

  285,463  1/12/40  5.00% (1 month  Synthetic MBX  (756) 
      USD-LIBOR)  Index 5.00%   
        year Fannie Mae   
        30 pools   

  926,502  1/12/40  5.00% (1 month  Synthetic MBX  (2,453) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  671,803  1/12/40  5.00% (1 month  Synthetic MBX  (1,778) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  267,043  1/12/39  5.50% (1 month  Synthetic TRS  (4,946) 
      USD-LIBOR)  Index 5.50%   
        30 year Fannie Mae   
        pools   

  1,499,433  1/12/41  5.00% (1 month  Synthetic TRS  (31,458) 
      USD-LIBOR)  Index 5.00%   
        30 year Ginnie   
        Mae II pools   

  226,099  1/12/40  (5.00%) 1 month  Synthetic TRS  3,117 
      USD-LIBOR  Index 5.00%   
        30 year Fannie Mae   
        pools   

Citibank, N.A.         
  96,388  1/12/39  (5.50%) 1 month  Synthetic TRS  1,785 
      USD-LIBOR  Index 5.50%   
        30 year Fannie Mae   
        pools   

 

111



TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
      Fixed payments  Total return  Unrealized 
Swap counterparty /  Termination  received (paid) by  received by  appreciation/ 
Notional amount  date  fund per annum  or paid by fund  (depreciation) 

Citibank, N.A. cont.         
units  326  4/11/12  3 month USD-  Russell 1000  $42,968 
      LIBOR-BBA  Total Return Index   
      minus 0.05%     

  $1,053,813  1/12/41  5.00% (1 month  Synthetic MBX  (2,956) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  974,416  1/12/41  (4.50%) 1 month  Synthetic MBX  1,616 
      USD-LIBOR  Index 4.50%   
        30 year Fannie Mae   
        pools   

  1,030,433  1/12/41  5.00% (1 month  Synthetic MBX  (2,890) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

baskets  925  4/11/12  (3 month USD-  A basket  (8,963,002) 
      LIBOR-BBA  (CGPUTQL1)   
      plus 0.10%)  of common stocks   

GBP  5,450,000  5/18/13  (3.38%)  GBP Non-revised  103,065 
        UK Retail Price   
        Index   

units  20,628  4/11/12  3 month USD-  Russell 2000  10,914,075 
      LIBOR-BBA  Total Return Index   
      minus 0.05%     

units  861  4/11/12  (3 month USD-  Russell 2000  472,126 
      LIBOR-BBA)  Total Return Index   

Credit Suisse International         
  $1,041,801  1/12/41  4.50% (1 month  Synthetic MBX  (1,728) 
      USD-LIBOR)  Index 4.50%   
        30 year Fannie Mae   
        pools   

  5,877,451  1/12/41  4.50% (1 month  Synthetic MBX  (7,012) 
      USD-LIBOR)  Index 4.50%   
        30 year Ginnie   
        Mae II pools   

  105,886  1/12/40  5.00% (1 month  Synthetic TRS  (1,460) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  99,153  1/12/39  (5.50%) 1 month  Synthetic TRS  1,836 
      USD-LIBOR  Index 5.50%   
        30 year Fannie Mae   
        pools   

Goldman Sachs International         
  2,690,000  3/1/16  2.47%  USA Non Revised  58,992 
        Consumer Price   
        Index - Urban (CPI-U) 

  2,017,500  3/3/16  2.45%  USA Non Revised  42,388 
        Consumer Price   
        Index - Urban (CPI-U) 

 

112



TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.     
      Fixed payments  Total return  Unrealized 
Swap counterparty /  Termination  received (paid) by  received by  appreciation/ 
Notional amount  date  fund per annum  or paid by fund  (depreciation) 

Goldman Sachs International cont.         
  $71,501  1/12/39  (5.50%) 1 month  Synthetic TRS  $1,324 
      USD-LIBOR  Index 5.50%   
        30 year Fannie Mae   
        pools   

  248,259  1/12/41  4.50% (1 month  Synthetic MBX  (412) 
      USD-LIBOR)  Index 4.50%   
        30 year Fannie Mae   
        pools   

JPMorgan Chase Bank, N.A.         
shares  804,010  10/20/11  (3 month USD-  iShares MSCI  (9,559,316) 
      LIBOR-BBA plus  Emerging Markets   
      5 bp)  Index   

Total          $(8,169,472) 
   

 

CREDIT DEFAULT CONTRACTS OUTSTANDING at 9/30/11       

    Upfront      Fixed payments   
    premium    Termi-  received  Unrealized 
Swap counterparty /    received  Notional  nation  (paid) by fund  appreciation/ 
Referenced debt*  Rating***  (paid)**  amount  date  per annum  (depreciation) 

Barclays Bank PLC             
DJ CDX NA HY Series             
17 Version 1 Index  B+  $57,569  $610,000  12/20/16   500 bp  $(16,292) 

Citibank, N.A.             
DJ CDX EM Series 11             
Index    (8,100)  300,000  6/20/14  (500 bp)  (25,591) 

Credit Suisse International           
Bonos Y Oblig Del             
Estado, 5 1/2%,             
7/30/17    (13,976)  1,570,000  12/20/19   (100 bp)  248,700 

DJ CDX NA HY Series             
17 Version 1 Index  B+  2,527,603  25,435,000  12/20/16 500 bp   (552,152) 

Deutsche Bank AG             
DJ CDX EM Series 11             
Index    (37,840)  1,720,000  6/20/14  (500 bp)  (138,124) 

DJ CDX NA HY Series             
17 Version 1 Index  B+  4,485,075  42,715,000  12/20/16 500 bp   (686,999) 

Smurfit Kappa             
Funding, 7 3/4%,             
4/1/15  B2    EUR 580,000  9/20/13  715 bp  60,164 

Virgin Media             
Finance PLC,             
8 3/4%, 4/15/14  BB–    EUR 800,000  9/20/13  477 bp  30,365 

Virgin Media             
Finance PLC,             
8 3/4%, 4/15/14  BB–    EUR 800,000  9/20/13  535 bp  42,335 

113

 



CREDIT DEFAULT CONTRACTS OUTSTANDING at 9/30/11 cont.       
    Upfront      Fixed payments   
    premium    Termi-  received  Unrealized 
Swap counterparty /    received  Notional  nation  (paid) by fund  appreciation/ 
Referenced debt*  Rating***  (paid)**  amount  date  per annum  (depreciation) 

Goldman Sachs International           
CSC Holdings, Inc.,             
7 5/8%, 7/15/18  Ba3  $—  $605,000  9/20/13  495 bp  $26,042 

Lighthouse             
International Co,             
SA, 8%, 4/30/14  Ca    EUR 745,000  3/20/13  680 bp  (711,510) 

JPMorgan Chase Bank, N.A.           
DJ CDX NA HY Series             
17 Version 1 Index  B+  1,712,729  $17,235,000  12/20/16 500 bp   (374,144) 

Morgan Stanley Capital Services, Inc.         
DJ iTraxx Europe             
Crossover Series 12             
Version 1    (25,334)  EUR 2,129,000  12/20/14   (500 bp)  109,486 

Total            $(1,987,720) 

 

* Payments related to the referenced debt are made upon a credit default event.

** Upfront premium is based on the difference between the original spread on issue and the market spread on day of execution.

*** Ratings are presented for credit default contracts in which the fund has sold protection on the underlying referenced debt. Ratings for an underlying index represent the average of the ratings of all the securities included in that index. The Moody’s, Standard & Poor’s or Fitch ratings are believed to be the most recent ratings available at September 30, 2011.

ASC 820 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of the fund’s investments. The three levels are defined as follows:

Level 1 — Valuations based on quoted prices for identical securities in active markets.

Level 2 — Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3 — Valuations based on inputs that are unobservable and significant to the fair value measurement.

The following is a summary of the inputs used to value the fund’s net assets as of the close of the reporting period:

    Valuation inputs   

Investments in securities:  Level 1  Level 2  Level 3 

Common stocks:       

Basic materials  $17,037,321  $10,876,529  $— 

Capital goods  22,834,593  9,045,377  40,445 

Communication services  21,323,272  6,660,051   

Conglomerates  5,007,308  1,686,261   

Consumer cyclicals  48,980,423  12,966,799  765 

Consumer staples  37,182,768  13,622,519   

Energy  39,709,054  8,518,441   

Financials  51,161,289  20,584,303   

Health care  49,988,161  10,658,520   

Technology  64,287,447  4,816,194   

Transportation  2,784,411  2,817,999   

Utilities and power  13,072,120  4,701,519   

Total common stocks  373,368,167  106,954,512  41,210 

 

114



    Valuation inputs   

Investments in securities:  Level 1  Level 2  Level 3 

Asset-backed securities  $—  $22,688,509  $— 

Commodity linked notes    16,348,134   

Convertible bonds and notes    412,092   

Convertible preferred stocks    724,562   

Corporate bonds and notes    221,509,433  178,130 

Foreign government bonds and notes    12,869,361   

Investment companies  47,678,703     

Mortgage-backed securities    54,225,178   

Municipal bonds and notes    434,539   

Preferred stocks    616,760   

Purchased options outstanding    21,519,300   

Senior loans    6,962,645   

U.S. Government and agency mortgage obligations    178,450,898   

U.S. Treasury obligations    2,227,318   

Warrants    426  12,182 

Short-term investments  257,801,636  220,706,135   

Totals by level  $678,848,506  $866,649,802  $231,522 
 
    Valuation inputs   

Other financial instruments:  Level 1  Level 2  Level 3 

Forward currency contracts  $—  $3,112,706  $— 

Futures contracts  (4,776,128)     

Written options    (29,526,616)   

TBA sale commitments    (5,389,687)   

Interest rate swap contracts    (42,107,140)   

Total return swap contracts    (8,169,472)   

Credit default contracts    (10,685,446)   

Totals by level  $(4,776,128)  $(92,765,655)  $— 

 

At the start and/or close of the reporting period, Level 3 investments in securities were not considered a significant portion of the fund’s portfolio.

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

115



Statement of assets and liabilities 9/30/11   
 
ASSETS   

Investment in securities, at value, including $47,381,780 of securities on loan (Note 1):   
Unaffiliated issuers (identified cost $1,242,665,596)  $1,244,226,090 
Affiliated issuers (identified cost $301,503,740) (Notes 1 and 6)  301,503,740 

Cash  236,442 

Foreign currency (cost $405,748) (Note 1)  395,779 

Dividends, interest and other receivables  7,211,249 

Receivable for shares of the fund sold  5,006,180 

Receivable for investments sold  23,379,548 

Receivable for sales of delayed delivery securities (Note 1)  5,605,815 

Unrealized appreciation on swap contracts (Note 1)  88,889,946 

Unrealized appreciation on forward currency contracts (Note 1)  11,377,203 

Premium paid on swap contracts (Note 1)  958,067 

Total assets  1,688,790,059 
 
LIABILITIES   

Payable for variation margin (Note 1)  1,922,539 

Payable for investments purchased  18,007,831 

Payable for purchases of delayed delivery securities (Note 1)  177,492,738 

Payable for shares of the fund repurchased  12,919,934 

Payable for compensation of Manager (Note 2)  562,267 

Payable for investor servicing fees (Note 2)  205,540 

Payable for custodian fees (Note 2)  121,199 

Payable for Trustee compensation and expenses (Note 2)  253,522 

Payable for administrative services (Note 2)  6,367 

Payable for distribution fees (Note 2)  753,378 

Unrealized depreciation on forward currency contracts (Note 1)  8,264,497 

Written options outstanding, at value (premiums received $18,731,356) (Notes 1 and 3)  29,526,616 

Premium received on swap contracts (Note 1)  13,678,204 

Unrealized depreciation on swap contracts (Note 1)  137,131,867 

TBA sale commitments, at value (proceeds receivable $5,406,836) (Note 1)  5,389,687 

Collateral on securities loaned, at value (Note 1)  49,737,104 

Collateral on certain derivative contracts, at value (Note 1)  8,743,234 

Other accrued expenses  319,939 

Total liabilities  465,036,463 
 
Net assets  $1,223,753,596 

 
REPRESENTED BY   

Paid-in capital (Unlimited shares authorized) (Notes 1 and 4)  $1,514,818,965 

Distributions in excess of net investment income (Note 1)  (5,890,344) 

Accumulated net realized loss on investments and foreign currency transactions (Note 1)  (226,107,136) 

Net unrealized depreciation of investments and assets and liabilities in foreign currencies  (59,067,889) 

Total — Representing net assets applicable to capital shares outstanding  $1,223,753,596 
 
(Continued on next page)   

 

116



Statement of assets and liabilities (Continued)   
COMPUTATION OF NET ASSET VALUE AND OFFERING PRICE   

Net asset value and redemption price per class A share   
($843,217,704 divided by 84,416,598 shares)  $9.99 

Offering price per class A share (100/94.25 of $9.99)*  $10.60 

Net asset value and offering price per class B share ($88,888,015 divided by 8,932,743 shares)**  $9.95 

Net asset value and offering price per class C share ($91,254,376 divided by 9,316,203 shares)**  $9.80 

Net asset value and redemption price per class M share ($19,151,471 divided by 1,919,673 shares)  $9.98 

Offering price per class M share (100/96.50 of $9.98)*  $10.34 

Net asset value, offering price and redemption price per class R share   
($10,065,847 divided by 1,014,079 shares)  $9.93 

Net asset value, offering price and redemption price per class Y share   
($171,176,183 divided by 17,116,314 shares)  $10.00 

 

* On single retail sales of less than $50,000. On sales of $50,000 or more the offering price is reduced.

** Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

117



Statement of operations Year ended 9/30/11   
 
INVESTMENT INCOME   

Interest (net of foreign tax of $28,131) (including interest income of $313,457 from investments   
in affiliated issuers) (Note 6)  $27,825,155 

Dividends (net of foreign tax of $427,934)  13,599,262 

Securities lending (Note 1)  192,066 

Total investment income  41,616,483 
 
EXPENSES   

Compensation of Manager (Note 2)  7,450,885 

Investor servicing fees (Note 2)  2,946,188 

Custodian fees (Note 2)  265,029 

Trustee compensation and expenses (Note 2)  121,424 

Administrative services (Note 2)  41,149 

Distribution fees — Class A (Note 2)  2,422,145 

Distribution fees — Class B (Note 2)  1,101,519 

Distribution fees — Class C (Note 2)  1,045,861 

Distribution fees — Class M (Note 2)  170,159 

Distribution fees — Class R (Note 2)  55,431 

Other  597,493 

Total expenses  16,217,283 
 
Expense reduction (Note 2)  (56,069) 

Net expenses  16,161,214 
 
Net investment income  25,455,269 

 
Net realized gain on investments (net of foreign tax of $1,144) (Notes 1 and 3)  62,336,635 

Net realized loss on swap contracts (Note 1)  (1,437,875) 

Net realized gain on futures contracts (Note 1)  4,168,191 

Net realized loss on foreign currency transactions (Note 1)  (14,574,811) 

Net realized gain on written options (Notes 1 and 3)  7,064,067 

Net unrealized appreciation of assets and liabilities in foreign currencies during the year  134,836 

Net unrealized depreciation of investments, futures contracts, swap contracts, written options,   
and TBA sale commitments during the year  (87,741,455) 

Net loss on investments  (30,050,412) 
 
Net decrease in net assets resulting from operations  $(4,595,143) 

 

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

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Statement of changes in net assets     
 
DECREASE IN NET ASSETS  Year ended 9/30/11  Year ended 9/30/10 

Operations:     
Net investment income  $25,455,269  $36,410,717 

Net realized gain on investments     
and foreign currency transactions  57,556,207  118,814,595 

Net unrealized appreciation (depreciation) of investments     
and assets and liabilities in foreign currencies  (87,606,619)  9,944,440 

Net increase (decrease) in net assets resulting from operations  (4,595,143)  165,169,752 

Distributions to shareholders (Note 1):     
From ordinary income     
Net investment income     

Class A  (35,840,251)  (50,491,977) 

Class B  (3,326,863)  (5,893,436) 

Class C  (3,170,220)  (4,753,250) 

Class M  (740,848)  (1,124,193) 

Class R  (380,070)  (472,911) 

Class Y  (7,197,201)  (12,724,308) 

Increase in capital from settlement payments (Note 8)  123,114   

Redemption fees (Note 1)    1,319 

Decrease from capital share transactions (Note 4)  (66,213,432)  (206,070,679) 

Total decrease in net assets  (121,340,914)  (116,359,683) 
 
NET ASSETS     

Beginning of year  1,345,094,510  1,461,454,193 

End of year (including distributions in excess of net investment     
income of $5,890,344 and undistributed net investment income     
of $17,808,101, respectively)  $1,223,753,596  $1,345,094,510 

 

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

119



Financial highlights (For a common share outstanding throughout the period)

INVESTMENT OPERATIONS:        LESS DISTRIBUTIONS:          RATIOS AND SUPPLEMENTAL DATA:     

                          Ratio     
                          of expenses     
                          to average  Ratio   
  Net asset    Net realized                  Ratio  net assets  of net investment   
  value,    and unrealized  Total from  From      Non-recurring    Total return  Net assets,  of expenses  excluding  income (loss)   
  beginning  Net investment  gain (loss)  investment    net investment Total  Redemption  reimburse-  Net asset value,  at net asset  end of period  to average  interest expense  to average  Portfolio 
Period ended  of period  income (loss) a  on investments  operations  income  distributions  fees  ments  end of period  value (%) b  (in thousands)  net assets (%) c  (%) c  net assets (%)  turnover (%) d 

Class A                               
September 30, 2011  $10.47  .21  (.28)  (.07)  (.41)  (.41)    e  $9.99  (.92)  $843,218  1.06  1.06  1.91  158 
September 30, 2010  9.82  .27  .94  1.21  (.56)  (.56)  f    10.47  12.62  931,461  1.10 g  1.10 g  2.71 g  138 
September 30, 2009  10.01  .21  .05 h  .26  (.45)  (.45)  f    9.82  3.79  927,285  1.23 g,i  1.13 g  2.54 g  201 
September 30, 2008  12.74  .36  (2.81)  (2.45)  (.28)  (.28)  f    10.01  (19.45)  1,142,882  1.09 g  1.09 g  3.07 g  124 
September 30, 2007  11.86  .27  .83  1.10  (.22)  (.22)  f    12.74  9.36  1,619,706  1.06 g  1.06 g  2.19 g  107 

Class B                               
September 30, 2011  $10.43  .13  (.29)  (.16)  (.32)  (.32)    e  $9.95  (1.71)  $88,888  1.81  1.81  1.15  158 
September 30, 2010  9.78  .20  .93  1.13  (.48)  (.48)  f    10.43  11.80  114,661  1.85 g  1.85 g  1.97 g  138 
September 30, 2009  9.96  .14  .07 h  .21  (.39)  (.39)  f    9.78  3.10  131,854  1.98 g,i  1.88 g  1.76 g  201 
September 30, 2008  12.66  .27  (2.78)  (2.51)  (.19)  (.19)  f    9.96  (19.99)  191,536  1.84 g  1.84 g  2.30 g  124 
September 30, 2007  11.78  .18  .83  1.01  (.13)  (.13)  f    12.66  8.58  311,754  1.81 g  1.81 g  1.43 g  107 

Class C                               
September 30, 2011  $10.28  .13  (.28)  (.15)  (.33)  (.33)    e  $9.80  (1.68)  $91,254  1.81  1.81  1.16  158 
September 30, 2010  9.65  .19  .92  1.11  (.48)  (.48)  f    10.28  11.79  98,134  1.85 g  1.85 g  1.96 g  138 
September 30, 2009  9.85  .15  .04 h  .19  (.39)  (.39)  f    9.65  2.97  99,579  1.98 g,i  1.88 g  1.79 g  201 
September 30, 2008  12.53  .27  (2.76)  (2.49)  (.19)  (.19)  f    9.85  (20.01)  118,179  1.84 g  1.84 g  2.32 g  124 
September 30, 2007  11.66  .18  .82  1.00  (.13)  (.13)  f    12.53  8.64  162,251  1.81 g  1.81 g  1.43 g  107 

Class M                               
September 30, 2011  $10.46  .15  (.28)  (.13)  (.35)  (.35)    e  $9.98  (1.44)  $19,151  1.56  1.56  1.41  158 
September 30, 2010  9.81  .22  .93  1.15  (.50)  (.50)  f    10.46  12.08  23,600  1.60 g  1.60 g  2.20 g  138 
September 30, 2009  10.00  .17  .05 h  .22  (.41)  (.41)  f    9.81  3.27  22,010  1.73 g,i  1.63 g  2.04 g  201 
September 30, 2008  12.72  .30  (2.80)  (2.50)  (.22)  (.22)  f    10.00  (19.82)  27,475  1.59 g  1.59 g  2.58 g  124 
September 30, 2007  11.84  .21  .83  1.04  (.16)  (.16)  f    12.72  8.83  38,124  1.56 g  1.56 g  1.68 g  107 

Class R                               
September 30, 2011  $10.41  .18  (.28)  (.10)  (.38)  (.38)    e  $9.93  (1.18)  $10,066  1.31  1.31  1.66  158 
September 30, 2010  9.77  .25  .92  1.17  (.53)  (.53)  f    10.41  12.32  9,614  1.35 g  1.35 g  2.45 g  138 
September 30, 2009  9.97  .19  .04 h  .23  (.43)  (.43)  f    9.77  3.45  7,476  1.48 g,i  1.38 g  2.31 g  201 
September 30, 2008  12.69  .33  (2.79)  (2.46)  (.26)  (.26)  f    9.97  (19.62)  6,667  1.34 g  1.34 g  2.83 g  124 
September 30, 2007  11.79  .24  .83  1.07  (.17)  (.17)  f    12.69  9.13  5,151  1.31 g  1.31 g  1.95 g  107 

Class Y                               
September 30, 2011  $10.49  .24  (.29)  (.05)  (.44)  (.44)    e  $10.00  (.76)  $171,176  .81  .81  2.16  158 
September 30, 2010  9.83  .30  .94  1.24  (.58)  (.58)  f    10.49  12.98  167,625  .85 g  .85 g  2.99 g  138 
September 30, 2009  10.03  .24  .03 h  .27  (.47)  (.47)  f    9.83  3.96  273,251  .98 g,i  .88 g  2.88 g  201 
September 30, 2008  12.76  .39  (2.81)  (2.42)  (.31)  (.31)  f    10.03  (19.20)  231,078  .84 g  .84 g  3.33 g  124 
September 30, 2007  11.88  .30  .84  1.14  (.26)  (.26)  f    12.76  9.61  238,397  .81 g  .81 g  2.43 g  107 

 

See notes to financial highlights at the end of this section.

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

120  121 

 



Financial highlights (Continued)

a Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period.

b Total return assumes dividend reinvestment and does not reflect the effect of sales charges.

c Includes amounts paid through expense offset and brokerage/service arrangements (Note 2).

d Portfolio turnover excludes dollar roll transactions.

e Reflects a non-recurring reimbursement related to restitution amounts in connection with a distribution plan approved by the Securities and Exchange Commission (the SEC) which amounted to less than $0.01 per share outstanding on July 21, 2011. Also reflects a non-recurring reimbursement related to short-term trading related lawsuits, which amounted to less than $0.01 per share outstanding on May 11, 2011 (Note 8).

f Amount represents less than $0.01 per share.

g Reflects an involuntary contractual expense limitation in effect during the period. For periods prior to September 30, 2009, certain fund expenses were waived in connection with the fund’s investment in Putnam Prime Money Market Fund. As a result of such limitation and/or waivers, the expenses of each class reflect a reduction of the following amounts:

  Percentage of 
  average net assets 

September 30, 2010  0.02% 

September 30, 2009  0.12 

September 30, 2008  <0.01 

September 30, 2007  0.01 

 

h The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the fund.

i Includes interest accrued in connection with certain terminated derivative contracts, which amounted to 0.10% of average net assets as of September 30, 2009.

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

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Notes to financial statements 9/30/11

Note 1: Significant accounting policies

Putnam Dynamic Asset Allocation Balanced Fund (the fund) (which will change its name from Putnam Asset Allocation: Balanced Portfolio on November 30, 2011) is a diversified series of Putnam Asset Allocation Funds (the Trust) a Massachusetts business trust registered under the Investment Company Act of 1940, as amended, as a diversified, open-end management investment company. The fund seeks total return. Total return is composed of capital appreciation and income. The fund invests mainly in a diversified portfolio of equity securities (growth or value stocks or both) of both U.S. and foreign companies of any size. The fund also invests in a diversified portfolio of fixed income investments, including U.S. and foreign government obligations, corporate obligations and secu-ritized debt instruments (such as mortgage-backed investments). The fund may invest a significant portion of its assets in securitized debt instruments, including mortgage-backed and asset-backed investments. The yields and values of these investments are sensitive to changes in interest rates, the rate of principal payments on the underlying assets and the market’s perception of the issuers. The market for these investments may be volatile and limited, which may make them difficult to buy or sell. The fund may also use derivatives, such as futures, options, certain foreign currency transactions, warrants and swap contracts, for both hedging and non-hedging purposes.

The fund offers class A, class B, class C, class M, class R and class Y shares. Class A and class M shares are sold with a maximum front-end sales charge of 5.75% and 3.50%, respectively, and generally do not pay a contingent deferred sales charge. Class B shares, which convert to class A shares after approximately eight years, do not pay a front-end sales charge and are subject to a contingent deferred sales charge if those shares are redeemed within six years of purchase. Class C shares have a one-year 1.00% contingent deferred sales charge and do not convert to class A shares. Class R shares, which are not available to all investors, are sold at net asset value. The expenses for class A, class B, class C, class M and class R shares may differ based on the distribution fee of each class, which is identified in Note 2. Class Y shares, which are sold at net asset value, are generally subject to the same expenses as class A, class B, class C, class M and class R shares, but do not bear a distribution fee. Class Y shares are not available to all investors.

Prior to August 2, 2010, a 1.00% redemption fee applied to certain shares that were redeemed (either by selling or exchanging into another fund) within 7 days of purchase. The redemption fee was accounted for as an addition to paid-in-capital. Effective August 2, 2010, this redemption fee no longer applies to shares redeemed.

Investment income, realized and unrealized gains and losses and expenses of the fund are borne pro-rata based on the relative net assets of each class to the total net assets of the fund, except that each class bears expenses unique to that class (including the distribution fees applicable to such classes). Each class votes as a class only with respect to its own distribution plan or other matters on which a class vote is required by law or determined by the Trustees. If the fund were liquidated, shares of each class would receive their pro-rata share of the net assets of the fund. In addition, the Trustees declare separate dividends on each class of shares.

In the normal course of business, the fund enters into contracts that may include agreements to indemnify another party under given circumstances. The fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be, but have not yet been, made against the fund. However, the fund’s management team expects the risk of material loss to be remote.

The following is a summary of significant accounting policies consistently followed by the fund in the preparation of its financial statements. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States of America and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations. Actual results could differ from those estimates. Subsequent events after the Statement of assets and liabilities date through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. Unless otherwise noted, the “reporting period” represents the period from October 1, 2010 through September 30, 2011.

A) Security valuation Investments for which market quotations are readily available are valued at the last reported sales price on their principal exchange, or official closing price for certain markets, and are classified as Level 1 securities. If no sales are reported — as in the case of some securities traded over-the-counter — a security is valued at its last reported bid price and is generally categorized as a Level 2 security.

Market quotations are not considered to be readily available for certain debt obligations and other investments; such investments are valued on the basis of valuations furnished by an independent pricing service approved

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by the Trustees or dealers selected by Putnam Investment Management, LLC (Putnam Management), the fund’s manager, an indirect wholly-owned subsidiary of Putnam Investments, LLC. Such services or dealers determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships, generally recognized by institutional traders, between securities (which consider such factors as security prices, yields, maturities and ratings). These securities will generally be categorized as Level 2.

Many securities markets and exchanges outside the U.S. close prior to the close of the New York Stock Exchange and therefore the closing prices for securities in such markets or on such exchanges may not fully reflect events that occur after such close but before the close of the New York Stock Exchange. Accordingly, on certain days, the fund will fair value foreign equity securities taking into account multiple factors including movements in the U.S. securities markets, currency valuations and comparisons to the valuation of American Depository Receipts, exchange-traded funds and futures contracts. These securities, which will generally represent a transfer from a Level 1 to a Level 2 security, will be classified as Level 2. The number of days on which fair value prices will be used will depend on market activity and it is possible that fair value prices will be used by the fund to a significant extent. At the close of the reporting period, fair value pricing was used for certain foreign securities in the portfolio. Securities quoted in foreign currencies, if any, are translated into U.S. dollars at the current exchange rate.

To the extent a pricing service or dealer is unable to value a security or provides a valuation that Putnam Management does not believe accurately reflects the security’s fair value, the security will be valued at fair value by Putnam Management. Certain investments, including certain restricted and illiquid securities and derivatives, are also valued at fair value following procedures approved by the Trustees. These valuations consider such factors as significant market or specific security events such as interest rate or credit quality changes, various relationships with other securities, discount rates, U.S. Treasury, U.S. swap and credit yields, index levels, convexity exposures and recovery rates. These securities are classified as Level 2 or as Level 3 depending on the priority of the significant inputs.

Such valuations and procedures are reviewed periodically by the Trustees. Certain securities may be valued on the basis of a price provided by a single source. The fair value of securities is generally determined as the amount that the fund could reasonably expect to realize from an orderly disposition of such securities over a reasonable period of time. By its nature, a fair value price is a good faith estimate of the value of a security in a current sale and does not reflect an actual market price, which may be different by a material amount.

B) Joint trading account Pursuant to an exemptive order from the Securities and Exchange Commission (the SEC), the fund may transfer uninvested cash balances into a joint trading account along with the cash of other registered investment companies and certain other accounts managed by Putnam Management. These balances may be invested in issues of short-term investments having maturities of up to 90 days.

C) Repurchase agreements The fund, or any joint trading account, through its custodian, receives delivery of the underlying securities, the market value of which at the time of purchase is required to be in an amount at least equal to the resale price, including accrued interest. Collateral for certain tri-party repurchase agreements is held at the counterparty’s custodian in a segregated account for the benefit of the fund and the counterparty. Putnam Management is responsible for determining that the value of these underlying securities is at all times at least equal to the resale price, including accrued interest. In the event of default or bankruptcy by the other party to the agreement, retention of the collateral may be subject to legal proceedings.

D) Security transactions and related investment income Security transactions are recorded on the trade date (the date the order to buy or sell is executed). Gains or losses on securities sold are determined on the identified cost basis.

Interest income is recorded on the accrual basis. Dividend income, net of applicable withholding taxes, is recognized on the ex-dividend date except that certain dividends from foreign securities, if any, are recognized as soon as the fund is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair market value of the securities received. Dividends representing a return of capital or capital gains, if any, are reflected as a reduction of cost and/or as a realized gain. All premiums/discounts are amortized/accreted on a yield-to-maturity basis.

Securities purchased or sold on a forward commitment or delayed delivery basis may be settled a month or more after the trade date; interest income is accrued based on the terms of the securities. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract.

The fund earned certain fees in connection with its senior loan purchasing activities. These fees are treated as market discount and are amortized into income in the Statement of operations.

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E) Stripped securities The fund may invest in stripped securities which represent a participation in securities that may be structured in classes with rights to receive different portions of the interest and principal. Interest-only securities receive all of the interest and principal-only securities receive all of the principal. If the interest-only securities experience greater than anticipated prepayments of principal, the fund may fail to recoup fully its initial investment in these securities. Conversely, principal-only securities increase in value if prepayments are greater than anticipated and decline if prepayments are slower than anticipated. The market value of these securities is highly sensitive to changes in interest rates.

F) Foreign currency translation The accounting records of the fund are maintained in U.S. dollars. The market value of foreign securities, currency holdings, and other assets and liabilities is recorded in the books and records of the fund after translation to U.S. dollars based on the exchange rates on that day. The cost of each security is determined using historical exchange rates. Income and withholding taxes are translated at prevailing exchange rates when earned or incurred. The fund does not isolate that portion of realized or unrealized gains or losses resulting from changes in the foreign exchange rate on investments from fluctuations arising from changes in the market prices of the securities. Such gains and losses are included with the net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent net realized exchange gains or losses on closed forward currency contracts, disposition of foreign currencies, currency gains and losses realized between the trade and settlement dates on securities transactions and the difference between the amount of investment income and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized appreciation and depreciation of assets and liabilities in foreign currencies arise from changes in the value of open forward currency contracts and assets and liabilities other than investments at the period end, resulting from changes in the exchange rate. Investments in foreign securities involve certain risks, including those related to economic instability, unfavorable political developments, and currency fluctuations, not present with domestic investments. The fund may be subject to taxes imposed by governments of countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The fund accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or capital gains are earned. In some cases, the fund may be entitled to reclaim all or a portion of such taxes, and such reclaim amounts, if any, are reflected as an asset on the fund’s books. In many cases, however, the fund may not receive such amounts for an extended period of time, depending on the country of investment.

G) Futures contracts The fund uses futures contracts to hedge interest rate risk, to gain exposure to interest rates, to hedge prepayment risk, to equitize cash and to manage exposure to market risk. The potential risk to the fund is that the change in value of futures contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contracts, if interest or exchange rates move unexpectedly or if the counterparty to the contract is unable to perform. With futures, there is minimal counterparty credit risk to the fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default. Risks may exceed amounts recognized on the Statement of assets and liabilities. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The fund and the broker agree to exchange an amount of cash equal to the daily fluctuation in the value of the futures contract. Such receipts or payments are known as “variation margin.” Futures contracts outstanding at period end, if any, are listed after the fund’s portfolio. Outstanding number of contracts on futures contracts at the close of the reporting period is indicative of the volume of activity during the reporting period.

H) Options contracts The fund uses options contracts to hedge duration, convexity and prepayment risk, to gain exposure to interest rates, to hedge against changes in values of securities it owns, owned or expects to own, to hedge prepayment risk, to generate additional income for the portfolio, to enhance the return on securities owned and to enhance the return on a security owned. The potential risk to the fund is that the change in value of options contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contracts, if interest or exchange rates move unexpectedly or if the counterparty to the contract is unable to perform. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction to the cost of investments.

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Exchange traded options are valued at the last sale price or, if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by dealers. Written option contracts outstanding at period end, if any, are listed after the fund’s portfolio. See Note 3 for the volume of written options contracts activity for the reporting period. The fund had an average contract amount of approximately $283,000,000 on purchased options contracts for the reporting period.

I) Forward currency contracts The fund buys and sells forward currency contracts, which are agreements between two parties to buy and sell currencies at a set price on a future date. These contracts are used to hedge foreign exchange risk and to gain exposure on currency. The U.S. dollar value of forward currency contracts is determined using current forward currency exchange rates supplied by a quotation service. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked to market daily and the change in market value is recorded as an unrealized gain or loss. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The fund could be exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are unable to meet the terms of their contracts or if the fund is unable to enter into a closing position. Risks may exceed amounts recognized on the Statement of assets and liabilities. Forward currency contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average contract amount of approximately $636,100,000 on forward currency contracts for the reporting period.

J) Total return swap contracts The fund entered into total return swap contracts, which are arrangements to exchange a market linked return for a periodic payment, both based on a notional principal amount to hedge sector exposure, to manage exposure to specific sectors or industries, to gain exposure to specific markets/countries and to gain exposure to specific sectors/industries. To the extent that the total return of the security, index or other financial measure underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the fund will receive a payment from or make a payment to the counterparty. Total return swap contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Payments received or made are recorded as realized gains or losses. Certain total return swap contracts may include extended effective dates. Payments related to these swap contracts are accrued based on the terms of the contract. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or in the price of the underlying security or index, the possibility that there is no liquid market for these agreements or that the counterparty may default on its obligation to perform. The fund’s maximum risk of loss from counterparty risk is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Risk of loss may exceed amounts recognized on the Statement of assets and liabilities. Total return swap contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average notional amount of approximately $182,800,000 on total return swap contracts for the reporting period.

K) Interest rate swap contracts The fund entered into interest rate swap contracts, which are arrangements between two parties to exchange cash flows based on a notional principal amount, to hedge interest rate risk, to gain exposure on interest rates and to hedge prepayment risk. An interest rate swap can be purchased or sold with an upfront premium. An upfront payment received by the fund is recorded as a liability on the fund’s books. An upfront payment made by the fund is recorded as an asset on the fund’s books. Upfront payments are recorded as realized gains and losses at the closing of the contract. Interest rate swap contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Payments received or made are recorded as realized gains or losses. Certain interest rate swap contracts may include extended effective dates. Payments related to these swap contracts are accrued based on the terms of the contract. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or if the counterparty defaults on its obligation to perform. The fund’s maximum risk of loss from counterparty risk is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Risk of loss may exceed amounts recognized on the Statement of assets and liabilities. Interest rate swap contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average notional amount of approximately $2,926,800,000 on interest rate swap contracts for the reporting period.

L) Credit default contracts The fund entered into credit default contracts to hedge credit risk, to hedge market risk and to gain exposure on individual names and/or baskets of securities. In a credit default contract, the protection buyer typically makes an up front payment and a periodic stream of payments to a counterparty, the protection seller, in exchange for the right to receive a contingent payment upon the occurrence of a credit event on the

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reference obligation or all other equally ranked obligations of the reference entity. Credit events are contract specific but may include bankruptcy, failure to pay, restructuring and obligation acceleration. An upfront payment received by the fund, as the protection seller, is recorded as a liability on the fund’s books. An upfront payment made by the fund, as the protection buyer, is recorded as an asset on the fund’s books. Periodic payments received or paid by the fund are recorded as realized gains or losses. The credit default contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Upon the occurrence of a credit event, the difference between the par value and market value of the reference obligation, net of any proportional amount of the upfront payment, is recorded as a realized gain or loss.

In addition to bearing the risk that the credit event will occur, the fund could be exposed to market risk due to unfavorable changes in interest rates or in the price of the underlying security or index or the possibility that the fund may be unable to close out its position at the same time or at the same price as if it had purchased the underlying reference obligations. In certain circumstances, the fund may enter into offsetting credit default contracts which would mitigate its risk of loss. Risks of loss may exceed amounts recognized on the Statement of assets and liabilities. The fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Where the fund is a seller of protection, the maximum potential amount of future payments the fund may be required to make is equal to the notional amount of the relevant credit default contract. Credit default contracts outstanding, including their respective notional amounts at period end, if any, are listed after the fund’s portfolio. Outstanding notional amount on credit default swap contracts at the close of the reporting period are indicative of the volume of activity during the reporting period.

M) Master agreements The fund is a party to ISDA (International Swap and Derivatives Association, Inc.) Master Agreements (Master Agreements) with certain counterparties that govern over-the-counter derivative and foreign exchange contracts entered into from time to time. The Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. With respect to certain counterparties, in accordance with the terms of the Master Agreements, collateral posted to the fund is held in a segregated account by the fund’s custodian and with respect to those amounts which can be sold or repledged, are presented in the fund’s portfolio. Collateral posted to the fund which cannot be sold or repledged totaled $1,611,515 at the close of the reporting period. Collateral pledged by the fund is segregated by the fund’s custodian and identified in the fund’s portfolio. Collateral can be in the form of cash or debt securities issued by the U.S. Government or related agencies or other securities as agreed to by the fund and the applicable counterparty. Collateral requirements are determined based on the fund’s net position with each counterparty. Termination events applicable to the fund may occur upon a decline in the fund’s net assets below a specified threshold over a certain period of time. Termination events applicable to counterpar-ties may occur upon a decline in the counterparty’s long-term and short-term credit ratings below a specified level. In each case, upon occurrence, the other party may elect to terminate early and cause settlement of all derivative and foreign exchange contracts outstanding, including the payment of any losses and costs resulting from such early termination, as reasonably determined by the terminating party. Any decision by one or more of the fund’s counterparties to elect early termination could impact the fund’s future derivative activity.

At the close of the reporting period, the fund had a net liability position of $78,872,217 on derivative contracts subject to the Master Agreements. Collateral posted by the fund totaled $73,470,178.

N) TBA purchase commitments The fund may enter into TBA (to be announced) commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, it is anticipated that the amount of the commitments will not significantly differ from the principal amount. The fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of decline in the value of the fund’s other assets. Unsettled TBA purchase commitments are valued at fair value of the underlying securities, according to the procedures described under “Security valuation” above. The contract is marked to market daily and the change in market value is recorded by the fund as an unrealized gain or loss.

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Although the fund will generally enter into TBA purchase commitments with the intention of acquiring securities for its portfolio or for delivery pursuant to options contracts it has entered into, the fund may dispose of a commitment prior to settlement if Putnam Management deems it appropriate to do so.

O) TBA sale commitments The fund may enter into TBA sale commitments to hedge its portfolio positions or to sell mortgage-backed securities it owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities or an offsetting TBA purchase commitment deliverable on or before the sale commitment date, are held as “cover” for the transaction.

Unsettled TBA sale commitments are valued at the fair value of the underlying securities, generally according to the procedures described under “Security valuation” above. The contract is marked to market daily and the change in market value is recorded by the fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting TBA purchase commitment, the fund realizes a gain or loss. If the fund delivers securities under the commitment, the fund realizes a gain or a loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. TBA sale commitments outstanding at period end, if any, are listed after the fund’s portfolio.

P) Dollar rolls To enhance returns, the fund may enter into dollar rolls (principally using TBAs) in which the fund sells securities for delivery in the current month and simultaneously contracts to purchase similar securities on a specified future date. During the period between the sale and subsequent purchase, the fund will not be entitled to receive income and principal payments on the securities sold. The fund will, however, retain the difference between the initial sales price and the forward price for the future purchase. The fund will also be able to earn interest on the cash proceeds that are received from the initial sale on settlement date. The fund may be exposed to market or credit risk if the price of the security changes unfavorably or the counterparty fails to perform under the terms of the agreement.

Q) Securities lending The fund may lend securities, through its agent, to qualified borrowers in order to earn additional income. The loans are collateralized by cash in an amount at least equal to the market value of the securities loaned. The market value of securities loaned is determined daily and any additional required collateral is allocated to the fund on the next business day. The risk of borrower default will be borne by the fund’s agent; the fund will bear the risk of loss with respect to the investment of the cash collateral. Income from securities lending is included in investment income on the Statement of operations. Cash collateral is invested in Putnam Cash Collateral Pool, LLC, a limited liability company managed by an affiliate of Putnam Management. Investments in Putnam Cash Collateral Pool, LLC are valued at its closing net asset value each business day. There are no management fees charged by Putnam Cash Collateral Pool, LLC. At the close of the reporting period, the value of securities loaned amounted to $47,392,891. Certain of these securities were sold prior to the close of the reporting period and are included in Receivable for investments sold on the Statement of assets and liabilities. The fund received cash collateral of $49,737,104.

R) Interfund lending The fund, along with other Putnam funds, may participate in an interfund lending program pursuant to an exemptive order issued by the SEC. This program allows the fund to borrow from or lend to other Putnam funds that permit such transactions. Interfund lending transactions are subject to each fund’s investment policies and borrowing and lending limits. Interest earned or paid on the interfund lending transaction will be based on the average of certain current market rates. During the reporting period, the fund did not utilize the program.

S) Line of credit The fund participates, along with other Putnam funds, in a $325 million unsecured committed line of credit and a $185 million unsecured uncommitted line of credit, both provided by State Street Bank and Trust Company (State Street). Borrowings may be made for temporary or emergency purposes, including the funding of shareholder redemption requests and trade settlements. Interest is charged to the fund based on the fund’s borrowing at a rate equal to the Federal Funds rate plus 1.25% for the committed line of credit and the Federal Funds rate plus 1.30% for the uncommitted line of credit. A closing fee equal to 0.02% of the committed line of credit and $50,000 for the uncommitted line of credit has been paid by the participating funds. In addition, a commitment fee of 0.13% per annum on any unutilized portion of the committed line of credit is allocated to the participating funds based on their relative net assets and paid quarterly. During the reporting period, the fund had no borrowings against these arrangements.

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T) Federal taxes It is the policy of the fund to distribute all of its taxable income within the prescribed time period and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended (the Code), applicable to regulated investment companies. It is also the intention of the fund to distribute an amount sufficient to avoid imposition of any excise tax under Section 4982 of the Code. The fund is subject to the provisions of Accounting Standards Codification ASC 740 Income Taxes (ASC 740). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The fund did not have a liability to record for any unrecognized tax benefits in the accompanying financial statements. No provision has been made for federal taxes on income, capital gains or unrealized appreciation on securities held nor for excise tax on income and capital gains. Each of the fund’s federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

At September 30, 2011, the fund had a capital loss carryover of $220,537,675 available to the extent allowed by the Code to offset future net capital gain, if any. The amounts of the carryovers and the expiration dates are:

Loss carryover  Expiration 

$140,792,818  September 30, 2017 

79,744,857  September 30, 2018 

 

Under the recently enacted Regulated Investment Company Modernization Act of 2010, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future years will be required to be utilized prior to the losses incurred in pre-enactment tax years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

Pursuant to federal income tax regulations applicable to regulated investment companies, the fund has elected to defer to its fiscal year ending September 30, 2012 $13,840,859 of losses recognized during the period from November 1, 2010 to September 30, 2011.

U) Distributions to shareholders Distributions to shareholders from net investment income are recorded by the fund on the ex-dividend date. Distributions from capital gains, if any, are recorded on the ex-dividend date and paid at least annually. The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences include temporary and/or permanent differences of losses on wash sale transactions, foreign currency gains and losses, post-October loss deferrals, the expiration of a capital loss carryover, unrealized gains and losses on certain futures contracts, income on swap contracts and interest only securities. Reclassifications are made to the fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations. For the reporting period ended, the fund reclassified $1,501,739 to decrease distributions in excess of net investment income and $32,062,708 to decrease paid-in-capital, with a decrease to accumulated net realized losses of $30,560,969.

The tax basis components of distributable earnings and the federal tax cost as of the close of the reporting period were as follows:

Unrealized appreciation  $84,363,955 
Unrealized depreciation  (92,711,861) 

Net unrealized depreciation  (8,347,906) 
Capital loss carryforward  (220,537,675) 
Post-October loss  (13,840,859) 
Cost for federal income tax purposes  $1,554,077,736 

 

V) Expenses of the Trust Expenses directly charged or attributable to any fund will be paid from the assets of that fund. Generally, expenses of the Trust will be allocated among and charged to the assets of each fund on a basis that the Trustees deem fair and equitable, which may be based on the relative assets of each fund or the nature of the services performed and relative applicability to each fund.

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Note 2: Management fee, administrative services and other transactions

The fund pays Putnam Management a management fee (based on the fund’s average net assets and computed and paid monthly) at annual rates that may vary based on the average of the aggregate net assets of most open-end funds, as defined in the fund’s management contract, sponsored by Putnam Management. Such annual rates may vary as follows:

0.680%  of the first $5 billion, 
0.630%  of the next $5 billion, 
0.580%  of the next $10 billion, 
0.530%  of the next $10 billion, 
0.480%  of the next $50 billion, 
0.460%  of the next $50 billion, 
0.450%  of the next $100 billion, 
0.445%  of any excess thereafter. 

 

Putnam Management has contractually agreed, through June 30, 2012, to waive fees or reimburse the fund’s expenses to the extent necessary to limit the cumulative expenses of the fund, exclusive of brokerage, interest, taxes, investment-related expenses, extraordinary expenses and payments under the fund’s investor servicing contract, investment management contract and distribution plans, on a fiscal year-to-date basis to an annual rate of 0.20% of the fund’s average net assets over such fiscal year-to-date period. During the reporting period, the fund’s expenses were not reduced as a result of this limit.

Putnam Investments Limited (PIL), an affiliate of Putnam Management, is authorized by the Trustees to manage a separate portion of the assets of the fund as determined by Putnam Management from time to time. Putnam Management pays a quarterly sub-management fee to PIL for its services at an annual rate of 0.35% of the average net assets of the portion of the fund managed by PIL.

The Putnam Advisory Company, LLC (PAC), an affiliate of Putnam Management, is authorized by the Trustees to manage a separate portion of the assets of the fund, as designated from time to time by Putnam Management or PIL. Putnam Management or PIL, as applicable, pays a quarterly sub-advisory fee to PAC for its services at the annual rate of 0.35% of the average net assets of the portion of the fund’s assets for which PAC is engaged as sub-adviser.

The fund reimburses Putnam Management an allocated amount for the compensation and related expenses of certain officers of the fund and their staff who provide administrative services to the fund. The aggregate amount of all such reimbursements is determined annually by the Trustees.

Custodial functions for the fund’s assets are provided by State Street. Custody fees are based on the fund’s asset level, the number of its security holdings and transaction volumes.

Putnam Investor Services, Inc., an affiliate of Putnam Management, provides investor servicing agent functions to the fund. Putnam Investor Services, Inc. received fees for investor servicing based on the fund’s retail asset level, the number of shareholder accounts in the fund and the level of defined contribution plan assets in the fund. Investor servicing fees will not exceed an annual rate of 0.375% of the fund’s average net assets. The amounts incurred for investor servicing agent functions during the reporting period are included in Investor servicing fees in the Statement of operations.

The fund has entered into expense offset arrangements with Putnam Investor Services, Inc. and State Street whereby Putnam Investor Services, Inc.’s and State Street’s fees are reduced by credits allowed on cash balances. The fund also reduced expenses through brokerage/service arrangements. For the reporting period, the fund’s expenses were reduced by $5,278 under the expense offset arrangements and by $50,791 under the brokerage/ service arrangements.

Each independent Trustee of the fund receives an annual Trustee fee, of which $981, as a quarterly retainer, has been allocated to the fund, and an additional fee for each Trustees meeting attended. Trustees also are reimbursed for expenses they incur relating to their services as Trustees.

The fund has adopted a Trustee Fee Deferral Plan (the Deferral Plan) which allows the Trustees to defer the receipt of all or a portion of Trustees fees payable on or after July 1, 1995. The deferred fees remain invested in certain Putnam funds until distribution in accordance with the Deferral Plan.

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The fund has adopted an unfunded noncontributory defined benefit pension plan (the Pension Plan) covering all Trustees of the fund who have served as a Trustee for at least five years and were first elected prior to 2004. Benefits under the Pension Plan are equal to 50% of the Trustee’s average annual attendance and retainer fees for the three years ended December 31, 2005. The retirement benefit is payable during a Trustee’s lifetime, beginning the year following retirement, for the number of years of service through December 31, 2006. Pension expense for the fund is included in Trustee compensation and expenses in the Statement of operations. Accrued pension liability is included in Payable for Trustee compensation and expenses in the Statement of assets and liabilities. The Trustees have terminated the Pension Plan with respect to any Trustee first elected after 2003.

The fund has adopted distribution plans (the Plans) with respect to its class A, class B, class C, class M and class R shares pursuant to Rule 12b–1 under the Investment Company Act of 1940. The purpose of the Plans is to compensate Putnam Retail Management Limited Partnership, a wholly-owned subsidiary of Putnam Investments, LLC and Putnam Retail Management GP, Inc., for services provided and expenses incurred in distributing shares of the fund. The Plans provide for payments by the fund to Putnam Retail Management Limited Partnership at an annual rate of up to 0.35%, 1.00%, 1.00%, 1.00% and 1.00% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively. The Trustees have approved payment by the fund at an annual rate of 0.25%, 1.00%, 1.00%, 0.75% and 0.50% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively.

For the reporting period, Putnam Retail Management Limited Partnership, acting as underwriter, received net commissions of $201,089 and $1,970 from the sale of class A and class M shares, respectively, and received $103,395 and $5,578 in contingent deferred sales charges from redemptions of class B and class C shares, respectively.

A deferred sales charge of up to 1.00% and 0.65% is assessed on certain redemptions of class A and class M shares, respectively. For the reporting period, Putnam Retail Management Limited Partnership, acting as underwriter, received $15 and no monies on class A and class M redemptions, respectively.

Note 3: Purchases and sales of securities

During the reporting period, cost of purchases and proceeds from sales of investment securities other than short-term investments aggregated $1,651,433,979 and $1,763,301,185, respectively. These figures include the cost of purchases and proceeds from sales of long-term U.S. government securities of $1,005,000 and $1,008,594, respectively.

Written option transactions during the reporting period are summarized as follows:

      Written    Written 
    Written swap  swap option  Written equity  equity option 
    option contract  premiums  option contract  premiums 
    amounts  received  amounts  received 
Written options outstanding           
at the beginning of the  USD  345,334,000  $19,277,569    $— 
reporting period  CHF         

Options opened  USD  470,906,838  20,010,216  693,408  790,485 
  CHF  56,200,000  61,358     

Options exercised  USD  (300,831,174)  (16,171,560)     
  CHF         

Options expired  USD  (7,840,500)  (358,311)     
  CHF         

Options closed  USD  (99,729,200)  (4,045,420)  (693,408)  (790,485) 
  CHF  (42,150,000)  (42,496)     

Written options outstanding           
at the end of the  USD  407,839,964  $18,712,494    $— 
reporting period  CHF  14,050,000  $18,862    $— 

 

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Note 4: Capital shares

At the close of the reporting period, there was an unlimited number of shares of beneficial interest authorized.

Transactions in capital shares were as follows:

   Year ended 9/30/11   Year ended 9/30/10 

Class A  Shares  Amount  Shares  Amount 

Shares sold  12,656,859  $140,048,356  12,994,333  $132,158,642 

Shares issued in connection with         
reinvestment of distributions  3,120,612  33,702,218  4,810,030  48,155,840 

   15,777,471  173,750,574  17,804,363  180,314,482 

Shares repurchased  (20,292,861)  (225,488,831)  (23,261,768)  (235,300,166) 

Net decrease  (4,515,390)  $(51,738,257)  (5,457,405)  $(54,985,684) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class B  Shares  Amount  Shares  Amount 

Shares sold  1,114,460  $12,262,452  1,343,801  $13,607,180 

Shares issued in connection with         
reinvestment of distributions  282,899  3,039,823  562,528  5,590,453 

   1,397,359  15,302,275  1,906,329  19,197,633 

Shares repurchased  (3,458,907)  (38,094,803)  (4,394,838)  (44,438,525) 

Net decrease  (2,061,548)  $(22,792,528)  (2,488,509)  $(25,240,892) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class C  Shares  Amount  Shares  Amount 

Shares sold  1,847,500  $20,037,087  1,419,778  $14,165,406 

Shares issued in connection with         
reinvestment of distributions  264,718  2,802,074  428,450  4,203,890 

   2,112,218  22,839,161  1,848,228  18,369,296 

Shares repurchased  (2,342,774)  (25,274,466)  (2,620,452)  (26,078,877) 

Net decrease  (230,556)  $(2,435,305)  (772,224)  $(7,709,581) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class M  Shares  Amount  Shares  Amount 

Shares sold  207,031  $2,279,460  350,396  $3,558,027 

Shares issued in connection with         
reinvestment of distributions  65,702  708,102  106,958  1,067,847 

   272,733  2,987,562  457,354  4,625,874 

Shares repurchased  (609,822)  (6,737,090)  (443,943)  (4,497,150) 

Net increase (decrease)  (337,089)  $(3,749,528)  13,411  $128,724 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class R  Shares  Amount  Shares  Amount 

Shares sold  333,038  $3,629,499  444,307  $4,444,337 

Shares issued in connection with         
reinvestment of distributions  35,151  377,200  44,281  440,976 

   368,189  4,006,699  488,588  4,885,313 

Shares repurchased  (277,429)  (3,037,767)  (330,181)  (3,341,383) 

Net increase  90,760  $968,932  158,407  $1,543,930 

 

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   Year ended 9/30/11   Year ended 9/30/10 

Class Y  Shares  Amount  Shares  Amount 

Shares sold  5,965,085  $65,875,452  5,750,504  $58,260,233 

Shares issued in connection with         
reinvestment of distributions  662,614  7,161,981  1,268,554  12,684,504 

   6,627,699  73,037,433  7,019,058  70,944,737 

Shares repurchased  (5,492,896)  (59,504,179)  (18,824,786)  (190,751,913) 

Net increase (decrease)  1,134,803  $13,533,254  (11,805,728)  $(119,807,176) 

 

At the close of the reporting period, a shareholder of record owned 5.1% of the outstanding shares of the fund.

Note 5: Summary of derivative activity

The following is a summary of the market values of derivative instruments as of the close of the reporting period:

Market values of derivative instruments as of the close of the reporting period

   Asset derivatives    Liability derivatives   

Derivatives not         
accounted for as  Statement of    Statement of   
hedging instruments  assets and    assets and   
under ASC 815  liabilities location  Market value  liabilities location  Market value  

Credit contracts  Receivables  $556,402  Payables  $11,241,848 

Foreign exchange         
contracts  Receivables  11,377,203  Payables  8,264,497 

  Investments, Receivables,       
  Net assets — Unrealized    Payables, Net assets —   
  appreciation/    Unrealized appreciation/   
Equity contracts  (depreciation)  18,971,497*  (depreciation)  34,529,874* 

  Investments, Receivables,       
  Net assets — Unrealized    Payables, Net assets —   
Interest rate  appreciation/    Unrealized appreciation/   
contracts  (depreciation)  102,091,515*  (depreciation)  149,580,586* 

Total     $132,996,617     $203,616,805  

 

* Includes cumulative appreciation/depreciation of futures contracts as reported in The fund’s portfolio. Only current day’s variation margin is reported within the Statement of assets and liabilities.

The following is a summary of realized and change in unrealized gains or losses of derivative instruments on the Statement of operations for the reporting period (see Note 1):

Amount of realized gain or (loss) on derivatives recognized in net gain or (loss) on investments

Derivatives not             
accounted for as        Forward     
hedging instruments        currency     
under ASC 815  Options  Warrants†  Futures  contracts  Swaps  Total 

Credit contracts  $—  $—  $—  $—  $1,658,196  $1,658,196 

Foreign exchange             
contracts        (14,324,849)    $(14,324,849) 

Equity contracts  7,349,294  (180,742)  11,052,586    10,880,557  $29,101,695 

Interest rate contracts  (2,351,181)    (6,884,395)    (13,976,628)  $(23,212,204) 

Total  $4,998,113  $(180,742)  $4,168,191  $(14,324,849)  $(1,437,875)  $(6,777,162) 

 

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Change in unrealized appreciation or (depreciation) on derivatives recognized in net gain or (loss) on investments

Derivatives not             
accounted for as        Forward     
hedging instruments        currency     
under ASC 815  Options  Warrants†  Futures  contracts  Swaps  Total 

Credit contracts  $—  $—  $—  $—  $(2,570,096)  $(2,570,096) 

Foreign exchange             
contracts        47,843    $47,843 

Equity contracts    185,655  (10,547,166)    (15,531,660) $(25,893,171) 

Interest rate contracts  (851,959)    790,940    23,510,303  $23,449,284 

Total  $(851,959)  $185,655  $(9,756,226)  $47,843  $5,408,547  $(4,966,140) 

 

† For the reporting period, the transaction volume for warrants was minimal.

Note 6: Investment in Putnam Money Market Liquidity Fund

The fund invested in Putnam Money Market Liquidity Fund, an open-end management investment company managed by Putnam Management. Investments in Putnam Money Market Liquidity Fund are valued at its closing net asset value each business day. Income distributions earned by the fund are recorded as interest income in the Statement of operations and totaled $313,457 for the reporting period. During the reporting period, cost of purchases and proceeds of sales of investments in Putnam Money Market Liquidity Fund aggregated $1,104,293,227 and $1,130,357,481, respectively. Management fees charged to Putnam Money Market Liquidity Fund have been waived by Putnam Management.

Note 7: Senior loan commitments

Senior loans are purchased or sold on a when-issued or delayed delivery basis and may be settled a month or more after the trade date, which from time to time can delay the actual investment of available cash balances; interest income is accrued based on the terms of the securities. Senior loans can be acquired through an agent, by assignment from another holder of the loan, or as a participation interest in another holder’s portion of the loan. When the fund invests in a loan or participation, the fund is subject to the risk that an intermediate participant between the fund and the borrower will fail to meet its obligations to the fund, in addition to the risk that the borrower under the loan may default on its obligations.

Note 8: Regulatory matters and litigation

In late 2003 and 2004, Putnam Management settled charges brought by the SEC and the Massachusetts Securities Division in connection with excessive short-term trading in Putnam funds. In July 2011, the fund recorded a receivable of $120,127 related to restitution amounts in connection with a distribution plan approved by the SEC. This amount is reported in the Increase in capital from settlement payments line on the Statement of changes in net assets. These allegations and related matters have served as the general basis for certain lawsuits, including purported class action lawsuits against Putnam Management and, in a limited number of cases, some Putnam funds. In May 2011, the fund received a payment of $2,987 related to settlement of those lawsuits. This amount is reported in the Increase in capital from settlement payments line on the Statement of changes in net assets. Putnam Management has agreed to bear any costs incurred by the Putnam funds as a result of these matters.

Note 9: Market and credit risk

In the normal course of business, the fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the contracting party to the transaction to perform (credit risk). The fund may be exposed to additional credit risk that an institution or other entity with which the fund has unsettled or open transactions will default.

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Report of Independent Registered Public Accounting Firm

To the Trustees of Putnam Asset Allocation Funds and Shareholders of
Putnam Asset Allocation: Conservative Portfolio:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Putnam Asset Allocation: Conservative Portfolio (the “fund”) at September 30, 2011 and the results of its operations, the changes in its net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of investments owned at September 30, 2011 by correspondence with the custodian, brokers, and transfer agent, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Boston, Massachusetts
November 15, 2011

21



The fund’s portfolio 9/30/11

COMMON STOCKS (27.6%)*  Shares  Value 

 
Basic materials (1.6%)     
Agrium, Inc. (Canada)  201  $13,399 

Albemarle Corp.  8,100  327,240 

Andersons, Inc. (The)  2,988  100,576 

Archer Daniels-Midland Co.  682  16,920 

Arkema (France)  171  9,947 

BASF SE (Germany)  3,432  208,587 

BHP Billiton, Ltd. (Australia)  13,134  437,482 

Black Earth Farming, Ltd. SDR (Sweden) †  2,463  6,183 

Boise, Inc.  8,694  44,948 

Cambrex Corp. †  5,359  27,009 

CF Industries Holdings, Inc.  136  16,781 

China Agri-Industries Holdings, Ltd. (China)  10,000  6,142 

China BlueChemical, Ltd. (China)  10,000  7,644 

Cresud S.A.C.I.F. y A. ADR (Argentina)  503  5,442 

Cytec Industries, Inc.  5,700  200,298 

Domtar Corp. (Canada)  2,500  170,425 

Fletcher Building, Ltd. (New Zealand)  24,482  142,436 

Freeport-McMoRan Copper & Gold, Inc. Class B (Indonesia)  22,900  697,305 

Georgia Gulf Corp. †  1,051  14,535 

Gold Resource Corp. S  1,458  24,276 

Golden Agri-Resources, Ltd. (Singapore)  25,000  11,493 

GrainCorp, Ltd. (Australia)  1,402  9,664 

Incitec Pivot, Ltd. (Australia)  4,025  12,510 

Innophos Holdings, Inc.  2,472  98,559 

Innospec, Inc. †  1,303  31,546 

International Flavors & Fragrances, Inc.  7,300  410,406 

Intrepid Potash, Inc. †  320  7,958 

K&S AG (Germany)  1,130  59,513 

KapStone Paper and Packaging Corp. †  4,732  65,727 

Koninklijke DSM NV (Netherlands)  4,904  213,566 

Koppers Holdings, Inc.  1,670  42,769 

KWS Saat AG (Germany)  26  4,835 

L.B. Foster Co. Class A  780  17,339 

Layne Christensen Co. †  2,159  49,873 

LyondellBasell Industries NV Class A (Netherlands)  1,558  38,062 

MeadWestvaco Corp.  15,111  371,126 

Minerals Technologies, Inc.  679  33,454 

Monsanto Co.  8,821  529,613 

Mosaic Co. (The)  235  11,508 

NewMarket Corp.  276  41,916 

Nitto Denko Corp. (Japan)  13,100  516,352 

Nufarm, Ltd. (Australia) †  2,007  8,177 

OM Group, Inc. † S  3,147  81,728 

PolyOne Corp.  4,924  52,736 

Potash Corp. of Saskatchewan, Inc. (Canada)  687  29,692 

 

22



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Basic materials cont.     
PPG Industries, Inc.  8,900  $628,874 

PT Astra Agro Lestari Tbk (Indonesia)  3,000  6,490 

Rare Element Resources, Ltd. (Canada) † S  3,873  19,675 

Rio Tinto PLC (United Kingdom)  10,471  463,296 

Rio Tinto, Ltd. (Australia)  9,377  550,391 

Sealed Air Corp.  10,600  177,020 

Sinofert Holdings, Ltd. (China)  18,000  4,592 

SLC Agricola SA (Brazil)  508  4,220 

Sociedad Quimica y Minera de Chile SA ADR (Chile)  463  22,136 

Syngenta AG (Switzerland) †  2,300  596,495 

Taiwan Fertilizer Co., Ltd. (Taiwan)  4,000  9,686 

Vale Fertilizantes SA (Preference) (Brazil)  1,278  16,499 

Vilmorin & Cie (France)  59  5,772 

Viterra, Inc. (Canada)  1,128  11,140 

voestalpine AG (Austria)  8,091  234,904 

W.R. Grace & Co. †  4,384  145,987 

Weyerhaeuser Co. R  13,500  209,925 

Wilmar International, Ltd. (Singapore)  4,000  15,882 

Yara International ASA (Norway)  389  14,891 

    8,365,572 
Capital goods (2.0%)     
ABB, Ltd. (Switzerland) †  35,434  605,800 

AGCO Corp. †  613  21,191 

Aisin Seiki Co., Ltd. (Japan)  7,900  262,615 

American Axle & Manufacturing Holdings, Inc. †  2,193  16,733 

Applied Industrial Technologies, Inc.  2,864  77,786 

Autoliv, Inc. (Sweden)  4,300  208,550 

AZZ, Inc.  555  21,517 

Canon, Inc. (Japan)  8,600  389,567 

Cascade Corp.  1,447  48,315 

Chart Industries, Inc. †  2,004  84,509 

CNH Global NV (Netherlands) †  422  11,073 

Deere & Co.  329  21,244 

Douglas Dynamics, Inc.  1,922  24,563 

Dover Corp.  14,876  693,222 

Duoyuan Global Water, Inc. ADR (China) † F S  7,129  27,661 

DXP Enterprises, Inc. †  1,626  30,618 

Emerson Electric Co.  19,317  797,985 

ESCO Technologies, Inc.  1,044  26,622 

Esterline Technologies Corp. †  611  31,674 

European Aeronautic Defense and Space Co. NV (France)  8,887  249,748 

Exide Technologies †  3,756  15,024 

Franklin Electric Co., Inc.  1,155  41,903 

Generac Holdings, Inc. †  874  16,440 

Hitachi, Ltd. (Japan)  134,000  666,869 

Honeywell International, Inc.  21,800  957,238 

Kadant, Inc. †  892  15,842 

 

23



COMMON STOCKS (27.6%)* cont.  Shares  Value 


 
Capital goods cont.     
Lindsay Corp.  490  $26,362 

LMI Aerospace, Inc. †  1,280  21,837 

Lockheed Martin Corp.  10,903  791,994 

LSB Industries, Inc. †  1,530  43,865 

Meritor, Inc. †  1,340  9,460 

Mitsubishi Electric Corp. (Japan)  62,000  549,418 

NACCO Industries, Inc. Class A  202  12,807 

National Presto Industries, Inc.  283  24,596 

Newport Corp. †  1,220  13,188 

Parker Hannifin Corp.  11,400  719,682 

Polypore International, Inc. †  1,322  74,719 

Powell Industries, Inc. †  1,003  31,063 

Raytheon Co.  17,031  696,057 

Regal-Beloit Corp.  7,300  331,274 

SembCorp Industries, Ltd. (Singapore)  69,000  178,223 

Singapore Technologies Engineering, Ltd. (Singapore)  28,000  59,409 

SKF AB Class B (Sweden)  23,194  438,858 

Societe BIC SA (France)  2,393  203,953 

Standard Motor Products, Inc.  2,487  32,256 

Tetra Tech, Inc. †  2,335  43,758 

Thomas & Betts Corp. †  2,202  87,882 

TriMas Corp. †  4,097  60,840 

United Technologies Corp.  2,316  162,954 

Valmont Industries, Inc.  1,189  92,671 

Zebra Technologies Corp. Class A †  1,148  35,519 

    10,106,954 
Communication services (1.6%)     
ADTRAN, Inc.  2,245  59,403 

Allot Communications, Ltd. (Israel) †  1,405  13,699 

American Tower Corp. Class A †  9,100  489,580 

Aruba Networks, Inc. †  1,206  25,217 

AT&T, Inc.  28,991  826,823 

BroadSoft, Inc. †  736  22,338 

BT Group PLC (United Kingdom)  224,760  603,598 

Cincinnati Bell, Inc. †  27,931  86,307 

Deutsche Telekom AG (Germany)  14,119  166,364 

DIRECTV Class A †  21,303  900,052 

EchoStar Corp. Class A †  7,817  176,742 

France Telecom SA (France)  17,976  295,261 

GeoEye, Inc. †  1,024  29,030 

HSN, Inc. †  883  29,254 

IAC/InterActiveCorp. †  22,900  905,695 

InterDigital, Inc.  420  19,564 

Iridium Communications, Inc. † S  7,239  44,882 

Loral Space & Communications, Inc. †  855  42,836 

MetroPCS Communications, Inc. †  9,700  84,487 

NeuStar, Inc. Class A †  2,024  50,883 

 

24



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Communication services cont.     
NII Holdings, Inc. †  20,080  $541,156 

Nippon Telegraph & Telephone (NTT) Corp. (Japan)  15,700  754,994 

NTELOS Holdings Corp.  2,400  42,552 

Premiere Global Services, Inc. †  2,927  18,791 

Qualcomm, Inc.  4,905  238,530 

Tele2 AB Class B (Sweden)  8,348  153,259 

Telecom Corp. of New Zealand, Ltd. (New Zealand)  197,237  390,539 

USA Mobility, Inc.  2,480  32,736 

Verizon Communications, Inc.  37,532  1,381,178 

    8,425,750 
Conglomerates (0.3%)     
3M Co.  1,551  111,346 

General Electric Co.  65,115  992,353 

Marubeni Corp. (Japan)  11,000  61,550 

Siemens AG (Germany)  2,309  208,951 

SPX Corp.  8,046  364,564 

    1,738,764 
Consumer cyclicals (3.6%)     
99 Cents Only Stores †  2,063  38,000 

Advance America Cash Advance Centers, Inc.  2,476  18,223 

Advance Auto Parts, Inc.  7,300  424,130 

Aeropostale, Inc. †  616  6,659 

Alliance Data Systems Corp. †  636  58,957 

AMERCO †  184  11,491 

ANN, Inc. †  2,700  61,668 

Arbitron, Inc.  684  22,627 

Ascena Retail Group, Inc. †  1,785  48,320 

Audiovox Corp. Class A †  7,874  43,228 

Bayerische Motoren Werke (BMW) AG (Germany)  1,086  72,080 

Big Lots, Inc. †  2,307  80,353 

Brunswick Corp.  2,665  37,417 

Bunzl PLC (United Kingdom)  11,881  141,373 

Burberry Group PLC (United Kingdom)  25,093  455,051 

Cash America International, Inc.  789  40,365 

Cato Corp. (The) Class A  834  18,815 

Christian Dior SA (France)  677  75,864 

Coach, Inc.  10,082  522,550 

Compass Group PLC (United Kingdom)  11,751  95,198 

Conn’s, Inc. † S  4,369  31,369 

Daimler AG (Registered Shares) (Germany)  4,363  193,581 

Deluxe Corp. S  2,758  51,299 

Digital Generation, Inc. †  1,415  23,984 

Dillards, Inc. Class A  872  37,915 

DSW, Inc. Class A  2,628  121,361 

Dun & Bradstreet Corp. (The)  7,300  447,198 

Elders, Ltd. (Australia) †  12,016  3,324 

Expedia, Inc.  17,000  437,750 

 

25



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Consumer cyclicals cont.     
Express, Inc.  1,378  $27,960 

EZCORP, Inc. Class A †  3,673  104,827 

FelCor Lodging Trust, Inc. † R  8,143  18,973 

Finish Line, Inc. (The) Class A  3,936  78,681 

First Cash Financial Services, Inc. †  317  13,298 

Foot Locker, Inc.  21,700  435,953 

GameStop Corp. Class A † S  19,357  447,147 

Genesco, Inc. †  932  48,026 

Global Payments, Inc.  2,405  97,138 

GNC Holdings, Inc. Class A †  4,376  88,045 

Gordmans Stores, Inc. †  763  9,133 

Harman International Industries, Inc.  8,100  231,498 

Healthcare Services Group, Inc.  2,865  46,241 

Helen of Troy, Ltd. (Bermuda) †  602  15,122 

Hillenbrand, Inc.  3,169  58,310 

Iconix Brand Group, Inc. †  1,768  27,934 

Indofood Agri Resources, Ltd. (Singapore) †  4,000  3,713 

Industria de Diseno Textil (Inditex) SA (Spain)  3,163  271,327 

Interpublic Group of Companies, Inc. (The)  43,500  313,200 

Intersections, Inc.  1,214  15,600 

Jos. A. Bank Clothiers, Inc. †  865  40,335 

Kimberly-Clark Corp.  14,100  1,001,241 

Kingfisher PLC (United Kingdom)  45,032  172,931 

Knology, Inc. †  6,645  86,252 

La-Z-Boy, Inc. †  5,033  37,295 

Leapfrog Enterprises, Inc. †  9,476  31,934 

Limited Brands, Inc.  19,000  731,690 

M6-Metropole Television (France)  5,788  94,289 

Maidenform Brands, Inc. †  2,122  49,676 

MasTec, Inc. †  2,742  48,287 

Men’s Wearhouse, Inc. (The)  1,117  29,131 

Moody’s Corp.  6,254  190,434 

National CineMedia, Inc.  3,332  48,347 

News Corp. Class A  17,941  277,547 

Next PLC (United Kingdom)  19,068  747,734 

Nu Skin Enterprises, Inc. Class A  1,220  49,434 

Omnicom Group, Inc.  17,100  629,964 

OPAP SA (Greece)  10,296  104,641 

Perry Ellis International, Inc. †  2,510  47,188 

Peugeot SA (France)  16,262  346,576 

PVH Corp.  516  30,052 

R. R. Donnelley & Sons Co.  17,600  248,512 

Randstad Holding NV (Netherlands)  1,522  48,633 

Rent-A-Center, Inc.  1,019  27,972 

Select Comfort Corp. †  2,401  33,542 

Signet Jewelers, Ltd. (Bermuda) †  882  29,812 

 

26



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Consumer cyclicals cont.     
Sinclair Broadcast Group, Inc. Class A  7,785  $55,818 

Sonic Automotive, Inc. Class A  10,472  112,993 

Sony Corp. (Japan)  23,100  443,578 

Sotheby’s Holdings, Inc. Class A  684  18,858 

Steven Madden, Ltd. †  3,502  105,410 

Suzuki Motor Corp. (Japan)  15,600  343,364 

Swire Pacific, Ltd. (Hong Kong)  43,500  446,810 

Time Warner, Inc.  27,055  810,838 

TJX Cos., Inc. (The)  16,100  893,067 

TNS, Inc. †  2,980  56,024 

Town Sports International Holdings, Inc. †  3,624  26,310 

Trump Entertainment Resorts, Inc. F  115  489 

TRW Automotive Holdings Corp. †  5,700  186,561 

Valeo SA (France)  5,348  224,954 

ValueClick, Inc. †  980  15,249 

VF Corp.  5,278  641,383 

Viacom, Inc. Class B  12,558  486,497 

Volkswagen AG (Preference) (Germany)  1,818  240,925 

Wal-Mart Stores, Inc.  30,747  1,595,769 

Walt Disney Co. (The)  5,300  159,848 

Warnaco Group, Inc. (The) †  1,533  70,656 

Williams-Sonoma, Inc.  11,500  354,085 

    18,445,211 
Consumer staples (2.9%)     
AFC Enterprises †  9,259  109,534 

American Greetings Corp. Class A  1,796  33,226 

Associated British Foods PLC (United Kingdom)  3,663  62,939 

Avis Budget Group, Inc. †  6,076  58,755 

Beacon Roofing Supply, Inc. †  3,176  50,784 

BRF — Brasil Foods SA ADR (Brazil)  695  12,183 

Brinker International, Inc.  3,425  71,651 

Bunge, Ltd.  264  15,389 

CEC Entertainment, Inc.  419  11,929 

Chaoda Modern Agriculture Holdings, Ltd. (China)  22,000  2,926 

Cheesecake Factory, Inc. (The) †  855  21,076 

Chiquita Brands International, Inc. †  191  1,593 

Coca-Cola Bottling Co. Consolidated  391  21,685 

Coca-Cola Co. (The)  11,200  756,672 

Core-Mark Holding Co., Inc. †  1,018  31,181 

Corn Products International, Inc.  282  11,066 

Costco Wholesale Corp.  3,000  246,360 

CVS Caremark Corp.  15,600  523,848 

Darling International, Inc. †  1,703  21,441 

DineEquity, Inc. †  1,978  76,133 

Domino’s Pizza, Inc. †  2,685  73,166 

Dr. Pepper Snapple Group, Inc.  20,500  794,990 

Elizabeth Arden, Inc. †  3,145  89,444 

 

27



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Consumer staples cont.     
Energizer Holdings, Inc. †  4,434  $294,595 

Genuine Parts Co.  11,100  563,880 

Geo Group, Inc. (The) †  2,959  54,919 

Glanbia PLC (Ireland)  749  4,459 

Heineken Holding NV (Netherlands)  4,500  173,876 

IOI Corp. Bhd (Malaysia)  7,000  10,113 

Jack in the Box, Inc. †  1,602  31,912 

Japan Tobacco, Inc. (Japan)  80  373,456 

Kao Corp. (Japan)  9,400  261,628 

Kerry Group PLC Class A (Ireland)  4,650  163,073 

Koninklijke Ahold NV (Netherlands)  46,911  552,515 

Kroger Co. (The)  18,700  410,652 

Kuala Lumpur Kepong Bhd (Malaysia)  1,700  11,089 

Lincoln Educational Services Corp.  1,252  10,129 

Lorillard, Inc.  4,100  453,870 

Maple Leaf Foods, Inc. (Canada)  531  5,788 

McDonald’s Corp.  4,089  359,096 

MEIJI Holdings Co., Ltd. (Japan)  3,600  170,618 

MWI Veterinary Supply, Inc. †  429  29,524 

Nestle SA (Switzerland)  3,916  215,502 

Nippon Meat Packers, Inc. (Japan)  44,000  571,864 

Olam International, Ltd. (Singapore)  3,000  5,120 

Omega Protein Corp. †  2,084  18,923 

Papa John’s International, Inc. †  866  26,326 

PepsiCo, Inc.  7,880  487,772 

Philip Morris International, Inc.  20,595  1,284,716 

Prestige Brands Holdings, Inc. †  3,700  33,485 

Procter & Gamble Co. (The)  18,217  1,150,950 

PT Perusahaan Perkebunan London Sumatra Indonesia Tbk (Indonesia)  24,500  5,614 

Reckitt Benckiser Group PLC (United Kingdom)  11,252  569,906 

Safeway, Inc.  36,203  602,056 

Sally Beauty Holdings, Inc. †  2,210  36,686 

Shutterfly, Inc. †  309  12,725 

Smithfield Foods, Inc. †  336  6,552 

Spartan Stores, Inc.  1,736  26,873 

Spectrum Brands Holdings, Inc. †  2,366  55,885 

Tate & Lyle PLC (United Kingdom)  956  9,266 

Tesco PLC (United Kingdom)  13,358  78,280 

Tyson Foods, Inc. Class A  513  8,906 

Unilever NV (Netherlands) GDR  12,498  396,527 

Unilever PLC (United Kingdom)  2,191  68,760 

USANA Health Sciences, Inc. †  802  22,055 

W.W. Grainger, Inc. S  6,100  912,194 

Walgreen Co.  13,700  450,593 

Wolseley PLC (Switzerland)  21,088  525,907 

Yamazaki Baking Co., Inc. (Japan)  28,000  425,318 

    15,041,924 

 

28



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Energy (2.7%)     
BP PLC (United Kingdom)  43,847  $263,471 

Caltex Australia, Ltd. (Australia)  20,215  208,865 

Cameron International Corp. †  19,200  797,568 

Chevron Corp.  12,117  1,121,065 

Cimarex Energy Co.  10,400  579,280 

Clayton Williams Energy, Inc. † S  601  25,729 

Compagnie Generale de Geophysique-Veritas (France) †  14,820  260,670 

Complete Production Services, Inc. †  2,489  46,918 

Compton Petroleum Corp. (Canada) †  4,859  29,032 

ConocoPhillips  5,769  365,293 

Contango Oil & Gas Co. †  712  38,954 

CVR Energy, Inc. †  2,658  56,190 

Deepocean Group (Shell) (acquired 6/9/11, cost $83,651) (Norway) ‡  5,769  80,766 

Energy Partners, Ltd. †  2,953  32,690 

ENI SpA (Italy)  20,157  354,762 

Exxon Mobil Corp.  42,778  3,106,966 

Halliburton Co.  30,007  915,814 

Helix Energy Solutions Group, Inc. †  5,621  73,635 

Marathon Oil Corp.  16,100  347,438 

Marathon Petroleum Corp.  8,050  217,833 

Murphy Oil Corp.  13,100  578,496 

Occidental Petroleum Corp.  1,845  131,918 

Oceaneering International, Inc.  21,200  749,208 

Peabody Energy Corp.  17,000  575,960 

Petrofac, Ltd. (United Kingdom)  8,141  150,892 

Petroquest Energy, Inc. † S  1,737  9,554 

Rosetta Resources, Inc. † S  3,577  122,405 

Royal Dutch Shell PLC Class B (United Kingdom)  14,671  456,511 

Schlumberger, Ltd.  3,400  203,082 

Stallion Oilfield Holdings, Ltd.  720  23,760 

Statoil ASA (Norway)  31,673  679,332 

Stone Energy Corp. †  5,067  82,136 

Swift Energy Co. †  1,601  38,968 

TETRA Technologies, Inc. †  2,571  19,848 

Unit Corp. †  959  35,406 

Vaalco Energy, Inc. †  5,161  25,082 

Valero Energy Corp.  43,400  771,652 

W&T Offshore, Inc.  2,429  33,423 

Walter Energy, Inc.  2,250  135,023 

Western Refining, Inc. †  2,234  27,836 

    13,773,431 
Financials (4.1%)     
3i Group PLC (United Kingdom)  28,436  82,871 

Affiliated Managers Group †  4,400  343,420 

Aflac, Inc.  9,000  314,550 

Agree Realty Corp. R  1,588  34,587 

AIA Group, Ltd. (Hong Kong)  59,200  167,611 

 

29



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Financials cont.     
Allianz SE (Germany)  1,532  $144,405 

Allied World Assurance Co. Holdings AG  8,229  441,980 

American Capital Agency Corp. R  1,188  32,195 

American Equity Investment Life Holding Co.  5,373  47,014 

American Express Co.  8,000  359,200 

American Financial Group, Inc.  1,423  44,213 

American Safety Insurance Holdings, Ltd. †  2,732  50,269 

Annaly Capital Management, Inc. R  25,600  425,728 

Anworth Mortgage Asset Corp. R  4,435  30,158 

Arch Capital Group, Ltd. †  4,368  142,724 

Arlington Asset Investment Corp. Class A  1,149  27,633 

Ashford Hospitality Trust, Inc. R  4,239  29,758 

Aspen Insurance Holdings, Ltd.  1,643  37,855 

Assurant, Inc.  9,900  354,420 

Assured Guaranty, Ltd. (Bermuda)  9,929  109,120 

Australia & New Zealand Banking Group, Ltd. (Australia)  35,793  666,413 

AvalonBay Communities, Inc. R  1,300  148,265 

Aviva PLC (United Kingdom)  9,539  45,155 

Banca Monte dei Paschi di Siena SpA (Italy)  142,550  79,454 

Banco Latinoamericano de Exportaciones SA Class E (Panama)  3,881  59,108 

Bank of America Corp.  70,161  429,385 

Bank of Marin Bancorp.  702  23,194 

Bank of the Ozarks, Inc.  3,876  81,125 

Barclays PLC (United Kingdom)  146,204  359,561 

Berkshire Hathaway, Inc. Class B †  8,600  610,944 

BNP Paribas SA (France)  9,332  370,003 

Broadridge Financial Solutions, Inc.  25,300  509,542 

Cardtronics, Inc. †  1,785  40,912 

CBL & Associates Properties, Inc. R  4,309  48,950 

CBOE Holdings, Inc.  1,673  40,938 

Cheung Kong Holdings, Ltd. (Hong Kong)  9,000  96,096 

Chubb Corp. (The)  4,500  269,955 

Citigroup, Inc.  27,084  693,892 

Citizens & Northern Corp.  2,110  31,355 

CNO Financial Group, Inc. †  7,312  39,558 

Commerzbank AG (Germany) †  24,393  61,509 

CommonWealth REIT R  8,147  154,549 

Community Bank System, Inc.  1,576  35,759 

CubeSmart R  2,667  22,750 

Deutsche Bank AG (Germany)  7,314  255,263 

DFC Global Corp. †  1,662  36,315 

E*Trade Financial Corp. †  4,317  39,328 

East West Bancorp, Inc.  4,649  69,317 

Education Realty Trust, Inc. R  2,653  22,789 

Endurance Specialty Holdings, Ltd. (Bermuda)  7,500  256,125 

Equity Residential Trust R  2,900  150,423 

 

30



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Financials cont.     
Extra Space Storage, Inc. R  1,338  $24,927 

Fifth Third Bancorp  25,400  256,540 

Financial Institutions, Inc.  2,183  31,130 

First Financial Bancorp  2,462  33,976 

First Industrial Realty Trust † R  2,943  23,544 

Flagstone Reinsurance Holdings SA (Luxembourg)  4,007  31,054 

Flushing Financial Corp.  3,768  40,694 

Glimcher Realty Trust R  6,259  44,314 

Goldman Sachs Group, Inc. (The)  3,300  312,015 

Hang Lung Group, Ltd. (Hong Kong)  60,000  304,819 

Hartford Financial Services Group, Inc. (The)  23,700  382,518 

Heartland Financial USA, Inc.  1,467  20,802 

Home Bancshares, Inc.  1,603  34,016 

HSBC Holdings PLC (London Exchange) (United Kingdom)  58,004  442,876 

Hudson City Bancorp, Inc.  35,800  202,628 

Huntington Bancshares, Inc.  41,200  197,760 

Interactive Brokers Group, Inc. Class A  1,993  27,762 

International Bancshares Corp.  2,582  33,953 

Intesa Sanpaolo SpA (Italy)  232,751  364,287 

Invesco Mortgage Capital, Inc. R  1,702  24,049 

Israel Corp., Ltd. (The) (Israel)  459  296,786 

JPMorgan Chase & Co.  34,082  1,026,550 

Kinnevik Investment AB Class B (Sweden)  14,229  264,714 

Lexington Realty Trust R  5,993  39,194 

Lloyds Banking Group PLC (United Kingdom) †  859,242  456,455 

LTC Properties, Inc. R  2,347  59,426 

Maiden Holdings, Ltd. (Bermuda)  3,643  26,922 

MainSource Financial Group, Inc.  3,264  28,462 

MarketAxess Holdings, Inc.  399  10,382 

Merchants Bancshares, Inc.  1,001  26,807 

MFA Financial, Inc. R  3,750  26,325 

Mission West Properties R  3,079  23,370 

Mizuho Financial Group, Inc. (Japan)  296,000  427,774 

Morgan Stanley  24,900  336,150 

Nasdaq OMX Group, Inc. (The) †  14,900  344,786 

National Australia Bank, Ltd. (Australia)  13,267  282,583 

National Financial Partners Corp. †  1,773  19,397 

National Health Investors, Inc. R  2,524  106,336 

Nelnet, Inc. Class A  1,968  36,959 

Newcastle Investment Corp. R  8,225  33,476 

Omega Healthcare Investors, Inc. R  1,757  27,989 

Oriental Financial Group (Puerto Rico)  2,761  26,699 

PNC Financial Services Group, Inc.  15,300  737,307 

Popular, Inc. (Puerto Rico) †  13,241  19,862 

Portfolio Recovery Associates, Inc. †  432  26,879 

Protective Life Corp.  1,693  26,462 

 

31



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Financials cont.     
PS Business Parks, Inc. R  1,146  $56,773 

Rayonier, Inc. R  19,050  700,850 

RenaissanceRe Holdings, Ltd.  3,106  198,163 

Republic Bancorp, Inc. Class A  800  14,168 

Saul Centers, Inc. R  841  28,434 

Simon Property Group, Inc. R  2,500  274,950 

Southside Bancshares, Inc.  2,546  45,853 

Standard Chartered PLC (United Kingdom)  5,643  112,837 

Starwood Property Trust, Inc. R  1,271  21,810 

State Street Corp.  5,100  164,016 

Swiss Life Holding AG (Switzerland) †  2,805  306,935 

Symetra Financial Corp.  3,647  29,723 

Tokio Marine Holdings, Inc. (Japan)  20,000  507,267 

Transatlantic Holdings, Inc.  580  28,142 

Travelers Cos., Inc. (The)  3,900  190,047 

U.S. Bancorp  21,800  513,172 

Universal Health Realty Income Trust R  552  18,553 

Urstadt Biddle Properties, Inc. Class A R  1,750  27,948 

Virginia Commerce Bancorp, Inc. †  5,351  31,410 

Washington Banking Co.  2,109  20,521 

Webster Financial Corp.  1,658  25,367 

Wells Fargo & Co.  22,483  542,290 

Westfield Retail Trust (Australia) R  94,079  218,793 

Westpac Banking Corp. (Australia)  17,509  337,376 

Wheelock and Co., Ltd. (Hong Kong)  29,000  84,803 

World Acceptance Corp. †  655  36,647 

    21,076,207 
Health care (3.5%)     
Abbott Laboratories  5,600  286,384 

Aetna, Inc.  18,579  675,347 

Air Methods Corp. †  310  19,738 

Akorn, Inc. †  2,135  16,674 

Allergan, Inc.  11,900  980,322 

Amedisys, Inc. †  530  7,855 

AmerisourceBergen Corp.  14,700  547,869 

AmSurg Corp. †  1,429  32,153 

AstraZeneca PLC (United Kingdom)  19,231  853,041 

AVEO Pharmaceuticals, Inc. †  1,401  21,561 

Bayer AG (Germany)  930  51,195 

BioMarin Pharmaceuticals, Inc. † S  1,041  33,177 

Cardinal Health, Inc.  15,900  665,892 

Centene Corp. †  1,637  46,933 

Coloplast A/S Class B (Denmark)  1,044  150,936 

Computer Programs & Systems, Inc.  605  40,021 

Conmed Corp. †  2,885  66,384 

Cooper Companies, Inc. (The)  855  67,673 

Cubist Pharmaceuticals, Inc. †  2,379  84,026 

 

32



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Health care cont.     
Elan Corp. PLC ADR (Ireland) †  13,219  $139,196 

Eli Lilly & Co.  19,453  719,177 

Endo Pharmaceuticals Holdings, Inc. †  2,632  73,670 

Forest Laboratories, Inc. †  23,824  733,541 

Gentiva Health Services, Inc. †  1,050  5,796 

Gilead Sciences, Inc. †  25,500  989,400 

GlaxoSmithKline PLC (United Kingdom)  37,993  785,855 

Greatbatch, Inc. †  1,430  28,614 

Health Net, Inc. †  9,000  213,390 

HealthSpring, Inc. †  1,132  41,273 

Healthways, Inc. †  1,678  16,495 

Hi-Tech Pharmacal Co., Inc. †  1,315  44,184 

Human Genome Sciences, Inc. †  1,584  20,101 

Humana, Inc.  8,600  625,478 

Impax Laboratories, Inc. †  2,867  51,348 

InterMune, Inc. †  1,042  21,048 

ISTA Pharmaceuticals, Inc. †  6,968  24,040 

Jazz Pharmaceuticals, Inc. †  4,226  175,464 

Johnson & Johnson  17,109  1,090,014 

Kensey Nash Corp. †  1,390  34,055 

Kindred Healthcare, Inc. †  2,446  21,085 

Laboratory Corp. of America Holdings †  5,300  418,965 

Lincare Holdings, Inc.  1,243  27,968 

Magellan Health Services, Inc. †  1,610  77,763 

Medco Health Solutions, Inc. †  14,300  670,527 

Medicines Co. (The) †  1,608  23,927 

Medicis Pharmaceutical Corp. Class A  1,493  54,465 

Merck & Co., Inc.  15,688  513,154 

Metropolitan Health Networks, Inc. †  3,739  16,975 

Molina Healthcare, Inc. †  2,330  35,975 

Momenta Pharmaceuticals, Inc. †  923  10,615 

Neurocrine Biosciences, Inc. †  3,597  21,510 

Novartis AG (Switzerland)  8,846  494,237 

Omnicare, Inc.  3,186  81,020 

Onyx Pharmaceuticals, Inc. †  827  24,818 

OraSure Technologies, Inc. †  11,475  91,341 

Orion Oyj Class B (Finland)  5,807  117,090 

Par Pharmaceutical Cos., Inc. †  4,279  113,907 

Pfizer, Inc.  45,369  802,124 

Questcor Pharmaceuticals, Inc. †  994  27,096 

Roche Holding AG (Switzerland)  1,189  191,500 

RTI Biologics, Inc. †  9,855  32,423 

Salix Pharmaceuticals, Ltd. †  792  23,443 

Sanofi (France)  12,032  791,337 

Sciclone Pharmaceuticals, Inc. †  3,062  11,666 

Sequenom, Inc. †  4,324  22,009 

 

33



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Health care cont.     
Sirona Dental Systems, Inc. †  622  $26,379 

SonoSite, Inc. †  2,102  63,775 

Spectrum Pharmaceuticals, Inc. †  1,788  13,642 

STAAR Surgical Co. †  3,465  27,027 

Suzuken Co., Ltd. (Japan)  4,900  131,596 

Synthes, Inc. (Switzerland)  1,368  221,436 

Thoratec Corp. †  867  28,299 

United Therapeutics Corp. †  536  20,095 

UnitedHealth Group, Inc.  25,058  1,155,675 

Viropharma, Inc. †  4,953  89,501 

Waters Corp. †  10,000  754,900 

Watson Pharmaceuticals, Inc. †  1,612  110,019 

WellCare Health Plans, Inc. †  623  23,662 

    17,862,266 
Technology (3.8%)     
Acacia Research — Acacia Technologies (Tracking Stock) †  1,867  67,193 

Accenture PLC Class A  14,400  758,592 

Acme Packet, Inc. †  462  19,677 

Actuate Corp. †  8,999  49,674 

Amdocs, Ltd. (United Kingdom) †  10,813  293,249 

Amkor Technologies, Inc. †  3,193  13,921 

Analog Devices, Inc.  10,700  334,375 

Anixter International, Inc.  1,329  63,048 

Apple, Inc. †  9,017  3,437,100 

Applied Materials, Inc.  76,400  790,740 

Brooks Automation, Inc.  2,709  22,078 

CA, Inc.  16,500  320,265 

CACI International, Inc. Class A †  558  27,867 

Cavium, Inc. †  468  12,641 

Ceva, Inc. †  1,296  31,506 

Cirrus Logic, Inc. †  2,119  31,234 

Cisco Systems, Inc.  34,239  530,362 

Coherent, Inc. †  323  13,876 

Computershare, Ltd. (Australia)  7,627  54,447 

Cypress Semiconductor Corp. †  1,997  29,895 

Dell, Inc. †  44,602  631,118 

DST Systems, Inc.  1,310  57,417 

EnerSys †  2,206  44,164 

Entegris, Inc. †  6,656  42,465 

Entropic Communications, Inc. †  10,094  41,688 

F-Secure OYJ (Finland)  7,286  19,008 

F5 Networks, Inc. †  347  24,654 

Fair Isaac Corp.  2,732  59,640 

Fairchild Semiconductor Intl., Inc. †  4,553  49,172 

FEI Co. †  2,526  75,679 

Fujitsu, Ltd. (Japan)  103,000  485,503 

Google, Inc. Class A †  1,393  716,531 

 

34



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Technology cont.     
GT Advanced Technologies, Inc. †  2,665  $18,708 

Harris Corp.  17,300  591,141 

Hewlett-Packard Co.  25,831  579,906 

IBM Corp.  8,795  1,539,389 

Infineon Technologies AG (Germany)  24,712  182,296 

Infospace, Inc. †  2,019  16,879 

Integrated Silicon Solutions, Inc. †  1,313  10,255 

Intel Corp.  30,139  642,865 

KEMET Corp. †  2,435  17,410 

L-3 Communications Holdings, Inc.  9,700  601,109 

Lexmark International, Inc. Class A †  937  25,327 

LTX-Credence Corp. †  2,494  13,193 

Magma Design Automation, Inc. †  7,490  34,080 

Manhattan Associates, Inc. †  685  22,660 

Microsoft Corp.  94,539  2,353,103 

MicroStrategy, Inc. †  384  43,803 

Monotype Imaging Holdings, Inc. †  3,076  37,312 

Nanometrics, Inc. †  1,485  21,533 

NIC, Inc.  1,771  20,278 

Nova Measuring Instruments, Ltd. (Israel) †  4,471  24,009 

Novellus Systems, Inc. †  8,700  237,162 

Omnivision Technologies, Inc. †  1,585  22,253 

Oracle Corp.  17,386  499,674 

PC-Tel, Inc. †  1,489  9,157 

Photronics, Inc. †  5,060  25,199 

Plantronics, Inc.  798  22,703 

Polycom, Inc. †  2,636  48,423 

QLogic Corp. †  34,150  433,022 

RF Micro Devices, Inc. †  9,354  59,304 

SAP AG (Germany)  1,304  66,583 

Seagate Technology  22,600  232,328 

Silicon Graphics International Corp. †  1,497  17,844 

Skyworks Solutions, Inc. †  1,461  26,210 

Sourcefire, Inc. † S  2,620  70,111 

STEC, Inc. †  4,796  48,631 

Synchronoss Technologies, Inc. † S  1,191  29,668 

Tech Data Corp. †  2,283  98,694 

TeleCommunication Systems, Inc. Class A †  7,923  27,334 

Teradata Corp. †  11,400  610,242 

Teradyne, Inc. †  40,400  444,804 

TIBCO Software, Inc. †  2,925  65,491 

Trend Micro, Inc. (Japan)  3,300  103,066 

TTM Technologies, Inc. †  3,067  29,167 

Unisys Corp. †  693  10,873 

Verint Systems, Inc. †  1,595  41,933 

Websense, Inc. †  1,080  18,684 

 

35



COMMON STOCKS (27.6%)* cont.  Shares  Value 

 
Technology cont.     
Western Digital Corp. †  9,900  $254,628 

Zix Corp. †  2,936  7,839 

    19,505,062 
Transportation (0.4%)     
Alaska Air Group, Inc. †  1,303  73,346 

Alexander & Baldwin, Inc.  1,824  66,631 

Central Japan Railway Co. (Japan)  75  653,862 

ComfortDelgro Corp., Ltd. (Singapore)  82,000  81,602 

Genesee & Wyoming, Inc. Class A †  1,948  90,621 

International Consolidated Airlines Group SA (United Kingdom) †  36,633  86,397 

United Continental Holdings, Inc. †  25,000  484,500 

US Airways Group, Inc. † S  4,911  27,011 

Wabtec Corp.  648  34,260 

Yangzijiang Shipbuilding Holdings, Ltd. (China)  486,000  324,242 

    1,922,472 
Utilities and power (1.1%)     
AES Corp. (The) †  37,829  369,211 

Alliant Energy Corp.  5,543  214,403 

Ameren Corp.  5,300  157,781 

American Electric Power Co., Inc.  7,164  272,375 

Chubu Electric Power, Inc. (Japan)  3,200  60,209 

CMS Energy Corp.  10,600  209,774 

DPL, Inc.  11,800  355,652 

Enel SpA (Italy)  54,850  243,084 

Energias de Portugal (EDP) SA (Portugal)  140,172  431,240 

Entergy Corp.  4,800  318,192 

Exelon Corp.  20,500  873,505 

NRG Energy, Inc. †  11,400  241,794 

Public Power Corp. SA (Greece)  4,788  38,367 

Red Electrica Corp. SA (Spain)  13,392  612,162 

RWE AG (Germany)  2,605  96,084 

TECO Energy, Inc.  33,500  573,855 

Toho Gas Co., Ltd. (Japan)  19,000  124,808 

Westar Energy, Inc.  7,631  201,611 

    5,394,107 
 
Total common stocks (cost $133,098,953)    $141,657,720 
 
 
U.S. GOVERNMENT AND AGENCY     
MORTGAGE OBLIGATIONS (26.2%)*  Principal amount  Value 

 
U.S. Government Guaranteed Mortgage Obligations (7.2%)     
Government National Mortgage Association Pass-Through     
Certificates 4 1/2s, TBA, October 1, 2041  $34,000,000  $36,943,125 

    36,943,125 
U.S. Government Agency Mortgage Obligations (19.0%)     
Federal Home Loan Mortgage Corporation Pass-Through     
Certificates 3 1/2s, December 1, 2040  856,557  880,380 

Federal National Mortgage Association Pass-Through Certificates     
7s, March 1, 2018  168,396  186,868 
5 1/2s, TBA, October 1, 2041  36,000,000  39,074,062 

 

36



U.S. GOVERNMENT AND AGENCY     
MORTGAGE OBLIGATIONS (26.2%)* cont.  Principal amount  Value 

 
Federal National Mortgage Association Pass-Through Certificates     
4 1/2s, TBA, October 1, 2041  $15,000,000  $15,914,063 
4s, TBA, October 1, 2041  6,000,000  6,288,750 
4s, TBA, October 1, 2026  25,000,000  26,359,375 
3 1/2s, with due dates from December 1, 2040 to March 1, 2041  968,438  995,978 
3 1/2s, TBA, October 1, 2041  8,000,000  8,216,250 

    97,915,726 
Total U.S. government and agency mortgage obligations (cost $134,531,261)  $134,858,851 
 
 
U.S. TREASURY OBLIGATIONS (0.3%)*  Principal amount  Value 

 
U.S. Treasury Inflation Protected Securities     
3s, July 15, 2012 i  $252,544  $261,273 
1 7/8s, July 15, 2013 i  190,652  200,291 
1 1/4s, July 15, 2020 i  381,200  422,076 
1 1/8s, January 15, 2021 i  523,584  573,110 

U.S. Treasury Notes 1s July 15, 2013 i  273,000  277,070 

Total U.S. treasury obligations (cost $1,733,820)    $1,733,820 
 
 
CORPORATE BONDS AND NOTES (24.3%)*  Principal amount  Value 

 
Basic materials (1.5%)     
Airgas, Inc. sr. unsec. unsub. notes 2.85s, 2013  $255,000  $261,192 

Allegheny Technologies, Inc. sr. unsec. unsub. notes 9 3/8s, 2019  95,000  119,583 

Allegheny Technologies, Inc. sr. unsec. unsub. notes 5.95s, 2021  60,000  63,147 

ArcelorMittal sr. unsec. unsub. 9.85s, 2019 (France)  420,000  478,478 

Associated Materials, LLC company guaranty sr. notes 9 1/8s, 2017  130,000  105,300 

Atkore International, Inc. 144A sr. notes 9 7/8s, 2018  125,000  113,125 

BHP Billiton Finance USA, Ltd. company guaranty sr. unsec.     
unsub. notes 6 1/2s, 2019 (Canada)  370,000  454,665 

Celanese US Holdings, LLC company guaranty sr. unsec. notes     
6 5/8s, 2018 (Germany)  95,000  98,206 

Celanese US Holdings, LLC sr. notes 5 7/8s, 2021 (Germany)  120,000  118,200 

Compass Minerals International, Inc. company guaranty sr. unsec.     
notes 8s, 2019  195,000  203,775 

Dow Chemical Co. (The) sr. unsec. unsub. notes 8.55s, 2019  195,000  249,787 

Dow Chemical Co. (The) sr. unsec. unsub. notes 5.9s, 2015  140,000  154,544 

Dynacast International, LLC/Dynacast Finance, Inc. 144A notes     
9 1/4s, 2019  30,000  28,125 

E.I. du Pont de Nemours & Co. sr. notes 3 5/8s, 2021  315,000  328,804 

E.I. du Pont de Nemours & Co. sr. unsec. notes FRN 0.778s, 2014  110,000  110,335 

Ferro Corp. sr. unsec. notes 7 7/8s, 2018  180,000  180,000 

FMG Resources August 2006 Pty, Ltd. 144A sr. notes 7s,     
2015 (Australia)  105,000  99,225 

FMG Resources August 2006 Pty, Ltd. 144A sr. notes 6 7/8s,     
2018 (Australia)  105,000  97,125 

Freeport-McMoRan Copper & Gold, Inc. sr. unsec. notes 8 3/8s,     
2017 (Indonesia)  442,000  473,493 

Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, ULC     
company guaranty notes 9s, 2020  50,000  36,625 

 

37



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Basic materials cont.       
Hexion U.S. Finance Corp./Hexion Nova Scotia Finance, ULC       
company guaranty sr. notes 8 7/8s, 2018    $85,000  $70,125 

Huntsman International, LLC company guaranty sr. unsec. sub.       
notes 8 5/8s, 2021    115,000  110,113 

Huntsman International, LLC company guaranty sr. unsec. sub.       
notes 8 5/8s, 2020    150,000  145,875 

International Paper Co. sr. unsec. notes 9 3/8s, 2019    135,000  166,413 

International Paper Co. sr. unsec. notes 7.95s, 2018    30,000  34,651 

Lubrizol Corp. (The) sr. unsec. notes 8 7/8s, 2019    245,000  332,269 

Lyondell Chemical Co. sr. notes 11s, 2018    494,699  534,275 

Momentive Performance Materials, Inc. notes 9s, 2021    185,000  126,725 

NewPage Corp. company guaranty sr. notes 11 3/8s, 2014       
(In default) †    80,000  59,400 

Nexeo Solutions, LLC/Nexeo Solutions Finance Corp. 144A       
company guaranty sr. sub. notes 8 3/8s, 2018    150,000  148,125 

Norbord, Inc. sr. unsub. plants equip. 7 1/4s, 2012 (Canada)    20,000  19,450 

Novelis, Inc. company guaranty sr. unsec. notes 8 3/4s, 2020    265,000  259,700 

Old All, Inc. company guaranty sr. unsec. notes 9s, 2014       
(In default) † F    135,000   

Rio Tinto Finance USA, Ltd. company guaranty sr. unsec. notes 9s,       
2019 (Australia)    277,000  372,778 

Rohm & Haas Co. sr. unsec. unsub. notes 7.85s, 2029    175,000  223,585 

Sealed Air Corp. 144A sr. unsec. notes 8 3/8s, 2021    40,000  40,400 

Smurfit Kappa Funding PLC sr. sub. notes 7 3/4s, 2015 (Ireland)  EUR  5,000  6,232 

Smurfit Kappa Funding PLC sr. unsec. sub. notes 7 3/4s, 2015       
(Ireland)    $160,000  153,600 

Smurfit Kappa Treasury company guaranty sr. unsec. unsub.       
debs 7 1/2s, 2025 (Ireland)    30,000  27,300 

Solutia, Inc. company guaranty sr. unsec. notes 7 7/8s, 2020    240,000  252,000 

Steel Dynamics, Inc. company guaranty sr. unsec. unsub. notes       
7 3/8s, 2012    40,000  40,900 

Steel Dynamics, Inc. sr. unsec. unsub. notes 7 3/4s, 2016    110,000  109,450 

Styrolution GmbH 144A sr. notes 7 5/8s, 2016 (Germany)  EUR  100,000  99,132 

Thompson Creek Metals Co., Inc. 144A company guaranty       
sr. notes 7 3/8s, 2018 (Canada)    $105,000  94,500 

TPC Group, LLC 144A sr. notes 8 1/4s, 2017    240,000  235,200 

Tube City IMS Corp. company guaranty sr. unsec. sub. notes       
9 3/4s, 2015    180,000  171,900 

Verso Paper Holdings, LLC/Verso Paper, Inc. company guaranty       
sr. notes 8 3/4s, 2019    135,000  93,150 

Xstrata Finance Canada, Ltd. 144A company guaranty 5.8s,       
2016 (Canada)    195,000  214,398 

      7,915,380 
Capital goods (1.2%)       
Allied Waste North America, Inc. company guaranty sr. unsec.       
notes 6 7/8s, 2017    350,000  374,063 

Altra Holdings, Inc. company guaranty sr. notes 8 1/8s, 2016    170,000  173,400 

American Axle & Manufacturing, Inc. company guaranty sr. unsec.       
unsub. notes 7 7/8s, 2017    15,000  14,100 

 

38



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Capital goods cont.       
American Axle & Manufacturing, Inc. 144A company guaranty       
sr. notes 9 1/4s, 2017    $164,000  $170,560 

Berry Plastics Corp. company guaranty notes FRN 4.222s, 2014    135,000  113,400 

Berry Plastics Corp. company guaranty sr. notes 9 1/2s, 2018    45,000  38,250 

Berry Plastics Corp. notes 9 3/4s, 2021    95,000  80,750 

Boeing Capital Corp. sr. unsec. unsub. notes 4.7s, 2019    450,000  510,292 

Briggs & Stratton Corp. company guaranty sr. unsec. notes       
6 7/8s, 2020    190,000  191,900 

Crown Americas, LLC/Crown Americas Capital Corp. III 144A       
sr. notes 6 1/4s, 2021    90,000  90,000 

Crown Euro Holdings SA 144A sr. notes 7 1/8s, 2018 (France)  EUR  50,000  64,879 

Graham Packaging Co., LP/GPC Capital Corp. company guaranty       
sr. unsec. notes 8 1/4s, 2017    $50,000  50,313 

Honeywell International, Inc. sr. unsec. unsub. notes 5 3/8s, 2041    255,000  307,226 

Honeywell International, Inc. sr. unsec. unsub. notes 4 1/4s, 2021    150,000  165,921 

John Deere Capital Corp. notes Ser. MTN, 5 1/4s, 2012    445,000  465,305 

Kratos Defense & Security Solutions, Inc. company guaranty       
sr. notes 10s, 2017    195,000  194,025 

Kratos Defense & Security Solutions, Inc. 144A company guaranty       
sr. notes 10s, 2017    10,000  9,950 

Legrand SA unsec. unsub. debs. 8 1/2s, 2025 (France)    516,000  650,949 

Pittsburgh Glass Works, LLC 144A sr. notes 8 1/2s, 2016    170,000  156,400 

Polypore International, Inc. company guaranty sr. unsec. notes       
7 1/2s, 2017    130,000  130,650 

Raytheon Co. sr. unsec. notes 4 7/8s, 2040    195,000  206,096 

Reynolds Group DL Escrow, Inc./Reynolds Group Escrow, LLC       
144A company guaranty sr. notes 8 3/4s, 2016    100,000  100,250 

Reynolds Group Issuer, Inc. 144A company guaranty sr. notes       
7 1/8s, 2019    50,000  46,500 

Reynolds Group Issuer, Inc. 144A company guaranty sr. unsec.       
notes 9s, 2019    120,000  102,000 

Ryerson, Inc. company guaranty sr. notes 12s, 2015    215,000  215,000 

Staples, Inc. sr. unsec. notes 9 3/4s, 2014    245,000  283,967 

Tenneco, Inc. company guaranty sr. unsub. notes 6 7/8s, 2020    165,000  160,050 

Terex Corp. sr. unsec. sub. notes 8s, 2017    175,000  154,875 

Thermadyne Holdings Corp. company guaranty sr. notes 9s, 2017    210,000  205,800 

Thermon Industries, Inc. company guaranty sr. notes 9 1/2s, 2017    150,000  156,000 

TransDigm, Inc. company guaranty unsec. sub. notes 7 3/4s, 2018    135,000  137,363 

United Technologies Corp. sr. unsec. notes 5 3/8s, 2017    437,000  505,295 

      6,225,529 
Communication services (2.4%)       
Adelphia Communications Corp. escrow bonds zero %, 2012    125,000  200 

AMC Networks, Inc. 144A company guaranty sr. unsec notes       
7 3/4s, 2021    45,000  46,125 

America Movil SAB de CV company guaranty unsec. unsub. notes       
2 3/8s, 2016 (Mexico)    205,000  198,840 

American Tower Corp. sr. unsec. notes 7s, 2017    317,000  358,464 

AT&T, Inc. company guaranty sr. unsec. unsub. notes 5.35s, 2040    805,000  841,469 

AT&T, Inc. sr. unsec. unsub. bonds 5 1/2s, 2018    95,000  109,657 

 

39



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Communication services cont.     
AT&T, Inc. sr. unsec. unsub. notes 6.3s, 2038  $143,000  $163,343 

Bellsouth Capital Funding unsec. notes 7 7/8s, 2030  80,000  107,416 

Bresnan Broadband Holdings, LLC 144A company guaranty     
sr. unsec. unsub. notes 8s, 2018  85,000  85,850 

Cablevision Systems Corp. sr. unsec. unsub. notes 8 5/8s, 2017  350,000  364,438 

Cablevision Systems Corp. sr. unsec. unsub. notes 8s, 2020  60,000  61,050 

CCH II, LLC/CCH II Capital company guaranty sr. unsec. notes     
13 1/2s, 2016  66,574  75,894 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsec. notes 7 7/8s, 2018  10,000  10,175 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsec. notes 6 1/2s, 2021  180,000  169,200 

CCO Holdings, LLC/CCO Holdings Capital Corp. company     
guaranty sr. unsub. notes 7s, 2019  80,000  77,600 

CenturyLink, Inc. sr. unsec. unsub. notes Ser. L, 7 7/8s, 2012  395,000  411,808 

Cequel Communications Holdings I LLC/Cequel Capital Corp.     
144A sr. notes 8 5/8s, 2017  215,000  212,850 

Cincinnati Bell, Inc. company guaranty sr. unsec. sub. notes     
8 3/4s, 2018  120,000  105,600 

Clearwire Communications, LLC/Clearwire Finance, Inc. 144A     
company guaranty sr. notes 12s, 2015  275,000  233,063 

Comcast Corp. company guaranty sr. unsec. unsub. notes     
6.95s, 2037  216,000  258,927 

Comcast Corp. company guaranty sr. unsec. unsub. notes     
6 1/2s, 2015  13,000  14,816 

Cox Communications, Inc. 144A notes 5 7/8s, 2016  64,000  73,536 

Cricket Communications, Inc. company guaranty sr. unsec. notes     
7 3/4s, 2020  215,000  187,050 

Crown Castle International Corp. sr. unsec. notes 7 1/8s, 2019  80,000  82,400 

Crown Castle Towers, LLC 144A company guaranty sr. notes     
4.883s, 2020  115,000  119,690 

CSC Holdings LLC sr. notes 6 3/4s, 2012  4,000  4,070 

Deutsche Telekom International Finance BV company guaranty     
8 3/4s, 2030 (Germany)  198,000  264,095 

Deutsche Telekom International Finance BV company guaranty     
sr. unsec. unsub. notes 6s, 2019 (Germany)  210,000  242,639 

Digicel, Ltd. 144A sr. unsec. notes 8 1/4s, 2017 (Jamaica)  90,000  84,600 

EH Holding Corp. 144A sr. notes 6 1/2s, 2019  70,000  67,375 

EH Holding Corp. 144A sr. unsec. notes 7 5/8s, 2021  90,000  86,625 

Equinix, Inc. sr. unsec. notes 7s, 2021  65,000  64,675 

France Telecom notes 8 1/2s, 2031 (France)  305,000  422,395 

Frontier Communications Corp. sr. unsec. notes 8 1/2s, 2020  85,000  82,450 

Frontier Communications Corp. sr. unsec. notes 8 1/4s, 2017  125,000  121,250 

Intelsat Jackson Holdings SA 144A company guaranty sr.     
notes 7 1/2s, 2021 (Bermuda)  145,000  134,850 

Intelsat Luxembourg SA company guaranty sr. unsec. notes     
11 1/2s, 2017 (Luxembourg) ‡‡  237,812  204,518 

Intelsat Luxembourg SA company guaranty sr. unsec. notes     
11 1/4s, 2017 (Luxembourg)  255,000  221,213 

 

40



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Communication services cont.     
Intelsat Luxembourg SA 144A company guaranty sr. unsec. notes     
11 1/2s, 2017 (Luxembourg) ‡‡  $95,000  $81,700 

Koninklijke (Royal) KPN NV sr. unsec. unsub. bonds 8 3/8s, 2030     
(Netherlands)  135,000  173,772 

Level 3 Escrow, Inc. 144A sr. unsec. notes 8 1/8s, 2019  20,000  17,675 

Level 3 Financing, Inc. company guaranty sr. unsec. unsub. notes     
9 1/4s, 2014  139,000  137,263 

Level 3 Financing, Inc. 144A company guaranty sr. unsec. unsub.     
notes 9 3/8s, 2019  80,000  74,400 

MetroPCS Wireless, Inc. company guaranty sr. unsec. notes     
7 7/8s, 2018  125,000  121,875 

NII Capital Corp. company guaranty sr. unsec. unsub. notes     
10s, 2016  80,000  87,600 

NII Capital Corp. company guaranty sr. unsec. unsub. notes     
7 5/8s, 2021  75,000  76,500 

PAETEC Holding Corp. company guaranty sr. notes 8 7/8s, 2017  205,000  215,250 

Qwest Communications International, Inc. company guaranty     
7 1/2s, 2014  55,000  55,000 

Qwest Corp. notes 6 3/4s, 2021  415,000  404,132 

Qwest Corp. sr. unsec. unsub. notes 8 7/8s, 2012  159,000  164,366 

Qwest Corp. sr. unsec. unsub. notes 7 1/4s, 2025  55,000  53,075 

Rogers Communications, Inc. sec. notes 6 3/8s, 2014 (Canada)  330,000  366,305 

SBA Telecommunications, Inc. company guaranty sr. unsec. notes     
8 1/4s, 2019  15,000  15,750 

SBA Telecommunications, Inc. company guaranty sr. unsec. notes     
8s, 2016  135,000  141,413 

Sprint Capital Corp. company guaranty 6 7/8s, 2028  305,000  227,988 

Sprint Nextel Corp. sr. notes 8 3/8s, 2017  300,000  279,000 

Sprint Nextel Corp. sr. unsec. notes 6s, 2016  120,000  103,200 

Time Warner Cable, Inc. company guaranty sr. unsec. notes     
7 1/2s, 2014  90,000  101,884 

Time Warner Cable, Inc. company guaranty sr. unsec. unsub.     
notes 8 1/4s, 2014  325,000  370,642 

Time Warner Cable, Inc. company guaranty sr. unsec. unsub.     
notes 6 3/4s, 2039  230,000  263,055 

Verizon Communications, Inc. sr. unsec. notes 7.35s, 2039  492,000  663,739 

Verizon New Jersey, Inc. debs. 8s, 2022  165,000  209,769 

Verizon Pennsylvania, Inc. debs. 8.35s, 2030  505,000  689,069 

Virgin Media Finance PLC company guaranty sr. notes Ser. 1,     
9 1/2s, 2016 (United Kingdom)  180,000  194,400 

Wind Acquisition Finance SA 144A sr. notes 11 3/4s, 2017     
(Netherlands)  320,000  272,000 

Windstream Corp. company guaranty sr. unsec. unsub. notes     
8 1/8s, 2018  70,000  70,525 

Windstream Corp. company guaranty sr. unsec. unsub. notes     
7 7/8s, 2017  280,000  283,500 

    12,285,063 

 

41



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Consumer cyclicals (3.1%)     
Academy Ltd./Academy Finance Corp. 144A company guaranty     
sr. unsec. notes 9 1/4s, 2019  $15,000  $13,950 

Affinion Group, Inc. company guaranty sr. unsec. notes     
7 7/8s, 2018  250,000  192,500 

AMC Entertainment, Inc. company guaranty sr. sub.     
notes 9 3/4s, 2020  155,000  140,275 

American Casino & Entertainment Properties LLC sr. notes     
11s, 2014  120,000  116,100 

American Media, Inc. 144A notes 13 1/2s, 2018  7,394  6,285 

Ameristar Casinos, Inc. 144A sr. notes 7 1/2s, 2021  205,000  198,338 

ARAMARK Holdings Corp. 144A sr. unsec. notes 8 5/8s, 2016 ‡‡  85,000  83,725 

Autonation, Inc. company guaranty sr. unsec. notes 6 3/4s, 2018  65,000  66,300 

Beazer Homes USA, Inc. company guaranty sr. unsec. notes     
6 7/8s, 2015  105,000  70,875 

Beazer Homes USA, Inc. company guaranty sr. unsec. unsub.     
notes 9 1/8s, 2018  55,000  34,650 

Beazer Homes USA, Inc. sr. unsec. notes 9 1/8s, 2019  40,000  25,400 

Bon-Ton Department Stores, Inc. (The) company guaranty     
10 1/4s, 2014  165,000  132,000 

Brickman Group Holdings, Inc. 144A sr. notes 9 1/8s, 2018  55,000  48,538 

Building Materials Corp. 144A sr. notes 7s, 2020  45,000  44,888 

Building Materials Corp. 144A sr. notes 6 7/8s, 2018  85,000  82,450 

Building Materials Corp. 144A sr. notes 6 3/4s, 2021  75,000  71,250 

Burlington Coat Factory Warehouse Corp. 144A company     
guaranty sr. unsec. notes 10s, 2019  80,000  68,000 

Caesars Entertainment Operating Co., Inc. company guaranty     
sr. notes 10s, 2018  190,000  113,050 

Caesars Entertainment Operating Co., Inc. sr. notes 11 1/4s, 2017  395,000  398,456 

CBS Corp. company guaranty sr. unsec. notes 7 7/8s, 2030  160,000  201,992 

Cedar Fair LP/Canada’s Wonderland Co./Magnum     
Management Corp. company guaranty sr. unsec. notes     
9 1/8s, 2018  35,000  36,138 

Cengage Learning Acquisitions, Inc. 144A sr. notes 10 1/2s, 2015  85,000  54,400 

Cenveo Corp. company guaranty sr. notes 8 7/8s, 2018  85,000  66,938 

Choice Hotels International, Inc. company guaranty sr. unsec.     
unsub. notes 5.7s, 2020  550,000  600,907 

Chrysler Group, LLC/CG Co-Issuer, Inc. 144A company guaranty     
sr. notes 8 1/4s, 2021  110,000  84,975 

Cinemark USA, Inc. company guaranty sr. unsec. notes     
8 5/8s, 2019  50,000  51,500 

Cinemark USA, Inc. company guaranty sr. unsec. sub. notes     
7 3/8s, 2021  50,000  47,250 

CityCenter Holdings LLC/CityCenter Finance Corp. 144A company     
guaranty sr. notes 10 3/4s, 2017 ‡‡  237,506  215,537 

Clear Channel Communications, Inc. company guaranty sr. notes     
9s, 2021  60,000  44,550 

Clear Channel Communications, Inc. company guaranty unsec.     
unsub. notes 10 3/4s, 2016  60,000  31,050 

Clear Channel Communications, Inc. sr. unsec. notes 5 1/2s, 2014  100,000  56,500 

 

42



CORPORATE BONDS AND NOTES (24.3%)* cont.    Principal amount  Value 

 
Consumer cyclicals cont.       
Clear Channel Worldwide Holdings, Inc. company guaranty       
sr. unsec. unsub. notes Ser. B, 9 1/4s, 2017    $195,000  $199,388 

Compucom Systems, Inc. 144A sr. sub. notes 12 1/2s, 2015    90,000  90,450 

Cumulus Media, Inc. 144A sr. notes 7 3/4s, 2019    85,000  71,613 

DIRECTV Holdings, LLC/DIRECTV Financing Co., Inc. company       
guaranty sr. unsec. notes 5s, 2021    210,000  222,132 

DIRECTV Holdings, LLC/DIRECTV Financing Co., Inc. company       
guaranty sr. unsec. unsub. notes 5 7/8s, 2019    200,000  225,019 

DISH DBS Corp. company guaranty sr. unsec. notes 7 7/8s, 2019    95,000  96,900 

DISH DBS Corp. 144A company guaranty sr. unsec. notes       
6 3/4s, 2021    55,000  52,525 

Echostar DBS Corp. sr. notes 6 3/8s, 2011    175,000  175,000 

Expedia, Inc. company guaranty sr. unsec. notes 7.456s, 2018    135,000  149,850 

FelCor Lodging Escrow, LP 144A sr. notes 6 3/4s, 2019 R    305,000  272,975 

Ford Motor Credit Co., LLC sr. unsec. notes 8 1/8s, 2020    285,000  317,775 

Ford Motor Credit Co., LLC sr. unsec. notes 7s, 2015    120,000  126,000 

Ford Motor Credit Co., LLC sr. unsec. notes 5s, 2018    395,000  381,537 

General Motors Financial Co., Inc. 144A sr. notes 6 3/4s, 2018    70,000  68,600 

Gray Television, Inc. company guaranty sr. notes 10 1/2s, 2015    220,000  199,100 

Hanesbrands, Inc. company guaranty sr. unsec. notes 6 3/8s, 2020    150,000  145,500 

Home Depot, Inc. (The) sr. unsec. notes 5.95s, 2041    300,000  356,803 

Home Depot, Inc. (The) sr. unsec. unsub. notes 5.4s, 2016    154,000  174,248 

Interactive Data Corp. company guaranty sr. unsec. notes       
10 1/4s, 2018    225,000  241,875 

Isle of Capri Casinos, Inc. company guaranty 7s, 2014    149,000  135,404 

Isle of Capri Casinos, Inc. company guaranty sr. unsec. unsub.       
notes 7 3/4s, 2019    105,000  95,813 

Jarden Corp. company guaranty sr. unsec. sub. notes       
7 1/2s, 2017    200,000  204,000 

Jarden Corp. company guaranty sr. unsec. sub. notes Ser. 1,       
7 1/2s, 2020  EUR  50,000  61,557 

Lamar Media Corp. company guaranty sr. sub. notes 7 7/8s, 2018    $70,000  70,000 

Lender Processing Services, Inc. company guaranty sr. unsec.       
unsub. notes 8 1/8s, 2016    60,000  56,400 

Levi Strauss & Co. sr. unsec. notes 8 7/8s, 2016    40,000  40,400 

Liberty Interactive, LLC debs. 8 1/4s, 2030    120,000  113,700 

Limited Brands, Inc. company guaranty sr. unsec. notes       
6 5/8s, 2021    90,000  91,013 

M/I Homes, Inc. company guaranty sr. unsec. notes 8 5/8s, 2018    165,000  148,500 

Macy’s Retail Holdings, Inc. company guaranty sr. unsec. notes       
5.9s, 2016    110,000  120,156 

Mashantucket Western Pequot Tribe 144A bonds Ser. A, 8 1/2s,       
2015 (In default) †    175,000  10,063 

Masonite International Corp. 144A company guaranty sr. notes       
8 1/4s, 2021 (Canada)    135,000  121,838 

McClatchy Co. (The) company guaranty sr. notes 11 1/2s, 2017    50,000  43,375 

MGM Resorts International company guaranty sr. notes 9s, 2020    45,000  46,744 

MGM Resorts International company guaranty sr. unsec. notes       
6 7/8s, 2016    75,000  63,750 

 

43



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Consumer cyclicals cont.     
MGM Resorts International company guaranty sr. unsec. notes     
6 5/8s, 2015  $90,000  $76,275 

MGM Resorts International sr. notes 10 3/8s, 2014  20,000  21,825 

Michaels Stores, Inc. company guaranty 11 3/8s, 2016  80,000  81,000 

MTR Gaming Group, Inc. 144A notes 11 1/2s, 2019  270,000  217,350 

Navistar International Corp. sr. notes 8 1/4s, 2021  155,000  158,875 

Needle Merger Sub Corp. 144A sr. unsec. notes 8 1/8s, 2019  80,000  69,600 

News America Holdings, Inc. company guaranty 7 3/4s, 2024  300,000  372,596 

News America Holdings, Inc. debs. 7 3/4s, 2045  363,000  441,224 

Nielsen Finance, LLC/Nielsen Finance Co. company guaranty     
sr. unsec. notes 7 3/4s, 2018  165,000  168,300 

Nortek, Inc. 144A company guaranty sr. notes 8 1/2s, 2021  80,000  64,400 

Nortek, Inc. 144A company guaranty sr. unsec. notes 10s, 2018  80,000  74,000 

Owens Corning company guaranty sr. unsec. notes 9s, 2019  235,000  277,300 

Penn National Gaming, Inc. sr. unsec. sub. notes 8 3/4s, 2019  25,000  26,500 

Penske Automotive Group, Inc. company guaranty sr. unsec. sub.     
notes 7 3/4s, 2016  170,000  168,300 

PETCO Animal Supplies, Inc. 144A company guaranty sr. notes     
9 1/4s, 2018  55,000  55,275 

PHH Corp. sr. unsec. unsub. notes 9 1/4s, 2016  105,000  107,888 

Pinnacle Entertainment, Inc. company guaranty sr. unsec. notes     
8 5/8s, 2017  30,000  30,225 

Pinnacle Entertainment, Inc. company guaranty sr. unsec. sub.     
notes 7 1/2s, 2015  160,000  154,000 

Pulte Group, Inc. company guaranty sr. unsec. notes 7 5/8s, 2017  95,000  91,200 

Pulte Group, Inc. company guaranty sr. unsec. unsub. notes     
7 7/8s, 2032  160,000  128,000 

QVC Inc. 144A sr. notes 7 3/8s, 2020  115,000  122,475 

Realogy Corp. company guaranty sr. unsec. notes 10 1/2s, 2014  10,000  8,600 

Realogy Corp. company guaranty sr. unsec. unsub. notes     
11 1/2s, 2017  140,000  93,100 

Regal Entertainment Group company guaranty sr. unsec. notes     
9 1/8s, 2018  135,000  133,650 

Roofing Supply Group, LLC/Roofing Supply Finance, Inc. 144A     
sr. notes 8 5/8s, 2017  140,000  131,950 

Sabre Holdings Corp. sr. unsec. unsub. notes 8.35s, 2016  235,000  192,113 

Scotts Miracle-Gro Co. (The) 144A sr. notes 6 5/8s, 2020  85,000  83,300 

Sealy Mattress Co. sr. sub. notes 8 1/4s, 2014  30,000  28,275 

Sealy Mattress Co. 144A company guaranty sr. sec. notes     
10 7/8s, 2016  124,000  130,820 

Sears Holdings Corp. company guaranty 6 5/8s, 2018  70,000  57,750 

Standard Pacific Corp. company guaranty sr. unsec. unsub. notes     
7s, 2015  20,000  18,800 

SugarHouse HSP Gaming Prop. Mezz LP/SugarHouse HSP     
Gaming Finance Corp. 144A notes 8 5/8s, 2016  90,000  90,450 

Time Warner Entertainment Co., LP debs. 8 3/8s, 2023  115,000  147,251 

Time Warner, Inc. company guaranty sr. unsec. notes 4.7s, 2021  565,000  594,062 

Time Warner, Inc. company guaranty sr. unsec. notes 3.15s, 2015  105,000  108,603 

 

44



CORPORATE BONDS AND NOTES (24.3%)* cont.    Principal amount  Value 

 
Consumer cyclicals cont.       
Time Warner, Inc. debs. 9.15s, 2023    $105,000  $143,992 

Toys R Us — Delaware, Inc. 144A company guaranty sr. notes       
7 3/8s, 2016    50,000  48,125 

Toys R Us Property Co., LLC company guaranty sr. unsec. notes     
10 3/4s, 2017    215,000  227,363 

Travelport LLC company guaranty 11 7/8s, 2016    35,000  13,825 

Travelport LLC company guaranty 9 7/8s, 2014    180,000  117,900 

Travelport, LLC/Travelport, Inc. company guaranty sr. unsec.       
notes 9s, 2016    150,000  87,750 

TRW Automotive, Inc. company guaranty sr. unsec. unsub. notes     
Ser. REGS, 6 3/8s, 2014  EUR  55,000  73,979 

TRW Automotive, Inc. 144A company guaranty sr. unsec. unsub.     
notes 7s, 2014    $120,000  126,000 

Universal City Development Partners, Ltd. company guaranty       
sr. unsec. notes 8 7/8s, 2015    29,000  31,465 

Univision Communications, Inc. 144A company guaranty sr. unsec.     
notes 8 1/2s, 2021    185,000  144,300 

Vertis, Inc. company guaranty sr. notes 13 1/2s, 2014       
(In default) † ‡‡ F    106,392  3,617 

Wal-Mart Stores, Inc. sr. unsec. unsub. notes 6 1/2s, 2037    198,000  262,568 

Wal-Mart Stores, Inc. sr. unsec. unsub. notes 5s, 2040    120,000  137,124 

Wal-Mart Stores, Inc. sr. unsec. unsub. notes 4 7/8s, 2040    655,000  726,032 

Walt Disney Co. sr. unsec. notes 2 3/4s, 2021    120,000  118,066 

Walt Disney Co. sr. unsec. unsub. notes 4 3/8s, 2041    50,000  52,701 

Wynn Las Vegas, LLC/Wynn Las Vegas Capital Corp. company     
guaranty 1st mtge. notes 7 3/4s, 2020    60,000  63,000 

XM Satellite Radio, Inc. 144A company guaranty sr. unsec. notes     
13s, 2013    70,000  78,400 

XM Satellite Radio, Inc. 144A sr. unsec. notes 7 5/8s, 2018    160,000  161,600 

Yankee Candle Co. company guaranty sr. notes Ser. B, 8 1/2s, 2015  175,000  168,000 

YCC Holdings, LLC/Yankee Finance, Inc. sr. unsec. notes       
10 1/4s, 2016 ‡‡    80,000  68,000 

Yonkers Racing Corp. 144A sr. notes 11 3/8s, 2016    125,000  127,500 

      16,095,409 
Consumer staples (1.9%)       
ACCO Brands Corp. company guaranty sr. notes 10 5/8s, 2015  70,000  75,250 

AE Escrow Corp. 144A sr. unsec. notes 9 3/4s, 2020    30,000  28,800 

Altria Group, Inc. company guaranty sr. unsec. notes 9.7s, 2018  185,000  245,160 

Anheuser-Busch InBev Worldwide, Inc. company guaranty unsec.     
unsub. notes 5 3/8s, 2020    450,000  524,289 

Avis Budget Car Rental, LLC company guaranty sr. unsec. unsub.     
notes 9 5/8s, 2018    50,000  49,500 

Avis Budget Car Rental, LLC company guaranty sr. unsec. unsub.     
notes 7 3/4s, 2016    75,000  72,375 

Bunge Ltd., Finance Corp. company guaranty sr. unsec. notes       
8 1/2s, 2019    10,000  12,460 

Bunge Ltd., Finance Corp. company guaranty unsec. unsub. notes     
4.1s, 2016    90,000  92,001 

Burger King Corp. company guaranty sr. unsec. notes 9 7/8s, 2018  140,000  144,200 

 

45



CORPORATE BONDS AND NOTES (24.3%)* cont.    Principal amount  Value 

 
Consumer staples cont.       
Central Garden & Pet Co. company guaranty sr. sub. notes       
8 1/4s, 2018    $95,000  $90,725 

CKE Holdings, Inc. 144A sr. notes 10 1/2s, 2016 ‡‡    115,000  101,775 

Claire’s Stores, Inc. company guaranty sr. notes 8 7/8s, 2019    70,000  50,400 

Claire’s Stores, Inc. 144A company guaranty sr. unsec. notes       
9 5/8s, 2015    107,912  83,092 

Constellation Brands, Inc. company guaranty sr. unsec. unsub.       
notes 7 1/4s, 2016    130,000  136,500 

Corrections Corporation of America company guaranty sr. notes       
7 3/4s, 2017    140,000  147,000 

CVS Caremark Corp. jr. unsec. sub. bonds FRB 6.302s, 2037    453,000  438,278 

CVS Pass-Through Trust 144A company guaranty notes       
7.507s, 2032    14,538  17,132 

Darden Restaurants, Inc. sr. unsec. unsub. notes 6.8s, 2037    205,000  247,814 

Dave & Buster’s, Inc. company guaranty sr. unsec. unsub. notes       
11s, 2018    110,000  109,175 

Dean Foods Co. company guaranty sr. unsec. unsub. notes       
9 3/4s, 2018    50,000  50,625 

Dean Foods Co. company guaranty sr. unsec. unsub. notes       
7s, 2016    115,000  108,388 

Del Monte Foods Co. 144A company guaranty sr. unsec. notes       
7 5/8s, 2019    30,000  25,350 

Delhaize Group company guaranty sr. unsec. bond 5 7/8s,       
2014 (Belgium)    370,000  404,022 

Diageo Capital PLC company guaranty 5 3/4s, 2017       
(United Kingdom)    235,000  274,499 

Diageo Investment Corp. company guaranty 8s, 2022 (Canada)    135,000  180,512 

DineEquity, Inc. company guaranty sr. unsec. notes 9 1/2s, 2018    145,000  143,913 

Dole Food Co. sr. notes 13 7/8s, 2014    21,000  23,993 

Dole Food Co. 144A sr. notes 8s, 2016    35,000  35,788 

Elizabeth Arden, Inc. sr. unsec. unsub. notes 7 3/8s, 2021    190,000  190,000 

General Mills, Inc. sr. unsec. notes 5.65s, 2019    200,000  237,390 

Hertz Corp. company guaranty sr. unsec. notes 8 7/8s, 2014    15,000  15,000 

Hertz Corp. company guaranty sr. unsec. notes 7 1/2s, 2018    75,000  71,625 

Hertz Holdings Netherlands BV 144A sr. bonds 8 1/2s, 2015       
(Netherlands)  EUR  70,000  91,977 

JBS USA LLC/JBS USA Finance, Inc. company guaranty sr. unsec.       
notes 11 5/8s, 2014    $40,000  42,800 

JBS USA LLC/JBS USA Finance, Inc. 144A sr. unsec. notes       
7 1/4s, 2021    625,000  515,625 

Kraft Foods, Inc. sr. unsec. unsub. notes 6 1/2s, 2040    610,000  747,707 

Kroger Co. company guaranty 6 3/4s, 2012    150,000  154,644 

Kroger Co. company guaranty 6.4s, 2017    100,000  118,570 

Landry’s Restaurants, Inc. company guaranty sr.       
notes 11 5/8s, 2015    40,000  40,200 

Libbey Glass, Inc. sr. notes 10s, 2015    77,000  80,658 

McDonald’s Corp. sr. unsec. bond 6.3s, 2037    300,000  406,122 

McDonald’s Corp. sr. unsec. notes 5.7s, 2039    270,000  341,106 

 

46



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Consumer staples cont.     
Michael Foods, Inc. company guaranty sr. unsec notes     
9 3/4s, 2018  $95,000  $98,088 

PepsiCo, Inc. sr. unsec. notes 7.9s, 2018  82,000  109,108 

Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp.     
company guaranty sr. unsec. notes 9 1/4s, 2015  100,000  99,250 

Prestige Brands, Inc. company guaranty sr. unsec. notes     
8 1/4s, 2018  250,000  255,000 

Reddy Ice Corp. company guaranty sr. notes 11 1/4s, 2015  115,000  104,938 

Revlon Consumer Products Corp. company guaranty notes     
9 3/4s, 2015  375,000  392,813 

Rite Aid Corp. company guaranty sr. notes 7 1/2s, 2017  105,000  100,275 

Rite Aid Corp. company guaranty sr. unsec. unsub. notes     
9 1/2s, 2017  157,000  124,030 

Roadhouse Financing, Inc. notes 10 3/4s, 2017  65,000  60,288 

Service Corporation International sr. notes 7s, 2019  90,000  90,900 

Smithfield Foods, Inc. company guaranty sr. notes 10s, 2014  65,000  73,775 

Spectrum Brands, Inc. sr. notes 9 1/2s, 2018  115,000  122,475 

Spectrum Brands, Inc. sr. unsec. sub. bonds 12s, 2019  103,576  112,121 

Stewart Enterprises, Inc. company guaranty sr. unsec. notes     
6 1/2s, 2019  80,000  77,400 

Tyson Foods, Inc. sr. unsec. unsub. notes 10 1/2s, 2014  45,000  51,975 

United Rentals North America, Inc. company guaranty sr. unsec.     
sub. notes 8 3/8s, 2020  85,000  77,775 

United Rentals North America, Inc. company guaranty sr. unsec.     
unsub. notes 9 1/4s, 2019  30,000  31,125 

Wendy’s Co. (The) company guaranty sr. unsec. unsub. notes     
10s, 2016  175,000  184,188 

West Corp. company guaranty sr. unsec. notes 7 7/8s, 2019  120,000  112,800 

WPP Finance UK company guaranty sr. unsec. notes 8s, 2014     
(United Kingdom)  295,000  333,876 

    9,578,640 
Energy (2.7%)     
Alpha Natural Resources, Inc. company guaranty sr. unsec. notes     
6 1/4s, 2021  75,000  69,938 

Alpha Natural Resources, Inc. company guaranty sr. unsec. notes     
6s, 2019  80,000  74,800 

Anadarko Finance Co. company guaranty sr. unsec. unsub. notes     
Ser. B, 7 1/2s, 2031  585,000  692,769 

Anadarko Petroleum Corp. sr. notes 5.95s, 2016  30,000  32,735 

Anadarko Petroleum Corp. sr. unsec. notes 6 3/8s, 2017  30,000  33,655 

Apache Corp. sr. unsec. unsub. notes 3 5/8s, 2021  425,000  444,360 

Arch Coal, Inc. company guaranty sr. unsec. notes 7 1/4s, 2020  75,000  72,000 

Arch Coal, Inc. 144A company guaranty sr. unsec. notes 7s, 2019  100,000  95,000 

Arch Western Finance, LLC company guaranty sr. notes     
6 3/4s, 2013  99,000  98,753 

ATP Oil & Gas Corp. company guaranty sr. notes 11 7/8s, 2015  45,000  31,331 

BP Capital Markets PLC company guaranty sr. unsec. unsub.     
notes 3.2s, 2016 (United Kingdom)  570,000  593,842 

Brigham Exploration Co. company guaranty sr. unsec. notes     
6 7/8s, 2019  55,000  53,625 

 

47



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Energy cont.     
Brigham Exploration Co. company guaranty sr. unsec. notes     
8 3/4s, 2018  $55,000  $58,850 

Carrizo Oil & Gas, Inc. company guaranty sr. unsec. notes     
8 5/8s, 2018  160,000  156,800 

Chaparral Energy, Inc. company guaranty sr. unsec. notes     
9 7/8s, 2020  155,000  155,000 

Chaparral Energy, Inc. company guaranty sr. unsec. notes     
8 7/8s, 2017  155,000  150,350 

Chesapeake Energy Corp. sr. unsec. notes 7 5/8s, 2013  230,000  240,925 

Chesapeake Midstream Partners LP/CHKM Finance Corp. 144A     
company guaranty sr. unsec. notes 5 7/8s, 2021  40,000  38,000 

Complete Production Services, Inc. company guaranty 8s, 2016  80,000  80,000 

Concho Resources, Inc. company guaranty sr. unsec. notes     
6 1/2s, 2022  110,000  106,700 

CONSOL Energy, Inc. company guaranty sr. unsec. notes     
8 1/4s, 2020  380,000  399,950 

CONSOL Energy, Inc. company guaranty sr. unsec. notes 8s, 2017  20,000  20,900 

CONSOL Energy, Inc. 144A company guaranty sr. unsec. notes     
6 3/8s, 2021  30,000  28,950 

Crosstex Energy LP/Crosstex Energy Finance Corp. company     
guaranty sr. unsec. notes 8 7/8s, 2018  230,000  235,750 

Denbury Resources, Inc. company guaranty sr. unsec. sub. notes     
8 1/4s, 2020  109,000  114,995 

Denbury Resources, Inc. company guaranty sr. unsec. sub. notes     
6 3/8s, 2021  45,000  43,425 

EXCO Resources, Inc. company guaranty sr. unsec. notes     
7 1/2s, 2018  215,000  192,425 

Ferrellgas LP/Ferrellgas Finance Corp. sr. unsec. notes     
9 1/8s, 2017  60,000  60,600 

Ferrellgas LP/Ferrellgas Finance Corp. sr. unsec. notes     
6 1/2s, 2021  55,000  46,750 

Forbes Energy Services Ltd. 144A company guaranty sr. unsec.     
notes 9s, 2019  150,000  138,750 

Frac Tech Services, LLC/Frac Tech Finance, Inc. 144A company     
guaranty sr. notes 7 1/8s, 2018  95,000  96,425 

Gazprom OAO Via Gaz Capital SA 144A sr. unsec. 6.51s,     
2022 (Russia)  438,000  429,240 

Gazprom Via Gaz Capital SA 144A company guaranty sr. unsec.     
bond 8.146s, 2018 (Russia)  288,000  316,086 

Gazprom Via OAO White Nights Finance BV notes 10 1/2s, 2014     
(Netherlands)  1,200,000  1,333,980 

Goodrich Petroleum Corp. 144A sr. notes 8 7/8s, 2019  165,000  159,225 

Helix Energy Solutions Group, Inc. 144A sr. unsec. notes     
9 1/2s, 2016  265,000  268,975 

Hercules Offshore, Inc. 144A sr. notes 10 1/2s, 2017  50,000  47,250 

Hornbeck Offshore Services, Inc. sr. notes Ser. B, 6 1/8s, 2014  35,000  34,475 

Inergy LP/Inergy Finance Corp. company guaranty sr. unsec.     
notes 6 7/8s, 2021  125,000  113,750 

Kerr-McGee Corp. company guaranty sr. unsec. unsub. notes     
7 7/8s, 2031  40,000  49,189 

 

48



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Energy cont.     
Key Energy Services, Inc. company guaranty unsec. unsub. notes     
6 3/4s, 2021  $85,000  $81,813 

Laredo Petroleum, Inc. 144A sr. notes 9 1/2s, 2019  90,000  94,500 

Marathon Petroleum Corp. 144A sr. unsec. notes 6 1/2s, 2041  125,000  134,851 

MEG Energy Corp. 144A company guaranty sr. unsec. notes 6 1/2s,     
2021 (Canada)  50,000  47,875 

Milagro Oil & Gas 144A notes 10 1/2s, 2016  110,000  88,000 

Motiva Enterprises, LLC 144A sr. notes 5.2s, 2012  70,000  72,611 

Newfield Exploration Co. sr. sub. notes 6 5/8s, 2016  165,000  166,650 

Newfield Exploration Co. sr. unsec. notes 5 3/4s, 2022  50,000  49,438 

Noble Holding International, Ltd. company guaranty sr. unsec.     
notes 6.05s, 2041  285,000  325,951 

Offshore Group Investments, Ltd. company guaranty sr. notes     
11 1/2s, 2015 (Cayman Islands)  120,000  123,600 

Offshore Group Investments, Ltd. 144A company guaranty     
sr. notes 11 1/2s, 2015 (Cayman Islands)  50,000  51,500 

OPTI Canada, Inc. company guaranty sr. sec. notes 8 1/4s, 2014     
(Canada) (In default) †  35,000  22,050 

OPTI Canada, Inc. company guaranty sr. sec. notes 7 7/8s, 2014     
(Canada) (In default) †  65,000  40,950 

Peabody Energy Corp. company guaranty 7 3/8s, 2016  240,000  263,700 

Peabody Energy Corp. company guaranty sr. unsec. unsub. notes     
6 1/2s, 2020  20,000  21,025 

Petroleos de Venezuela SA sr. unsec. notes 4.9s, 2014 (Venezuela)  2,165,000  1,474,906 

Petroleum Development Corp. company guaranty sr. unsec. notes     
12s, 2018  255,000  272,850 

Plains Exploration & Production Co. company guaranty     
7 3/4s, 2015  40,000  41,200 

Plains Exploration & Production Co. company guaranty 7s, 2017  185,000  185,000 

Quicksilver Resources, Inc. company guaranty 7 1/8s, 2016  20,000  17,600 

Quicksilver Resources, Inc. sr. notes 11 3/4s, 2016  185,000  199,800 

Range Resources Corp. company guaranty sr. sub. notes     
6 3/4s, 2020  85,000  90,525 

Rosetta Resources, Inc. company guaranty sr. unsec. notes     
9 1/2s, 2018  125,000  127,500 

Sabine Pass LNG LP sec. notes 7 1/2s, 2016  165,000  152,625 

SandRidge Energy, Inc. 144A company guaranty sr. unsec. notes     
7 1/2s, 2021  50,000  46,000 

SandRidge Energy, Inc. 144A company guaranty sr. unsec. unsub.     
notes 8s, 2018  90,000  84,600 

Shell International Finance BV company guaranty sr. unsec. notes     
3.1s, 2015 (Netherlands)  585,000  620,924 

SM Energy Co. 144A sr. unsec. notes 6 5/8s, 2019  50,000  49,750 

Statoil ASA company guaranty sr. unsec. notes 5.1s, 2040 (Norway)  170,000  198,606 

Total Capital SA company guaranty sr. unsec. unsub. notes 3s,     
2015 (France)  395,000  417,760 

Trinidad Drilling, Ltd. 144A sr. unsec. notes 7 7/8s, 2019 (Canada)  20,000  19,900 

Unit Corp. company guaranty sr. sub. notes 6 5/8s, 2021  60,000  59,766 

 

49



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Energy cont.     
Weatherford Bermuda company guaranty sr. unsec. notes 9 7/8s,     
2039 (Switzerland)  $270,000  $382,691 

Weatherford International, Inc. company guaranty sr. unsec.     
unsub. notes 6.8s, 2037  90,000  97,250 

Weatherford International, Inc. company guaranty sr. unsec.     
unsub. notes 6.35s, 2017  100,000  112,951 

Weatherford International, Ltd. sr. notes 5 1/2s, 2016     
(Switzerland)  105,000  114,360 

Whiting Petroleum Corp. company guaranty 7s, 2014  85,000  90,525 

Williams Cos., Inc. (The) notes 7 3/4s, 2031  15,000  18,007 

Williams Cos., Inc. (The) sr. unsec. notes 7 7/8s, 2021  48,000  56,905 

    13,927,038 
Financials (6.2%)     
Abbey National Treasury Service bank guaranty sr. unsec. unsub.     
notes FRN 1.832s, 2014 (United Kingdom)  255,000  242,945 

ACE Cash Express, Inc. 144A sr. notes 11s, 2019  85,000  75,438 

Aflac, Inc. sr. unsec. notes 6.9s, 2039  135,000  138,557 

Ally Financial, Inc. company guaranty sr. notes 6 1/4s, 2017  80,000  69,689 

Ally Financial, Inc. company guaranty sr. unsec. unsub. notes     
8.3s, 2015  115,000  113,706 

Ally Financial, Inc. company guaranty sr. unsec. unsub. notes     
8s, 2020  50,000  46,281 

Ally Financial, Inc. company guaranty sr. unsec. unsub. notes     
7 1/2s, 2020  50,000  45,250 

Ally Financial, Inc. company guaranty sr. unsec. unsub. notes FRN     
2.526s, 2014  114,000  97,869 

Ally Financial, Inc. unsec. sub. notes 8s, 2018  60,000  54,600 

American Express Co. sr. unsec. notes 8 1/8s, 2019  625,000  788,820 

American International Group, Inc. jr. sub. bonds FRB 8.175s, 2058  205,000  180,913 

American International Group, Inc. sr. unsec. Ser. MTN, 5.85s, 2018  639,000  634,660 

American International Group, Inc. sr. unsec. unsub. notes     
4 1/4s, 2014  355,000  346,153 

Bank of America NA sub. notes Ser. BKNT, 5.3s, 2017  750,000  677,369 

Bank of Montreal sr. unsec. bond 2 1/8s, 2013 (Canada)  200,000  204,461 

Bank of New York Mellon Corp. (The) sr. unsec. notes 4.3s, 2014  160,000  172,634 

Bank of New York Mellon Corp. (The) sr. unsec. notes 2.95s, 2015  140,000  145,412 

Bank of New York Mellon Corp. (The) 144A sr. unsec. notes     
Ser. MTN, 2 1/2s, 2016  65,000  66,304 

BankAmerica Capital III bank guaranteed jr. unsec. FRN     
0.819s, 2027  1,146,000  710,620 

Barclays Bank PLC jr. unsec. sub. notes FRN 6.278s, 2049     
(United Kingdom)  325,000  213,281 

Barclays Bank PLC 144A jr. unsec. sub. notes FRN 6.86s, 2049     
(United Kingdom)  200,000  144,000 

Barclays Bank PLC 144A sub. notes 10.179s, 2021     
(United Kingdom)  275,000  290,972 

Bear Stearns Cos., Inc. (The) notes 5.7s, 2014  5,000  5,392 

Bear Stearns Cos., Inc. (The) sr. unsec. notes 7 1/4s, 2018  46,000  54,224 

Bosphorus Financial Services, Ltd. 144A sr. notes FRN 2.086s, 2012  75,250  75,050 

 

50



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Financials cont.     
Camden Property Trust sr. unsec. notes 4 7/8s, 2023 R  $140,000  $142,045 

Capital One Capital III company guaranty 7.686s, 2036  811,000  792,753 

Capital One Capital IV company guaranty jr. unsec. sub. notes     
FRN 6.745s, 2037  100,000  95,500 

CB Richard Ellis Services, Inc. company guaranty sr. unsec. notes     
6 5/8s, 2020  70,000  67,200 

CB Richard Ellis Services, Inc. company guaranty sr. unsec. sub.     
notes 11 5/8s, 2017  35,000  39,463 

CIT Group, Inc. 144A bonds 7s, 2017  995,000  965,150 

CIT Group, Inc. 144A bonds 7s, 2016  430,000  417,100 

Citigroup, Inc. sr. notes 6 1/2s, 2013  810,000  852,360 

Citigroup, Inc. sub. notes 5s, 2014  225,000  220,671 

Citigroup, Inc. unsec. sub. notes 6 5/8s, 2032  976,000  943,403 

CNO Financial Group, Inc. 144A company guaranty sr. notes     
9s, 2018  115,000  119,025 

Community Choice Financial, Inc. 144A sr. notes 10 3/4s, 2019  205,000  198,850 

Credit Suisse First Boston USA, Inc. company guaranty sr. unsec.     
unsub. notes 6 1/8s, 2011  180,000  180,863 

Credit Suisse Guernsey, Ltd. jr. unsec. sub. notes FRN 5.86s, 2017     
(United Kingdom)  581,000  456,085 

Deutsche Bank AG/London sr. unsec. notes 3 7/8s, 2014     
(United Kingdom)  155,000  158,192 

Deutsche Bank Capital Funding Trust VII 144A jr. unsec. sub. bonds     
FRB 5.628s, perpetual maturity  1,000,000  670,000 

Duke Realty LP sr. unsec. notes 6 1/2s, 2018 R  339,000  364,416 

E*Trade Financial Corp. sr. notes 6 3/4s, 2016  150,000  149,625 

E*Trade Financial Corp. sr. unsec. unsub. notes 12 1/2s, 2017  20,000  22,550 

GATX Financial Corp. notes 5.8s, 2016  130,000  145,173 

GE Capital Trust I unsec. sub. bonds FRB 6 3/8s, 2067  1,450,000  1,397,438 

General Electric Capital Corp. sr. unsec. notes 6 3/4s, 2032  525,000  599,325 

Goldman Sachs Group, Inc. (The) sr. notes 7 1/2s, 2019  1,105,000  1,214,112 

Goldman Sachs Group, Inc. (The) sub. notes 6 3/4s, 2037  270,000  244,117 

Highwood Realty LP sr. unsec. bonds 5.85s, 2017 R  290,000  305,876 

HSBC Finance Capital Trust IX FRN 5.911s, 2035  400,000  332,000 

HSBC Finance Corp. 144A sr. unsec. sub. notes 6.676s, 2021  310,000  304,675 

HSBC Holdings PLC sub. notes 6 1/2s, 2037 (United Kingdom)  500,000  490,762 

HUB International Holdings, Inc. 144A sr. sub. notes 10 1/4s, 2015  80,000  74,000 

HUB International Holdings, Inc. 144A sr. unsec. unsub. notes     
9s, 2014  23,000  22,080 

Icahn Enterprises LP/Icahn Enterprises Finance Corp. company     
guaranty sr. unsec. notes 8s, 2018  195,000  194,269 

International Lease Finance Corp. sr. unsec. notes 6 1/4s, 2019  25,000  21,750 

JPMorgan Chase & Co. sr. notes 6s, 2018  336,000  374,180 

JPMorgan Chase Capital XVIII bonds Ser. R, 6.95s, 2036  1,460,000  1,456,404 

Leucadia National Corp. sr. unsec. notes 7 1/8s, 2017  95,000  96,900 

Liberty Mutual Insurance Co. 144A notes 7.697s, 2097  510,000  481,950 

Merrill Lynch & Co., Inc. sr. unsec. notes Ser. MTN, 6 7/8s, 2018  236,000  236,085 

MetLife Capital Trust IV 144A jr. sub. debs. 7 7/8s, 2037  385,000  379,225 

 

51



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Financials cont.     
MPT Operating Partnership LP/MPT Finance Corp. 144A company     
guaranty sr. notes 6 7/8s, 2021 R  $45,000  $42,750 

National Money Mart Co. company guaranty sr. unsec. unsub.     
notes 10 3/8s, 2016 (Canada)  100,000  102,500 

Nationwide Financial Services notes 5 5/8s, 2015  425,000  451,704 

Nuveen Investments, Inc. company guaranty sr. unsec. unsub.     
notes 10 1/2s, 2015  100,000  92,250 

Omega Healthcare Investors, Inc. company guaranty sr. unsec.     
notes 6 3/4s, 2022 R  105,000  100,144 

OneAmerica Financial Partners, Inc. 144A bonds 7s, 2033  1,129,000  1,175,658 

OneBeacon US Holdings, Inc. company guaranty sr. unsec. notes     
5 7/8s, 2013  249,000  255,208 

Progressive Corp. (The) jr. unsec. sub. notes FRN 6.7s, 2037  190,000  188,575 

Provident Funding Associates LP/PFG Finance Corp. 144A     
sr. notes 10 1/4s, 2017  20,000  19,500 

Provident Funding Associates LP/PFG Finance Corp. 144A     
sr. notes 10 1/8s, 2019  110,000  95,150 

Prudential Financial, Inc. jr. unsec. sub. notes FRN 8 7/8s, 2038  370,000  395,739 

Residential Capital LLC company guaranty jr. notes 9 5/8s, 2015  205,000  158,875 

Royal Bank of Scotland PLC (The) bank guaranty sr. unsec. unsub.     
notes 3.95s, 2015 (United Kingdom)  340,000  319,684 

Russian Agricultural Bank OJSC Via RSHB Capital SA 144A notes     
7 3/4s, 2018 (Russia)  100,000  104,250 

Russian Agricultural Bank OJSC Via RSHB Capital SA 144A notes     
7 1/8s, 2014 (Russia)  100,000  102,000 

Sabra Health Care LP/Sabra Capital Corp. company guaranty     
sr. unsec. unsub. notes 8 1/8s, 2018 R  65,000  60,450 

Santander Holdings USA, Inc. sr. unsec. unsub. notes 4 5/8s, 2016  93,000  89,595 

Simon Property Group LP sr. unsec. notes 6 1/8s, 2018 R  297,000  333,934 

Simon Property Group LP sr. unsec. unsub. notes 5 1/4s, 2016 R  7,000  7,625 

SLM Corp. sr. notes Ser. MTN, 8s, 2020  155,000  153,016 

SLM Corp. sr. unsec. unsub. notes Ser. MTN, 8.45s, 2018  110,000  114,418 

Springleaf Finance Corp. sr. unsec. notes Ser. MTNI, 4 7/8s, 2012  55,000  51,425 

USI Holdings Corp. 144A company guaranty sr. unsec. notes FRN     
4.161s, 2014  20,000  17,400 

Ventas Realty LP/Capital Corp. company guaranty 9s, 2012 R  295,000  304,949 

Ventas Realty LP/Capital Corp. sr. notes 6 3/4s, 2017 R  140,000  145,843 

Vnesheconombank Via VEB Finance PLC 144A bank guaranteed     
bonds 6.8s, 2025 (Russia)  2,200,000  2,073,500 

Vornado Realty LP sr. unsec. unsub. notes 4 1/4s, 2015 R  180,000  186,654 

VTB Bank OJSC Via VTB Capital SA sr. notes 6 1/4s, 2035 (Russia)  600,000  579,000 

VTB Bank OJSC Via VTB Capital SA 144A sr. unsec. notes 6 7/8s,     
2018 (Russia)  1,887,000  1,905,870 

Wachovia Bank NA sub. notes Ser. BKNT, 6s, 2017  500,000  554,060 

Wachovia Corp. sr. unsec. notes 5 3/4s, 2017  60,000  67,545 

Westpac Banking Corp. sr. unsec. bonds 3s, 2015 (Australia)  155,000  157,510 

Westpac Banking Corp. sr. unsec. notes 4 7/8s, 2019 (Australia)  80,000  83,237 

 

52



CORPORATE BONDS AND NOTES (24.3%)* cont.    Principal amount  Value 

 
Financials cont.       
Westpac Capital Trust III 144A unsec. sub. notes FRN 5.819s,       
perpetual maturity (Australia)    $230,000  $224,009 

Willis Group North America, Inc. company guaranty 6.2s, 2017    40,000  43,679 

ZFS Finance USA Trust V 144A bonds FRB 6 1/2s, 2037    411,000  361,680 

      31,939,558 
Health care (1.1%)       
Abbott Laboratories sr. unsec. notes 5 7/8s, 2016    126,000  148,326 

Aetna, Inc. sr. unsec. unsub. notes 6 3/4s, 2037    318,000  407,042 

Amgen, Inc. sr. unsec. notes 3.45s, 2020    500,000  515,649 

AstraZeneca PLC sr. unsec. unsub. notes 6.45s, 2037       
(United Kingdom)    99,000  132,839 

Aviv Healthcare Properties LP company guaranty sr. unsec. notes     
7 3/4s, 2019    80,000  75,400 

Biomet, Inc. company guaranty sr. unsec. notes 10s, 2017    110,000  113,300 

Capella Healthcare, Inc. 144A company guaranty sr.       
notes 9 1/4s, 2017    115,000  109,250 

CDRT Merger Sub, Inc. 144A company guaranty sr. unsec. notes     
8 1/8s, 2019    90,000  83,250 

CHS/Community Health Systems, Inc. company guaranty       
sr. unsec. sub. notes 8 7/8s, 2015    225,000  221,063 

CIGNA Corp. sr. unsec. unsub. notes 4 1/2s, 2021    350,000  362,585 

ConvaTec Healthcare E SA 144A sr. notes 7 3/8s, 2017       
(Luxembourg)  EUR  100,000  122,825 

ConvaTec Healthcare E SA 144A sr. unsec. notes 10 1/2s, 2018     
(Luxembourg)    $130,000  114,400 

DaVita, Inc. company guaranty sr. unsec. notes 6 5/8s, 2020    55,000  52,800 

DaVita, Inc. company guaranty sr. unsec. notes 6 3/8s, 2018    80,000  76,800 

Elan Finance PLC/Elan Finance Corp. company guaranty sr. unsec.     
notes 8 3/4s, 2016 (Ireland)    165,000  170,775 

Endo Pharmaceuticals Holdings, Inc. 144A company guaranty       
sr. unsec. notes 7s, 2019    130,000  130,488 

Giant Funding Corp. 144A sr. notes 8 1/4s, 2018 (Spain)    110,000  110,000 

HCA, Inc. sr. notes 6 1/2s, 2020    350,000  340,375 

HCA, Inc. sr. unsec. notes 7 1/2s, 2022    100,000  91,500 

Health Management Associates, Inc. sr. notes 6 1/8s, 2016    125,000  122,813 

IASIS Healthcare, LLC/IASIS Capital Corp. 144A       
sr. notes 8 3/8s, 2019    185,000  149,850 

Johnson & Johnson sr. unsec. notes 4.85s, 2041    335,000  395,857 

Multiplan, Inc. 144A company guaranty sr. notes 9 7/8s, 2018    85,000  84,150 

Quest Diagnostics, Inc. company guaranty sr. unsec. notes 6.95s, 2037  135,000  169,423 

Select Medical Corp. company guaranty 7 5/8s, 2015    66,000  57,173 

Surgical Care Affiliates, Inc. 144A sr. sub. notes 10s, 2017    35,000  33,250 

Surgical Care Affiliates, Inc. 144A sr. unsec. notes 8 7/8s, 2015 ‡‡  38,449  36,911 

Teleflex, Inc. company guaranty sr. unsec. sub. notes 6 7/8s, 2019  80,000  79,200 

Tenet Healthcare Corp. company guaranty sr. notes 10s, 2018    34,000  36,805 

Tenet Healthcare Corp. sr. notes 9s, 2015    45,000  47,475 

Tenet Healthcare Corp. sr. notes 8 7/8s, 2019    115,000  121,613 

 

53



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Health care cont.     
Teva Pharmaceutical Finance II BV/Teva Pharmaceutical     
Finance III LLC company guaranty sr. unsec. unsub. notes 3s,     
2015 (Netherland Antilles)  $410,000  $429,539 

United Surgical Partners International, Inc. company guaranty     
sr. unsec. sub. notes 8 7/8s, 2017  85,000  85,000 

Valeant Pharmaceuticals International 144A company guaranty     
sr. notes 7s, 2020  35,000  30,975 

Valeant Pharmaceuticals International 144A company guaranty     
sr. unsec. notes 6 7/8s, 2018  25,000  22,625 

Valeant Pharmaceuticals International 144A sr. notes 6 3/4s, 2017  35,000  32,244 

Vanguard Health Systems, Inc. sr. unsec. notes zero %, 2016  4,000  2,600 

WellPoint, Inc. notes 7s, 2019  260,000  321,265 

    5,637,435 
Miscellaneous (—%)     
Dolphin Subsidiary II, Inc. 144A sr. unsec. notes 7 1/4s, 2021  65,000  63,050 

Dolphin Subsidiary II, Inc. 144A sr. unsec. notes 6 1/2s, 2016  145,000  143,188 

    206,238 
Technology (1.2%)     
Advanced Micro Devices, Inc. sr. unsec. notes 8 1/8s, 2017  25,000  25,000 

Advanced Micro Devices, Inc. sr. unsec. notes 7 3/4s, 2020  120,000  117,600 

Avaya, Inc. company guaranty sr. unsec. notes 10 1/8s, 2015 ‡‡  105,000  76,913 

Avaya, Inc. company guaranty sr. unsec. notes 9 3/4s, 2015  135,000  98,550 

Avaya, Inc. 144A company guaranty sr. notes 7s, 2019  5,000  4,250 

Ceridian Corp. company guaranty sr. unsec. notes 12 1/4s, 2015 ‡‡  220,000  177,100 

Cisco Systems, Inc. company guaranty sr. unsec. unsub. notes     
3.15s, 2017  595,000  625,459 

Computer Sciences Corp. sr. unsec. notes 6 1/2s, 2018  325,000  351,045 

Dell, Inc. sr. unsec. notes 5 7/8s, 2019  365,000  415,671 

Eagle Parent Inc. 144A sr. notes 8 5/8s, 2019 (Canada)  120,000  108,600 

Fidelity National Information Services, Inc. company guaranty     
sr. unsec. notes 7 7/8s, 2020  60,000  62,400 

Fidelity National Information Services, Inc. company guaranty     
sr. unsec. notes 7 5/8s, 2017  20,000  20,800 

First Data Corp. company guaranty sr. unsec. notes 10.55s, 2015 ‡‡  178,199  148,351 

First Data Corp. 144A company guaranty notes 8 1/4s, 2021  100,000  79,000 

First Data Corp. 144A company guaranty sr. notes 7 3/8s, 2019  65,000  57,688 

First Data Corp. 144A sr. bonds 12 5/8s, 2021  180,000  133,200 

Freescale Semiconductor, Inc. company guaranty sr. unsec. notes     
10 3/4s, 2020  107,000  107,000 

Freescale Semiconductor, Inc. 144A company guaranty sr. notes     
9 1/4s, 2018  210,000  215,775 

Hewlett-Packard Co. sr. unsec. notes 6 1/8s, 2014  125,000  136,653 

Hewlett-Packard Co. sr. unsec. notes 5 1/2s, 2018  183,000  204,189 

Iron Mountain, Inc. company guaranty 8 3/4s, 2018  5,000  5,100 

Iron Mountain, Inc. company guaranty sr. sub. notes 7 3/4s, 2019  45,000  44,550 

Iron Mountain, Inc. company guaranty sr. unsec. sub. notes 8s, 2020  25,000  25,313 

Jazz Technologies, Inc. company guaranty sr. unsec. notes 8s, 2015 F  119,000  117,215 

Microsoft Corp. sr. unsec. unsub. notes 4.2s, 2019  475,000  526,071 

 

54



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Technology cont.     
NXP BV/NXP Funding, LLC 144A company guaranty sr. notes     
9 3/4s, 2018 (Netherlands)  $195,000  $203,775 

Oracle Corp. 144A notes 3 7/8s, 2020  290,000  309,924 

Oracle Corp. 144A sr. notes 5 3/8s, 2040  310,000  358,985 

Pitney Bowes, Inc. sr. unsec. unsub. notes Ser. MTN, 5 1/4s, 2037  420,000  426,258 

Seagate HDD Cayman 144A company guaranty sr. unsec. notes     
7 3/4s, 2018 (Cayman Islands)  75,000  73,500 

SunGard Data Systems, Inc. 144A sr. unsec. notes 7 5/8s, 2020  165,000  153,450 

Syniverse Holdings, Inc. company guaranty sr. unsec. notes     
9 1/8s, 2019  105,000  102,900 

Xerox Corp. sr. unsec. notes 6 3/4s, 2039  230,000  272,791 

Xerox Corp. sr. unsec. unsub. notes 5 5/8s, 2019  164,000  177,342 

    5,962,418 
Transportation (0.4%)     
AMGH Merger Sub, Inc. 144A company guaranty sr. notes     
9 1/4s, 2018  230,000  231,150 

Burlington Northern Santa Fe Corp. sr. unsec. unsub. notes     
5 3/4s, 2040  300,000  350,236 

Burlington Northern Santa Fe, LLC sr. unsec. notes 5.4s, 2041  130,000  145,571 

Delta Air Lines, Inc. sr. notes Ser. A, 7 3/4s, 2019  158,921  166,867 

Kansas City Southern de Mexico SA de CV sr. unsec. unsub. notes     
8s, 2018 (Mexico)  55,000  59,744 

Kansas City Southern de Mexico SA de CV sr. unsec. unsub. notes     
6 1/8s, 2021 (Mexico)  20,000  19,800 

Northwest Airlines Corp. pass-through certificates Ser. 00-1,     
7.15s, 2019  399,481  399,481 

Swift Services Holdings, Inc. company guaranty sr. notes     
10s, 2018  125,000  111,250 

Union Pacific Corp. 144A pass-through certificates 5.214s, 2014  100,000  110,300 

United AirLines, Inc. pass-through certificates Ser. 07-A,     
6.636s, 2022  108,099  104,315 

Western Express, Inc. 144A sr. notes 12 1/2s, 2015  115,000  77,050 

    1,775,764 
Utilities and power (2.6%)     
AES Corp. (The) sr. unsec. unsub. notes 8s, 2017  150,000  150,750 

AES Corp. (The) 144A sr. notes 7 3/8s, 2021  135,000  127,575 

Appalachian Power Co. sr. notes Ser. L, 5.8s, 2035  120,000  136,059 

Arizona Public Services Co. sr. unsec. notes 5.05s, 2041  155,000  168,929 

Atmos Energy Corp. sr. unsec. sub. notes 8 1/2s, 2019  55,000  74,262 

Beaver Valley Funding Corp. sr. bonds 9s, 2017  483,000  518,360 

Boardwalk Pipelines LP company guaranty 5 7/8s, 2016  288,000  322,545 

Bruce Mansfield Unit pass-through certificates 6.85s, 2034  973,578  1,041,729 

Calpine Corp. 144A company guaranty sr. notes 7 7/8s, 2020  75,000  73,500 

Calpine Corp. 144A sr. notes 7 1/4s, 2017  175,000  168,875 

Colorado Interstate Gas Co., LLC debs. 6.85s, 2037 (Canada)  25,000  29,038 

Commonwealth Edison Co. 1st mtge. 5.9s, 2036  448,000  536,652 

Dominion Resources, Inc. jr. sub. notes FRN Ser. 06-B,     
2.669s, 2066  853,000  759,170 

Dominion Resources, Inc. unsub. notes 5.7s, 2012  126,000  131,518 

 

55



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Utilities and power cont.     
Dynegy Holdings, LLC sr. unsec. notes 7 3/4s, 2019  $280,000  $169,400 

Edison Mission Energy sr. unsec. notes 7 3/4s, 2016  40,000  26,800 

Edison Mission Energy sr. unsec. notes 7 1/2s, 2013  20,000  18,600 

Edison Mission Energy sr. unsec. notes 7.2s, 2019  135,000  76,950 

Edison Mission Energy sr. unsec. notes 7s, 2017  5,000  2,975 

El Paso Corp. sr. notes Ser. GMTN, 7 3/4s, 2032  35,000  40,539 

El Paso Corp. sr. unsec. notes 7s, 2017  210,000  235,235 

Electricite de France 144A notes 6 1/2s, 2019 (France)  245,000  286,374 

Energy Future Holdings Corp. company guaranty sr. notes     
10s, 2020  75,000  72,750 

Energy Future Intermediate Holding Co., LLC/EFIH Finance, Inc.     
sr. notes 10s, 2020  107,000  104,325 

Energy Transfer Equity LP company guaranty sr. unsec. notes     
7 1/2s, 2020  140,000  143,850 

Energy Transfer Partners LP sr. unsec. unsub. notes 5.65s, 2012  205,000  211,298 

Energy Transfer Partners LP sr. unsec. unsub. notes 4.65s, 2021  195,000  185,104 

Enterprise Products Operating, LLC company guaranty sr. unsec.     
unsub. notes 5.95s, 2041  420,000  450,468 

Enterprise Products Operating, LLC company guaranty sr. unsec.     
unsub. notes 3.2s, 2016  40,000  40,901 

GenOn Energy, Inc. sr. unsec. notes 9 7/8s, 2020  180,000  168,300 

Ipalco Enterprises, Inc. 144A sr. notes 7 1/4s, 2016  65,000  66,788 

ITC Holdings Corp. 144A notes 5 7/8s, 2016  988,000  1,118,732 

ITC Holdings Corp. 144A sr. unsec. notes 6.05s, 2018  225,000  256,879 

Kansas Gas & Electric Co. bonds 5.647s, 2021  62,078  64,617 

Kinder Morgan Energy Partners LP sr. unsec. notes 6.85s, 2020  300,000  354,201 

MidAmerican Funding, LLC sr. sec. bonds 6.927s, 2029  970,000  1,227,486 

Nevada Power Co. mtge. sec. notes 7 1/8s, 2019  310,000  388,175 

NRG Energy, Inc. company guaranty 7 3/8s, 2017  55,000  56,650 

NRG Energy, Inc. 144A company guaranty sr. unsec. notes     
7 7/8s, 2021  265,000  242,475 

NV Energy, Inc. sr. unsec. notes 6 1/4s, 2020  125,000  130,483 

Pacific Gas & Electric Co. 1st mtge. 6.05s, 2034  153,000  182,610 

Potomac Edison Co. 144A 1st mtge. 5.8s, 2016  985,000  1,127,751 

Power Receivable Finance, LLC 144A sr. notes 6.29s, 2012  21,136  21,157 

PSEG Power, LLC company guaranty sr. unsec. notes 5.32s, 2016  90,000  99,536 

Public Service Electric & Gas Co. sr. notes Ser. MTN, 5 1/2s, 2040  215,000  261,064 

Puget Sound Energy, Inc. jr. sub. FRN Ser. A, 6.974s, 2067  337,000  335,315 

Spectra Energy Capital, LLC sr. notes 8s, 2019  215,000  269,476 

Teco Finance, Inc. company guaranty sr. unsec. unsub. notes     
6 3/4s, 2015  5,000  5,649 

Texas Competitive/Texas Competitive Electric Holdings Co., LLC     
company guaranty sr. unsec. notes 10 1/2s, 2016 ‡‡  324,063  136,106 

Texas Competitive/Texas Competitive Electric Holdings Co., LLC     
144A company guaranty sr. notes 15s, 2021  130,000  79,300 

Texas Competitive/Texas Competitive Electric Holdings Co., LLC     
144A company guaranty sr. notes 11 1/2s, 2020  165,000  132,000 

 

56



CORPORATE BONDS AND NOTES (24.3%)* cont.  Principal amount  Value 

 
Utilities and power cont.     
Trans-Canada Pipelines, Ltd. jr. unsec. sub. notes FRN 6.35s,     
2067 (Canada)  $155,000  $154,334 

Union Electric Co. sr. sec. notes 6.4s, 2017  265,000  314,911 

West Penn Power Co. 144A 1st mtge. 5.95s, 2017  45,000  53,446 

    13,551,972 
 
Total corporate bonds and notes (cost $119,756,940)    $125,100,444 
 
 
MORTGAGE-BACKED SECURITIES (7.8%)*  Principal amount  Value 

 
Adjustable Rate Mortgage Trust FRB Ser. 06-1, Class 5A1,     
3.364s, 2036  $434,879  $191,347 

Banc of America Commercial Mortgage, Inc. Ser. 06-5, Class A2,     
5.317s, 2047  2,021,435  2,033,145 

Banc of America Commercial Mortgage, Inc. 144A     
Ser. 07-5, Class XW, IO, 0.587s, 2051  17,931,994  293,798 
Ser. 04-5, Class XC, IO, 0.473s, 2041  6,812,934  122,251 
Ser. 04-4, Class XC, IO, 0.458s, 2042  4,680,980  97,655 
Ser. 05-1, Class XW, IO, 0.094s, 2042  17,687,506  9,410 

Bear Stearns Commercial Mortgage Securities, Inc.     
FRB Ser. 00-WF2, Class F, 8.588s, 2032  124,000  129,397 
Ser. 05-PWR9, Class A2, 4.735s, 2042  581,900  580,248 
Ser. 04-PR3I, Class X1, IO, 0.314s, 2041  3,582,998  63,321 

Bear Stearns Commercial Mortgage Securities, Inc. 144A     
Ser. 06-PW14, Class X1, IO, 0.255s, 2038  7,859,285  120,640 

Citigroup Commercial Mortgage Trust 144A Ser. 06-C5, Class XC,     
IO, 0.21s, 2049  79,073,320  978,928 

Commercial Mortgage Pass-Through Certificates 144A     
Ser. 06-C8, Class XS, IO, 0.237s, 2046  37,199,638  451,255 
Ser. 05-C6, Class XC, IO, 0.103s, 2044  12,771,853  73,958 

Countrywide Alternative Loan Trust FRB Ser. 05-84, Class 4A1,     
5.736s, 2036  2,351,375  1,387,311 

Credit Suisse Mortgage Capital Certificates     
Ser. 07-C1, Class AAB, 5.336s, 2040  738,000  770,251 
Ser. 06-C5, Class AX, IO, 0.211s, 2039  15,299,714  226,069 

CS First Boston Mortgage Securities Corp.     
Ser. 05-C5, Class AJ, 5.1s, 2038  268,000  242,664 
Ser. 05-C5, Class AM, 5.1s, 2038  184,000  189,118 

CS First Boston Mortgage Securities Corp. 144A     
FRB Ser. 03-CK2, Class G, 5.744s, 2036  487,000  472,239 
Ser. 03-C3, Class AX, IO, 1.913s, 2038  10,471,688  214,994 

Deutsche Alt-A Securities, Inc. Mortgage Loan Trust FRB     
Ser. 06-AR3, Class A5, 0.405s, 2036  360,640  220,441 

DLJ Commercial Mortgage Corp. 144A Ser. 99-CG2, Class B3,     
6.1s, 2032  8,033  8,030 

Federal Home Loan Mortgage Corp.     
IFB Ser. 3408, Class EK, 24.872s, 2037  385,991  572,366 
IFB Ser. 2979, Class AS, 23.434s, 2034  70,447  97,479 
IFB Ser. 3072, Class SB, 22.81s, 2035  535,014  841,325 
IFB Ser. 3249, Class PS, 21.519s, 2036  551,659  798,675 
IFB Ser. 3065, Class DC, 19.173s, 2035  343,139  515,659 

 

57



MORTGAGE-BACKED SECURITIES (7.8%)* cont.  Principal amount  Value 

 
Federal Home Loan Mortgage Corp.     
IFB Ser. 2990, Class LB, 16.36s, 2034  $415,726  $561,325 
IFB Ser. 3287, Class SE, IO, 6.471s, 2037  1,377,577  192,007 
IFB Ser. 3835, Class SC, IO, 6.421s, 2038  1,795,142  303,505 
IFB Ser. 3708, Class SQ, IO, 6.321s, 2040  1,984,677  273,647 
Ser. 3934, Class SA, IO, 4 1/2s, 2041   3,238,000  523,649 
Ser. 3747, Class HI, IO, 4 1/2s, 2037  146,041  17,971 
Ser. 3751, Class MI, IO, 4s, 2034  3,215,716  309,963 
Ser. 3707, Class HI, IO, 4s, 2023  285,318  19,011 
Ser. 3327, Class IF, IO, zero %, 2037  17,752  6 
Ser. 3391, PO, zero %, 2037  44,969  39,188 
Ser. 3300, PO, zero %, 2037  351,871  331,781 
Ser. 3206, Class EO, PO, zero %, 2036  29,180  26,309 
FRB Ser. 3326, Class YF, zero %, 2037  23,076  21,978 
FRB Ser. 3326, Class WF, zero %, 2035  47,665  44,806 
FRB Ser. 3003, Class XF, zero %, 2035  18,785  18,762 

Federal National Mortgage Association     
IFB Ser. 11-101, Class SC, IO, 6.3s, 2040  641,000  122,194 
IFB Ser. 11-101, Class BS, IO, 5.85s, 2039  2,560,000  396,851 
IFB Ser. 11-101, Class SA, IO, 5.7s, 2041  340,000  60,989 
Ser. 11-111, Class DS, IO, 4 1/2s, 2041 ∆  2,055,000  360,267 
Ser. 11-111, Class SD, IO, 4 1/2s, 2041   2,225,000  437,699 

Federal National Mortgage Association Grantor Trust     
IFB Ser. 07-75, Class JS, 50.484s, 2037  135,555  287,577 
IFB Ser. 06-62, Class PS, 38.493s, 2036  168,822  311,753 
IFB Ser. 06-8, Class HP, 23.707s, 2036  325,825  519,936 
IFB Ser. 05-45, Class DA, 23.56s, 2035  581,812  924,098 
IFB Ser. 05-75, Class GS, 19.546s, 2035  248,658  356,888 
IFB Ser. 05-106, Class JC, 19.397s, 2035  112,474  174,062 
IFB Ser. 05-83, Class QP, 16.784s, 2034  76,249  104,305 
Ser. 07-64, Class LO, PO, zero %, 2037  166,504  152,529 
Ser. 07-14, Class KO, PO, zero %, 2037  85,047  75,671 
Ser. 06-125, Class OX, PO, zero %, 2037  23,289  21,614 
Ser. 06-84, Class OT, PO, zero %, 2036  24,482  22,552 
FRB Ser. 06-104, Class EK, zero %, 2036  9,199  8,919 
FRB Ser. 06-1, Class HF, zero %, 2032  2,124  2,117 

FFCA Secured Lending Corp. 144A Ser. 00-1, Class X, IO,     
1.098s, 2020  570,143  14,824 

First Union National Bank-Bank of America Commercial     
Mortgage 144A Ser. 01-C1, Class 3, IO, 1.538s, 2033  584,129  6 

First Union-Lehman Brothers Commercial Mortgage Trust II     
Ser. 97-C2, Class F, 7 1/2s, 2029  538,000  565,398 
Ser. 97-C2, Class G, 7 1/2s, 2029  288,000  306,539 

First Union-Lehman Brothers-Bank of America 144A Ser. 98-C2,     
Class G, 7s, 2035  703,000  688,940 

GE Capital Commercial Mortgage Corp. 144A     
Ser. 05-C2, Class XC, IO, 0.168s, 2043  14,031,085  99,817 
Ser. 05-C3, Class XC, IO, 0.122s, 2045  170,889,942  840,122 

GMAC Commercial Mortgage Securities, Inc. Ser. 05-C1, Class X1,     
IO, 0.308s, 2043  11,720,596  160,115 

 

58



MORTGAGE-BACKED SECURITIES (7.8%)* cont.  Principal amount  Value 

 
GMAC Commercial Mortgage Securities, Inc. 144A Ser. 99-C3,     
Class G, 6.974s, 2036  $38,906  $33,848 

Government National Mortgage Association     
IFB Ser. 11-35, Class AS, IO, 5.87s, 2037  3,283,887  422,415 
Ser. 10-150, Class WI, IO, 5s, 2038  2,094,232  266,219 
Ser. 10-107, Class NI, IO, 4 1/2s, 2039  2,226,680  376,643 
Ser. 10-85, Class MI, IO, 4 1/2s, 2036  3,592,277  408,586 
Ser. 06-36, Class OD, PO, zero %, 2036  15,223  14,494 
Ser. 99-31, Class MP, PO, zero %, 2029  13,918  12,248 
FRB Ser. 07-35, Class UF, zero %, 2037  8,925  8,715 

Greenwich Capital Commercial Funding Corp. FRB Ser. 05-GG3,     
Class AJ, 4.859s, 2042  203,000  187,095 

Greenwich Capital Commercial Funding Corp. 144A Ser. 05-GG3,     
Class XC, IO, 0.566s, 2042  23,262,277  366,172 

GS Mortgage Securities Corp. II 144A     
Ser. 98-C1, Class F, 6s, 2030  203,033  203,541 
Ser. 04-C1, Class X1, IO, 1.163s, 2028  119,378  1 
Ser. 06-GG6, Class XC, IO, 0.143s, 2038  20,747,924  36,309 

IndyMac Indx Mortgage Loan Trust FRB Ser. 06-AR39, Class A1,     
0.415s, 2037  3,615,704  1,663,224 

JPMorgan Alternative Loan Trust FRB Ser. 07-A2, Class 12A1,     
0.435s, 2037  2,908,642  1,296,012 

JPMorgan Chase Commercial Mortgage Securities Corp.     
FRB Ser. 07-LD11, Class A2, 5.99s, 2049  20,992  21,360 
Ser. 07-LDPX, Class A3S, 5.317s, 2049  857,000  873,078 
Ser. 06-LDP9, Class A2S, 5.298s, 2047  1,166,000  1,169,533 
Ser. 06-LDP8, Class X, IO, 0.744s, 2045  12,319,839  257,312 

JPMorgan Chase Commercial Mortgage Securities Corp. 144A     
Ser. 00-C9, Class G, 6 1/4s, 2032  73,123  72,994 
Ser. 05-CB12, Class X1, IO, 0.138s, 2037  8,805,631  70,665 
Ser. 06-LDP6, Class X1, IO, 0.082s, 2043  16,783,064  59,613 

LB Commercial Conduit Mortgage Trust 144A     
Ser. 99-C1, Class F, 6.41s, 2031  136,004  129,204 
Ser. 99-C1, Class G, 6.41s, 2031  145,590  128,119 
Ser. 98-C4, Class H, 5.6s, 2035  215,000  230,424 

LB-UBS Commercial Mortgage Trust Ser. 06-C6, Class AM,     
5.413s, 2039  405,000  385,974 

LB-UBS Commercial Mortgage Trust 144A     
Ser. 05-C3, Class XCL, IO, 0.386s, 2040  19,582,792  358,267 
Ser. 06-C7, Class XCL, IO, 0.382s, 2038  14,444,170  203,201 
Ser. 05-C2, Class XCL, IO, 0.338s, 2040  26,856,216  193,284 
Ser. 05-C5, Class XCL, IO, 0.254s, 2040  25,370,636  374,826 
Ser. 06-C6, Class XCL, IO, 0.241s, 2039  47,054,547  836,206 
Ser. 06-C1, Class XCL, IO, 0.169s, 2041  25,633,256  263,843 
Ser. 05-C7, Class XCL, IO, 0.157s, 2040  27,335,850  152,151 

Merit Securities Corp. 144A FRB Ser. 11PA, Class 3A1,     
0.857s, 2027  225,444  183,977 

Merrill Lynch Mortgage Investors, Inc. Ser. 96-C2, Class JS, IO,     
2.424s, 2028  28,584  822 

 

59



MORTGAGE-BACKED SECURITIES (7.8%)* cont.    Principal amount  Value 

 
Merrill Lynch Mortgage Trust       
FRB Ser. 07-C1, Class A3, 6.022s, 2050    $199,000  $209,462 
Ser. 03-KEY1, Class B, 5.334s, 2035    1,863,000  1,913,124 
Ser. 05-MCP1, Class XC, IO, 0.233s, 2043    11,339,779  121,914 

Merrill Lynch Mortgage Trust 144A Ser. 04-KEY2, Class XC, IO,       
0.436s, 2039    6,888,057  167,759 

Mezz Cap Commercial Mortgage Trust 144A       
Ser. 05-C3, Class X, IO, 6.119s, 2044    553,385  33,203 
Ser. 07-C5, Class X, IO, 5.082s, 2049    479,629  34,773 
Ser. 06-C4, Class X, IO, 3.604s, 2045    2,190,739  109,537 

Morgan Stanley Capital I 144A Ser. 05-HQ5, Class X1, IO,       
0.171s, 2042    5,125,903  26,808 

Morgan Stanley Dean Witter Capital I Ser. 03-HQ2, Class C,       
5.15s, 2035    213,000  202,107 

Nomura Asset Securities Corp. 144A Ser. 98-D6, Class B1,       
6s, 2030    428,000  435,654 

PNC Mortgage Acceptance Corp. 144A Ser. 00-C1, Class J,       
6 5/8s, 2033    189,000  7,560 

TIAA Seasoned Commercial Mortgage Trust FRB Ser. 07-C4,       
Class AJ, 5.947s, 2039    592,000  534,227 

Vericrest Opportunity Loan Transferee 144A Ser. 10-NPL1,       
Class M, 6s, 2039    981,079  976,174 

Wachovia Bank Commercial Mortgage Trust       
FRB Ser. 07-C32, Class A2, 5.926s, 2049    66,393  67,026 
Ser. 07-C30, Class APB, 5.294s, 2043    968,000  1,016,568 
Ser. 07-C30, Class A3, 5.246s, 2043    576,000  583,910 

Wachovia Bank Commercial Mortgage Trust 144A       
Ser. 05-C18, Class XC, IO, 0.142s, 2042    20,823,403  165,130 
Ser. 06-C26, Class XC, IO, 0.09s, 2045    7,464,038  22,168 
Ser. 06-C23, Class XC, IO, 0.07s, 2045    30,798,345  138,285 

WAMU Commercial Mortgage Securities Trust 144A       
Ser. 05-C1A, Class G, 5.72s, 2036    44,000  21,120 
Ser. 05-C1A, Class C, 4.9s, 2036    42,000  42,333 

Washington Mutual Mortgage Pass-Through Certificates FRB       
Ser. 07-HY1, Class A3A, 0.465s, 2037    1,257,686  712,183 

Total mortgage-backed securities (cost $37,127,899)      $40,203,064 
 
 
INVESTMENT COMPANIES (2.7%)*    Shares  Value 

 
Financial Select Sector SPDR Fund S    52,500  621,075 

Gladstone Investment Corp.    3,673  24,976 

iShares Russell 2000 Growth Index Fund    711  52,237 

SPDR S&P 500 ETF Trust S    118,093  13,364,585 

Total investment companies (cost $14,383,368)      $14,062,873 
 
 
FOREIGN GOVERNMENT BONDS AND NOTES (2.4%)*  Principal amount/units  Value 

 
Argentina (Republic of) sr. unsec. bonds 7s, 2017    $155,000  $124,000 

Argentina (Republic of) sr. unsec. bonds Ser. VII, 7s, 2013    965,000  920,156 

Argentina (Republic of) sr. unsec. unsub. bonds 7s, 2015    5,615,000  4,759,330 

Brazil (Federal Republic of) notes 10s, 2012  BRL  4,838  2,623,013 

Indonesia (Republic of) 144A sr. unsec. notes 4 7/8s, 2021    $960,000  969,600 

 

60



FOREIGN GOVERNMENT BONDS AND NOTES (2.4%)* cont.  Principal amount  Value 

 
Ukraine (Government of ) Financing of Infrastructural Projects     
State Enterprise 144A govt. guaranty notes 8 3/8s, 2017  $200,000  $184,000 

Ukraine (Government of) 144A bonds 7 3/4s, 2020  600,000  540,000 

Ukraine (Government of) 144A sr. unsec. unsub. notes 7.65s, 2013  2,300,000  2,213,750 

Total foreign government bonds and notes (cost $13,565,270)    $12,333,849 
 
 
ASSET-BACKED SECURITIES (2.1%)*  Principal amount  Value 

 
Ace Securities Corp. FRB Ser. 06-HE3, Class A2C, 0.385s, 2036  $436,000  $165,411 

Bombardier Capital Mortgage Securitization Corp. Ser. 00-A,     
Class A2, 7.575s, 2030  2,416,912  1,528,697 

GE Business Loan Trust 144A Ser. 04-2, Class D, 2.979s, 2032  100,064  40,025 

Green Tree Financial Corp.     
Ser. 96-6, Class M1, 7.95s, 2027  1,077,000  1,120,080 
Ser. 97-6, Class A9, 7.55s, 2029  84,797  89,708 
Ser. 97-2, Class M1, 7.54s, 2028  2,094,184  1,528,754 
Ser. 97-8, Class M1, 7.02s, 2027  1,050,000  745,500 
Ser. 98-2, Class M1, 6.94s, 2028  2,411,318  1,012,754 
Ser. 99-2, Class A6, 6.92s, 2030  775,000  728,500 
Ser. 99-1, Class A6, 6.37s, 2025  99,297  101,780 

Greenpoint Manufactured Housing Ser. 00-3, Class IA, 8.45s, 2031  1,206,342  1,204,834 

GSAA Home Equity Trust FRB Ser. 06-3, Class A2, 0.425s, 2036  1,294,978  563,315 

Lehman ABS Manufactured Housing Contract Ser. 01-B, Class M1,     
6.63s, 2028  448,000  416,640 

Mid-State Trust Ser. 11, Class B, 8.221s, 2038  120,702  120,624 

Oakwood Mortgage Investors, Inc.     
Ser. 00-A, Class A3, 7.945s, 2022  208,782  163,448 
Ser. 95-B, Class B1, 7.55s, 2021  128,155  96,285 
Ser. 99-B, Class A3, 6.45s, 2017  172,443  163,875 
Ser. 01-E, Class A3, 5.69s, 2031  859,071  706,586 
Ser. 02-A, Class A2, 5.01s, 2020  69,419  66,471 

Oakwood Mortgage Investors, Inc. 144A Ser. 01-B, Class A4,     
7.21s, 2030  70,379  67,564 

TIAA Real Estate CDO, Ltd. Ser. 03-1A, Class E, 8s, 2038  317,893  38,147 

Total asset-backed securities (cost $10,972,209)    $10,668,998 

 

PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.7%)*  strike price  amount  Value 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 3.49% versus the three month USD-LIBOR-BBA       
maturing September 14, 2026.  Sep-16/3.49  $1,636,440  $142,567 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 3.49%       
versus the three month USD-LIBOR-BBA maturing       
September 14, 2026.  Sep-16/3.49  1,636,440  105,041 

Option on an interest rate swap with Credit Suisse       
International for the right to receive a fixed rate       
of 2.855% versus the three month USD-LIBOR-BBA       
maturing August 15, 2022.  Aug-12/2.855  4,382,500  281,532 

 

61



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.7%)* cont.  strike price  amount  Value 

Option on an interest rate swap with Credit Suisse       
International for the right to pay a fixed rate of 2.855%       
versus the three month USD-LIBOR-BBA maturing       
August 15, 2022.  Aug-12/2.855  $4,382,500  $83,644 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 3.37%       
versus the three month USD-LIBOR-BBA maturing       
August 3, 2022.  Aug-12/3.37  4,277,747  434,961 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 3.37% versus       
the three month USD-LIBOR-BBA maturing       
August 3, 2022.  Aug-12/3.37  4,277,747  40,382 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 3.52%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2022.  Jul-12/3.52  3,564,789  404,817 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 3.52% versus       
the three month USD-LIBOR-BBA maturing       
August 1, 2022.  Jul-12/3.52  3,564,789  27,164 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 3.36%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2022.  Jul-12/3.36  3,564,789  359,937 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 3.36% versus       
the three month USD-LIBOR-BBA maturing       
August 1, 2022.  Jul-12/3.36  3,564,789  33,794 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 3.51%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2022.  Jul-12/3.51  1,425,916  160,829 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 3.51% versus       
the three month USD-LIBOR-BBA maturing       
July 30, 2022.  Jul-12/3.51  1,425,916  10,837 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 3.5375%       
versus the three month USD-LIBOR-BBA maturing       
July 27, 2022.  Jul-12/3.5375  3,564,789  410,557 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 3.5375% versus       
the three month USD-LIBOR-BBA maturing       
July 27, 2022.  Jul-12/3.5375  3,564,789  25,880 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to receive a fixed rate       
of 3.54% versus the three month USD-LIBOR-BBA       
maturing July 25, 2022.  Jul-12/3.54  3,347,359  386,453 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to pay a fixed rate       
of 3.54% versus the three month USD-LIBOR-BBA       
maturing July 25, 2022.  Jul-12/3.54  3,347,359  23,967 

 

62



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.7%)* cont.  strike price  amount  Value 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to receive a fixed rate       
of 3.49% versus the three month USD-LIBOR-BBA       
maturing July 24, 2022.  Jul-12/3.49  $3,554,391  $396,101 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to pay a fixed rate       
of 3.49% versus the three month USD-LIBOR-BBA       
maturing July 24, 2022.  Jul-12/3.49  3,554,391  26,978 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 2.075% versus the three month USD-LIBOR-BBA       
maturing March 26, 2022.  Mar-12/2.075  2,192,000  42,064 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 2.075%       
versus the three month USD-LIBOR-BBA maturing       
March 26, 2022.  Mar-12/2.075  2,192,000  76,873 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 0.52%       
versus the three month USD-LIBOR-BBA maturing       
March 23, 2014.  Mar-12/0.52  7,987,000  7,987 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 0.52% versus       
the three month USD-LIBOR-BBA maturing       
March 23, 2014.  Mar-12/0.52  7,987,000  32,667 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 2.0525% versus the three month USD-LIBOR-BBA       
maturing February 24, 2022.  Feb-12/2.0525  2,192,000  37,856 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of       
2.0525% versus the three month USD-LIBOR-BBA       
maturing February 24, 2022.  Feb-12/2.0525  2,192,000  72,533 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 2.03% versus the three month USD-LIBOR-BBA       
maturing January 25, 2022.  Jan-12/2.03  2,192,000  32,836 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 2.03%       
versus the three month USD-LIBOR-BBA       
maturing January 25, 2022.  Jan-12/2.03  2,192,000  67,470 

Option on an interest rate swap with Deutsche       
Bank AG for the right to receive a fixed rate of 0.545%       
versus the three month USD-LIBOR-BBA maturing       
January 5, 2014.  Jan-12/0.545  6,923,719  6,785 

Option on an interest rate swap with Deutsche       
Bank AG for the right to pay a fixed rate of 0.545%       
versus the three month USD-LIBOR-BBA maturing       
January 5, 2014.  Jan-12/0.545  6,923,719  18,971 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 0.61% versus the three month USD-LIBOR-BBA       
maturing January 4, 2014.  Dec-11/0.61  3,993,000  6,350 

 

63



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.7%)* cont.  strike price  amount  Value 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 0.61%       
versus the three month USD-LIBOR-BBA maturing       
January 4, 2014.  Dec-11/0.61  $3,993,000  $7,523 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 0.6075%       
versus the three month USD-LIBOR-BBA maturing       
January 3, 2014.  Dec-11/0.6075  3,570,000  5,498 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 0.6075% versus       
the three month USD-LIBOR-BBA maturing       
January 3, 2014.  Dec-11/0.6075  3,570,000  7,211 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 2.01% versus the three month USD-LIBOR-BBA       
maturing December 28, 2021.  Dec-11/2.01  2,192,000  26,677 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 2.01%       
versus the three month USD-LIBOR-BBA maturing       
December 28, 2021.  Dec-11/2.01  2,192,000  61,025 

Option on an interest rate swap with Deutsche       
Bank AG for the right to receive a fixed rate of 4.0625%       
versus the three month USD-LIBOR-BBA maturing       
December 23, 2041.  Dec-11/4.0625  1,669,139  469,896 

Option on an interest rate swap with Deutsche       
Bank AG for the right to pay a fixed rate of 4.0625%       
versus the three month USD-LIBOR-BBA maturing       
December 23, 2041.  Dec-11/4.0625  1,669,139  2,253 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 0.476% versus the three month USD-LIBOR-BBA       
maturing December 23, 2013.  Dec-11/0.476  7,987,000  3,674 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 0.476%       
versus the three month USD-LIBOR-BBA maturing       
December 23, 2013.  Dec-11/0.476  7,987,000  27,236 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 0.53% versus the three month USD-LIBOR-BBA       
maturing December 21, 2013.  Dec-11/0.53  7,987,000  6,310 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 0.53%       
versus the three month USD-LIBOR-BBA maturing       
December 21, 2013.  Dec-11/0.53  7,987,000  21,325 

Option on an interest rate swap with Bank of America,       
N.A. for the right to receive a fixed rate of 2.355%       
versus the three month USD-LIBOR-BBA maturing       
December 19, 2021.  Dec-11/2.355  2,559,000  73,443 

Option on an interest rate swap with Bank of America,       
N.A. for the right to pay a fixed rate of 2.355% versus       
the three month USD-LIBOR-BBA maturing       
December 19, 2021.  Dec-11/2.355  2,559,000  30,938 

 

64



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.7%)* cont.  strike price  amount  Value 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 0.745% versus the three month USD-LIBOR-BBA       
maturing December 19, 2041.  Dec-11/0.745  $5,355,000  $10,335 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 0.745%       
versus the three month USD-LIBOR-BBA maturing       
December 19, 2041.  Dec-11/0.745  5,355,000  21,420 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 1.3525%       
versus the three month USD-LIBOR-BBA maturing       
December 19, 2016.  Dec-11/1.3525  2,559,000  17,273 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 1.3525% versus       
the three month USD-LIBOR-BBA maturing       
December 19, 2016.  Dec-11/1.3525  2,559,000  17,887 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 2.99% versus the three month USD-LIBOR-BBA       
maturing December 14, 2041.  Dec-11/2.99  5,525,817  466,268 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 2.99%       
versus the three month USD-LIBOR-BBA maturing       
December 14, 2041.  Dec-11/2.99  5,525,817  152,402 

Option on an interest rate swap with Citibank, N.A.       
for the right to receive a fixed rate of 4.045% versus       
the three month USD-LIBOR-BBA maturing       
December 13, 2041.  Dec-11/4.045  9,444,067  2,628,567 

Option on an interest rate swap with Citibank, N.A.       
for the right to pay a fixed rate of 4.045% versus the       
three month USD-LIBOR-BBA maturing       
December 13, 2041.  Dec-11/4.045  9,444,067  8,972 

Option on an interest rate swap with Bank of America,       
N.A. for the right to receive a fixed rate of 0.5325%       
versus the three month USD-LIBOR-BBA maturing       
December 5, 2013.  Dec-11/0.5325  6,923,719  4,916 

Option on an interest rate swap with Bank of America,       
N.A. for the right to pay a fixed rate of 0.5325% versus       
the three month USD-LIBOR-BBA maturing       
December 5, 2013.  Dec-11/0.5325  6,923,719  15,994 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 3.21%       
versus the three month USD-LIBOR-BBA maturing       
November 23, 2021.  Nov-11/3.21  3,571,569  347,799 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 3.21% versus       
the three month USD-LIBOR-BBA maturing       
November 23, 2021.  Nov-11/3.21  3,571,569  1,071 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to receive a fixed rate       
of 2.3175% versus the three month USD-LIBOR-BBA       
maturing November 17, 2021.  Nov-11/2.3175  2,559,000  62,081 

 

65



PURCHASED OPTIONS  Expiration date/  Contract   
OUTSTANDING (1.7%)* cont.  strike price  amount  Value 

Option on an interest rate swap with JPMorgan       
Chase Bank, N.A. for the right to pay a fixed rate       
of 2.3175% versus the three month USD-LIBOR-BBA       
maturing November 17, 2021.  Nov-11/2.3175  $2,559,000  $22,110 

Option on an interest rate swap with Goldman Sachs       
International for the right to receive a fixed rate       
of 0.715% versus the three month USD-LIBOR-BBA       
maturing November 17, 2014.  Nov-11/0.715  5,355,000  7,069 

Option on an interest rate swap with Goldman Sachs       
International for the right to pay a fixed rate of 0.715%       
versus the three month USD-LIBOR-BBA maturing       
November 17, 2014.  Nov-11/0.715  5,355,000  17,763 

Option on an interest rate swap with Deutsche       
Bank AG for the right to receive a fixed rate of 1.30%       
versus the three month USD-LIBOR-BBA maturing       
November 17, 2016.  Nov-11/1.30  2,559,000  12,155 

Option on an interest rate swap with Deutsche       
Bank AG for the right to pay a fixed rate of 1.30%       
versus the three month USD-LIBOR-BBA maturing       
November 17, 2016.  Nov-11/1.30  2,559,000  14,279 

Option on an interest rate swap with Bank of America,       
N.A. for the right to receive a fixed rate of 0.5175%       
versus the three month USD-LIBOR-BBA maturing       
November 3, 2013.  Nov-11/0.5175  6,923,719  3,877 

Option on an interest rate swap with Bank of America,       
N.A. for the right to pay a fixed rate of 0.5175% versus       
the three month USD-LIBOR-BBA maturing       
November 3, 2013.  Nov-11/0.5175  6,923,719  14,540 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to receive a fixed rate of 3.17%       
versus the three month USD-LIBOR-BBA maturing       
October 21, 2021.  Oct-11/3.17  3,112,069  298,945 

Option on an interest rate swap with Barclay’s Bank       
PLC for the right to pay a fixed rate of 3.17% versus       
the three month USD-LIBOR-BBA maturing       
October 21, 2021.  Oct-11/3.17  3,112,069  9 

Option on an interest rate swap with Deutsche       
Bank AG for the right to receive a fixed rate of 0.555%       
versus the three month USD-LIBOR-BBA maturing       
February 3, 2014.  Feb-12/0.555  6,923,719  8,032 

Option on an interest rate swap with Deutsche       
Bank AG for the right to pay a fixed rate of 0.555%       
versus the three month USD-LIBOR-BBA maturing       
February 3, 2014.  Feb-12/0.555  6,923,719  21,117 

Total purchased options outstanding (cost $5,273,400)    $8,675,723 

 

COMMODITY LINKED NOTES (1.1%)*  Principal amount  Value 

 
Citigroup Funding, Inc. 144A notes zero %, 2011     
(Indexed to the 1 Yr Dow Jones-UBS Ex-Energy     
3-Month Forward Total Return Index)  $4,100,000  $4,251,097 

UBS AG/Jersey Branch 144A zero %, 2012 (Indexed     
to the UBS Bloomberg CMCI Composite Index) (Jersey)  1,755,000  1,288,337 

Total commodity linked notes (cost $5,855,000)    $5,539,434 

 

66



SENIOR LOANS (0.7%)* c  Principal amount  Value 

 
AGFS Funding Co. bank term loan FRN Ser. B, 5 1/2s, 2017  $175,000  $152,688 

American Rock Salt Co., LLC/American Rock Capital Corp.     
bank term loan FRN 5 1/2s, 2017  19,850  18,808 

Ardent Health Services bank term loan FRN Ser. B, 6 1/2s, 2015  102,281  99,468 

Burlington Coat Factory Warehouse Corp. bank term loan FRN     
Ser. B, 6 1/4s, 2017  59,250  56,838 

Caesars Entertainment Operating Co., Inc. bank term loan FRN     
Ser. B2, 3.218s, 2015  141,981  118,614 

CCM Merger, Inc. bank term loan FRN Ser. B, 7s, 2017  144,372  139,138 

Cengage Learning Acquisitions, Inc. bank term loan FRN Ser. B,     
2 1/2s, 2014  53,740  42,340 

Claire’s Stores, Inc. bank term loan FRN 2.996s, 2014  66,049  55,729 

Clear Channel Communications, Inc. bank term loan FRN Ser. A,     
3.621s, 2014  45,000  37,491 

CNO Financial Group, Inc. bank term loan FRN 6 1/4s, 2016  71,820  71,042 

Del Monte Corp. bank term loan FRN Ser. B, 4 1/2s, 2018  64,838  59,877 

Emergency Medical Services Corp. bank term loan FRN Ser. B,     
5 1/4s, 2018  89,775  85,193 

Frac Tech International, LLC bank term loan FRN Ser. B,     
6 1/4s, 2016  72,588  71,181 

Goodman Global, Inc. bank term loan FRN 9s, 2017  115,000  115,192 

Goodman Global, Inc. bank term loan FRN 5 3/4s, 2016  123,948  122,528 

Grifols SA bank term loan FRN Ser. B, 6s, 2016 (Spain)  54,863  53,710 

Health Management Associates, Inc. bank term loan FRN     
1.996s, 2014  52,346  49,189 

IASIS Healthcare, LLC bank term loan FRN Ser. B, 5s, 2018  129,350  120,457 

INEOS Group Holdings, Ltd. bank term loan FRN Ser. C2,     
8s, 2014  136,719  135,010 

INEOS U.S. Finance, LLC bank term loan FRN Ser. B2,     
7 1/2s, 2013  135,756  134,059 

Intelsat Jackson Holdings SA bank term loan FRN 3.246s, 2014     
(Luxembourg)  460,000  426,650 

KAR Auction Services, Inc. bank term loan FRN Ser. B, 5s, 2017  69,825  67,556 

National Bedding Co., LLC bank term loan FRN Ser. B,     
3 7/8s, 2013  38,886  38,205 

Neiman Marcus Group, Inc. (The) bank term loan FRN     
4 3/4s, 2018  120,000  111,117 

Polypore, Inc. bank term loan FRN Ser. B, 2.22s, 2014  107,460  103,430 

Realogy Corp. bank term loan FRN Ser. A, 13 1/2s, 2017  315,000  307,440 

Six Flags Theme Parks bank term loan FRN Ser. B, 5 1/4s, 2016  362,825  358,289 

Texas Competitive Electric Holdings Co., LLC bank term loan     
FRN 4.726s, 2017  106,302  71,056 

Univision Communications, Inc. bank term loan FRN 4.471s, 2017  111,490  100,062 

West Corp. bank term loan FRN Ser. B2, 2.702s, 2013  22,944  22,212 

West Corp. bank term loan FRN Ser. B5, 4.577s, 2016  55,802  53,803 

Total senior loans (cost $3,550,283)    $3,398,372 

 

67



CONVERTIBLE PREFERRED STOCKS (0.1%)*  Shares  Value 

 
Apache Corp. Ser. D, $3.00 cv. pfd.  1,490  $76,921 

Entertainment Properties Trust Ser. C, $1.438 cum. cv. pfd.  5,720  103,932 

General Motors Co. Ser. B, $2.375 cv. pfd.  4,439  155,088 

Lucent Technologies Capital Trust I 7.75% cv. pfd.  87  72,205 

Total convertible preferred stocks (cost $486,366)    $408,146 
 
 
PREFERRED STOCKS (0.1%)*  Shares  Value 

 
Ally Financial, Inc. 144A Ser. G, 7.00% cum. pfd.  349  $233,710 

GMAC Capital Trust I Ser. 2, $2.031 cum. pfd.  7,800  142,350 

Total preferred stocks (cost $399,432)    $376,060 
 
 
CONVERTIBLE BONDS AND NOTES (—%)*  Principal amount  Value 

 
Ford Motor Co. cv. sr. unsec. notes 4 1/4s, 2016  $24,000  $31,534 

Meritor, Inc. cv. company guaranty sr. unsec. notes 4s, 2027  60,000  40,875 

Steel Dynamics, Inc. cv. sr. notes 5 1/8s, 2014  72,000  74,070 

Trinity Industries, Inc. cv. unsec. sub. notes 3 7/8s, 2036  55,000  50,188 

Total convertible bonds and notes (cost $198,505)    $196,667 
 
 
MUNICIPAL BONDS AND NOTES (—%)*  Principal amount  Value 

 
IL State G.O. Bonds     
4.421s, 1/1/15  $135,000  $140,831 
4.071s, 1/1/14  35,000  36,112 

Total municipal bonds and notes (cost $170,000)    $176,943 

 

WARRANTS (—%)* †  Expiration  Strike     
  date  price  Warrants  Value 

Charter Communications, Inc. Class A  11/30/14  $46.86  12  $138 

Tower Semiconductor, Ltd. 144A (Israel) F  6/30/15  0.01  34,898  8,376 

Total warrants (cost $7,016)        $8,514 

 

SHORT-TERM INVESTMENTS (34.8%)*  Principal amount/shares  Value 

 
Federal Home Loan Discount Notes with an effective     
yield of 0.02%, December 7, 2011  $5,600,000  $5,599,843 

Federal National Mortgage Association Discount Notes     
with an effective yield of 0.04%, December 12, 2011  12,500,000  12,498,250 

Straight-A Funding, LLC with an effective yield     
of 0.16%, October 4, 2011  4,989,000  4,988,932 

U. S. Treasury Bills zero %, July 26, 2012 i  110,000  109,923 

U. S. Treasury Bills zero %, October 27, 2011 i  454,000  454,000 

U.S. Treasury Bills with effective yields ranging from     
0.236% to 0.608%, October 20, 2011 # ##  25,586,000  25,582,491 

U.S. Treasury Bills with effective yields ranging from     
0.119% to 0.119%, May 3, 2012 # ##  10,000,000  9,991,340 

Putnam Cash Collateral Pool, LLC 0.16% d  14,160,575  14,160,575 

Putnam Money Market Liquidity Fund 0.10% e  103,765,219  103,765,219 

SSgA Prime Money Market Fund 0.02% i P  1,610,000  1,610,000 

Total short-term investments (cost $178,699,058)    $178,760,573 
 
 
TOTAL INVESTMENTS     

Total investments (cost $659,808,780)    $678,160,051 

 

68



Key to holding’s currency abbreviations 
BRL  Brazilian Real 
CAD  Canadian Dollar 
CHF  Swiss Franc 
EUR  Euro 
GBP  British Pound 
JPY  Japanese Yen 
KRW  South Korean Won 
SEK  Swedish Krona 
 
Key to holding’s abbreviations 
ADR  American Depository Receipts 
ETF  Exchange Traded Fund 
FRB  Floating Rate Bonds 
FRN  Floating Rate Notes 
GDR  Global Depository Receipts 
GMTN  Global Medium Term Notes 
G.O. Bonds  General Obligation Bonds 
IFB  Inverse Floating Rate Bonds 
IO  Interest Only 
MTN  Medium Term Notes 
MTNI  Medium Term Notes Class I 
OAO  Open Joint Stock Company 
OJSC  Open Joint Stock Company 
PO  Principal Only 
SDR  Swedish Depository Receipts 
SPDR  S&P Depository Receipts 
TBA  To Be Announced Commitments 

 

Notes to the fund’s portfolio

Unless noted otherwise, the notes to the fund’s portfolio are for the close of the fund’s reporting period, which ran from October 1, 2010 through September 30, 2011 (the reporting period).

* Percentages indicated are based on net assets of $513,986,716.

† Non-income-producing security.

‡ Restricted excluding 144A securities, as to public resale. The total market value of the restricted security held at the close of the reporting period was $80,766, and less than 0.1% of net assets.

‡‡ Income may be received in cash or additional securities at the discretion of the issuer.

# This security, in part or in entirety, was pledged and segregated with the broker to cover margin requirements for futures contracts at the close of the reporting period.

## This security, in part or in entirety, was pledged and segregated with the custodian for collateral on certain derivative contracts at the close of the reporting period.

Forward commitment, in part or in entirety (Note 1).

c Senior loans are exempt from registration under the Securities Act of 1933, as amended, but contain certain restrictions on resale and cannot be sold publicly. These loans pay interest at rates which adjust periodically. The interest rates shown for senior loans are the current interest rates at the close of the reporting period. Senior loans are also subject to mandatory and/or optional prepayment which cannot be predicted. As a result, the remaining maturity may be substantially less than the stated maturity shown (Notes 1 and 7).

69



d See Note 1 to the financial statements regarding securities lending. The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

e See Note 6 to the financial statements regarding investments in Putnam Money Market Liquidity Fund. The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

F Is valued at fair value following procedures approved by the Trustees. Securities may be classified as Level 2 or Level 3 for Accounting Standards Codification ASC 820 Fair Value Measurements and Disclosures (ASC 820) based on the securities’ valuation inputs. At the close of the reporting period, fair value pricing was also used for certain foreign securities in the portfolio (Note 1).

i Security purchased with cash or security received, that was pledged to the fund for collateral on certain derivatives contracts (Note 1).

P The rate quoted in the security description is the annualized 7-day yield of the fund at the close of the reporting period.

R Real Estate Investment Trust.

S Security on loan, in part or in entirety, at the close of the reporting period.

At the close of the reporting period, the fund maintained liquid assets totaling $329,204,369 to cover certain derivatives contracts.

Debt obligations are considered secured unless otherwise indicated.

144A after the name of an issuer represents securities exempt from registration under Rule 144A under the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

ADR, GDR or SDR after the name of a foreign holding represents ownership of foreign securities on deposit with a custodian bank.

See Note 1 to the financial statements regarding TBAs.

The rates shown on FRB and FRN are the current interest rates at the close of the reporting period.

The dates shown on debt obligations are the original maturity dates.

IFB are securities that pay interest rates that vary inversely to changes in the market interest rates. As interest rates rise, inverse floaters produce less current income. The interest rates shown are the current interest rates at the close of the reporting period.

FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $177,472,827)   
 
            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Bank of America, N.A.           

  Australian Dollar  Sell  10/19/11  $2,182,649  $2,361,701  $179,052 

  Brazilian Real  Buy  10/19/11  524,916  596,348  (71,432) 

  British Pound  Sell  10/19/11  4,723,503  4,821,798  98,295 

  Canadian Dollar  Sell  10/19/11  2,911,556  3,069,345  157,789 

  Chilean Peso  Buy  10/19/11  145,845  163,059  (17,214) 

  Czech Koruna  Buy  10/19/11  291,424  308,383  (16,959) 

  Euro  Sell  10/19/11  699,628  728,756  29,128 

  Hungarian Forint  Buy  10/19/11  186,870  207,156  (20,286) 

  Japanese Yen  Sell  10/19/11  610,458  606,328  (4,130) 

 

70



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $177,472,827) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Bank of America, N.A. cont.           

  Mexican Peso  Buy  10/19/11  $342,419  $379,642  $(37,223) 

  Norwegian Krone  Sell  10/19/11  1,197,776  1,298,288  100,512 

  Russian Ruble  Buy  10/19/11  4,718  5,141  (423) 

  Singapore Dollar  Sell  10/19/11  1,140,283  1,218,878  78,595 

  South African Rand  Buy  10/19/11  202,975  227,710  (24,735) 

  South Korean Won  Buy  10/19/11  117,107  127,941  (10,834) 

  Swedish Krona  Sell  10/19/11  3,179,363  3,402,322  222,959 

  Swiss Franc  Buy  10/19/11  801,998  845,200  (43,202) 

  Taiwan Dollar  Buy  10/19/11  179,388  188,767  (9,379) 

  Turkish Lira  Sell  10/19/11  187,028  197,113  10,085 

Barclays Bank PLC           

  Australian Dollar  Sell  10/19/11  1,047,033  1,095,070  48,037 

  Brazilian Real  Sell  10/19/11  739,525  836,443  96,918 

  British Pound  Buy  10/19/11  780,690  796,381  (15,691) 

  Canadian Dollar  Buy  10/19/11  1,715,547  1,807,096  (91,549) 

  Chilean Peso  Sell  10/19/11  562,693  627,422  64,729 

  Czech Koruna  Sell  10/19/11  526,407  558,897  32,490 

  Euro  Buy  10/19/11  272,793  290,423  (17,630) 

  Hungarian Forint  Sell  10/19/11  340,873  376,788  35,915 

  Indian Rupee  Sell  10/19/11  135,145  142,807  7,662 

  Japanese Yen  Sell  10/19/11  1,606,276  1,598,029  (8,247) 

  Malaysian Ringgit  Buy  10/19/11  184,010  196,274  (12,264) 

  Mexican Peso  Buy  10/19/11  465,232  516,309  (51,077) 

  New Zealand Dollar  Buy  10/19/11  253,153  276,085  (22,932) 

  Norwegian Krone  Sell  10/19/11  775,933  809,351  33,418 

  Polish Zloty  Buy  10/19/11  367,013  401,659  (34,646) 

  Russian Ruble  Buy  10/19/11  4,718  5,133  (415) 

  Singapore Dollar  Buy  10/19/11  323,816  348,403  (24,587) 

  South Korean Won  Buy  10/19/11  63,136  68,964  (5,828) 

  Swedish Krona  Sell  10/19/11  1,580,985  1,694,208  113,223 

  Swiss Franc  Buy  10/19/11  301,509  317,315  (15,806) 

  Taiwan Dollar  Buy  10/19/11  79,544  83,200  (3,656) 

  Thai Baht  Sell  10/19/11  15,310  15,422  112 

  Turkish Lira  Buy  10/19/11  25,030  26,389  (1,359) 

Citibank, N.A.             

  Australian Dollar  Sell  10/19/11  39,984  43,233  3,249 

  Brazilian Real  Sell  10/19/11  2,609,617  2,962,611  352,994 

  British Pound  Buy  10/19/11  883,314  900,898  (17,584) 

  Canadian Dollar  Sell  10/19/11  629,841  662,722  32,881 

  Chilean Peso  Buy  10/19/11  125,820  140,369  (14,549) 

  Czech Koruna  Buy  10/19/11  171,990  181,680  (9,690) 

  Danish Krone  Buy  10/19/11  786,277  822,521  (36,244) 

  Euro  Buy  10/19/11  451,658  470,142  (18,484) 

  Hungarian Forint  Buy  10/19/11  256,027  283,145  (27,118) 

 

71



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $177,472,827) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Citibank, N.A. cont.           

  Japanese Yen  Sell  10/19/11  $280,939  $279,969  $(970) 

  Mexican Peso  Buy  10/19/11  561,261  623,184  (61,923) 

  New Zealand Dollar  Sell  10/19/11  46,284  50,423  4,139 

  Norwegian Krone  Sell  10/19/11  351,595  381,461  29,866 

  Polish Zloty  Sell  10/19/11  616,003  673,060  57,057 

  Singapore Dollar  Buy  10/19/11  508,570  547,274  (38,704) 

  South African Rand  Sell  10/19/11  112,135  125,979  13,844 

  South Korean Won  Buy  10/19/11  240,483  263,095  (22,612) 

  Swedish Krona  Buy  10/19/11  1,143,182  1,224,075  (80,893) 

  Swiss Franc  Buy  10/19/11  2,229,772  2,350,461  (120,689) 

  Taiwan Dollar  Sell  10/19/11  24,354  25,462  1,108 

  Turkish Lira  Buy  10/19/11  148,946  157,048  (8,102) 

Credit Suisse AG           

  Australian Dollar  Sell  10/19/11  2,377,534  2,538,847  161,313 

  Brazilian Real  Buy  10/19/11  272,504  308,161  (35,657) 

  British Pound  Buy  10/19/11  2,409,705  2,439,714  (30,009) 

  Canadian Dollar  Buy  10/19/11  570,189  600,581  (30,392) 

  Chilean Peso  Buy  10/19/11  4,762  5,317  (555) 

  Czech Koruna  Buy  10/19/11  103,026  108,891  (5,865) 

  Euro  Buy  10/19/11  962,089  1,010,225  (48,136) 

  Hungarian Forint  Sell  10/19/11  140,564  143,596  3,032 

  Indian Rupee  Sell  10/19/11  695,660  735,104  39,444 

  Japanese Yen  Buy  10/19/11  3,262,554  3,241,660  20,894 

  Malaysian Ringgit  Sell  10/19/11  342,099  359,766  17,667 

  Mexican Peso  Sell  10/19/11  929,622  1,026,423  96,801 

  Norwegian Krone  Buy  10/19/11  275,248  291,669  (16,421) 

  Polish Zloty  Sell  10/19/11  443,198  485,045  41,847 

  Russian Ruble  Sell  10/19/11  2,886  3,139  253 

  South African Rand  Sell  10/19/11  113,594  127,258  13,664 

  South Korean Won  Sell  10/19/11  525,871  571,058  45,187 

  Swedish Krona  Sell  10/19/11  545,339  583,846  38,507 

  Swiss Franc  Sell  10/19/11  169,260  179,202  9,942 

  Taiwan Dollar  Sell  10/19/11  589,207  613,822  24,615 

  Turkish Lira  Buy  10/19/11  181,281  191,077  (9,796) 

Deutsche Bank AG           

  Australian Dollar  Buy  10/19/11  283,662  306,908  (23,246) 

  Brazilian Real  Sell  10/19/11  68,575  77,641  9,066 

  British Pound  Sell  10/19/11  1,060,133  1,081,644  21,511 

  Canadian Dollar  Buy  10/19/11  109,633  116,612  (6,979) 

  Chilean Peso  Sell  10/19/11  6,093  6,815  722 

  Czech Koruna  Buy  10/19/11  48,878  51,683  (2,805) 

  Euro  Sell  10/19/11  402,279  419,030  16,751 

  Hungarian Forint  Buy  10/19/11  18,907  20,918  (2,011) 

  Malaysian Ringgit  Buy  10/19/11  381,261  406,692  (25,431) 

 

72



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $177,472,827) cont.

          Unrealized 
  Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Deutsche Bank AG cont.           

Mexican Peso  Buy  10/19/11  $536,737  $595,550  $(58,813) 

New Zealand Dollar  Sell  10/19/11  274,351  299,102  24,751 

Norwegian Krone  Sell  10/19/11  719,339  780,658  61,319 

Polish Zloty  Sell  10/19/11  174,260  178,275  4,015 

Singapore Dollar  Buy  10/19/11  476,196  512,335  (36,139) 

South Korean Won  Buy  10/19/11  361,904  395,493  (33,589) 

Swedish Krona  Buy  10/19/11  956,548  1,025,230  (68,682) 

Swiss Franc  Sell  10/19/11  411,550  433,709  22,159 

Taiwan Dollar  Sell  10/19/11  247,329  258,873  11,544 

Turkish Lira  Sell  10/19/11  75,252  79,273  4,021 

Goldman Sachs International           

Australian Dollar  Buy  10/19/11  2,306,570  2,494,525  (187,955) 

British Pound  Sell  10/19/11  1,476,876  1,505,241  28,365 

Canadian Dollar  Sell  10/19/11  2,093,184  2,205,197  112,013 

Chilean Peso  Buy  10/19/11  182,686  204,161  (21,475) 

Euro  Sell  10/19/11  3,717,124  3,870,769  153,645 

Hungarian Forint  Sell  10/19/11  493,732  533,566  39,834 

Japanese Yen  Sell  10/19/11  415,021  412,560  (2,461) 

Norwegian Krone  Sell  10/19/11  339,839  368,641  28,802 

Polish Zloty  Sell  10/19/11  462,601  505,516  42,915 

South African Rand  Buy  10/19/11  210,234  236,266  (26,032) 

Swedish Krona  Buy  10/19/11  213,828  228,834  (15,006) 

Swiss Franc  Sell  10/19/11  307,696  323,875  16,179 

HSBC Bank USA, National Association         

Australian Dollar  Buy  10/19/11  1,803,640  1,950,557  (146,917) 

British Pound  Sell  10/19/11  2,158,667  2,202,373  43,706 

Euro  Sell  10/19/11  244,883  255,671  10,788 

Indian Rupee  Sell  10/19/11  179,624  190,238  10,614 

Japanese Yen  Buy  10/19/11  960,168  954,609  5,559 

New Zealand Dollar  Buy  10/19/11  97,830  106,656  (8,826) 

Norwegian Krone  Buy  10/19/11  373,143  404,929  (31,786) 

Singapore Dollar  Sell  10/19/11  1,242,533  1,336,863  94,330 

South Korean Won  Sell  10/19/11  179,945  193,495  13,550 

Swiss Franc  Sell  10/19/11  105,843  111,357  5,514 

Taiwan Dollar  Sell  10/19/11  14,158  14,811  653 

JPMorgan Chase Bank, N.A.           

Australian Dollar  Sell  10/19/11  58,378  63,151  4,773 

Brazilian Real  Sell  10/19/11  63,341  71,552  8,211 

British Pound  Buy  10/19/11  1,989,526  2,022,292  (32,766) 

Canadian Dollar  Sell  10/19/11  1,393,828  1,467,211  73,383 

Chilean Peso  Buy  10/19/11  136,070  151,414  (15,344) 

Czech Koruna  Sell  10/19/11  507,923  529,660  21,737 

Euro  Buy  10/19/11  4,106,924  4,271,988  (165,064) 

Hong Kong Dollar  Sell  10/19/11  626,122  625,561  (561) 

 

73



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $177,472,827) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

JPMorgan Chase Bank, N.A. cont.           

  Hungarian Forint  Sell  10/19/11  $145,218  $160,518  $15,300 

  Japanese Yen  Buy  10/19/11  1,028,596  1,022,404  6,192 

  Malaysian Ringgit  Buy  10/19/11  294,265  313,856  (19,591) 

  Mexican Peso  Buy  10/19/11  354,090  392,978  (38,888) 

  New Zealand Dollar  Sell  10/19/11  67,940  74,080  6,140 

  Norwegian Krone  Sell  10/19/11  875,588  949,153  73,565 

  Polish Zloty  Buy  10/19/11  219,371  239,539  (20,168) 

  Russian Ruble  Buy  10/19/11  4,721  5,133  (412) 

  Singapore Dollar  Buy  10/19/11  789,757  850,140  (60,383) 

  South African Rand  Sell  10/19/11  152,015  170,393  18,378 

  South Korean Won  Sell  10/19/11  340,687  372,168  31,481 

  Swedish Krona  Buy  10/19/11  1,058,908  1,133,695  (74,787) 

  Swiss Franc  Buy  10/19/11  1,679,455  1,769,194  (89,739) 

  Taiwan Dollar  Sell  10/19/11  95,308  99,602  4,294 

  Thai Baht  Sell  10/19/11  7,594  7,645  51 

  Turkish Lira  Sell  10/19/11  459,460  483,168  23,708 

Royal Bank of Scotland PLC (The)           

  Australian Dollar  Sell  10/19/11  1,533,615  1,641,801  108,186 

  Brazilian Real  Buy  10/19/11  239,194  270,186  (30,992) 

  British Pound  Sell  10/19/11  2,228,825  2,280,461  51,636 

  Canadian Dollar  Sell  10/19/11  606,670  624,812  18,142 

  Chilean Peso  Buy  10/19/11  13,995  15,630  (1,635) 

  Czech Koruna  Buy  10/19/11  260,183  275,339  (15,156) 

  Euro  Buy  10/19/11  3,009,848  3,126,372  (116,524) 

  Hungarian Forint  Buy  10/19/11  237,672  263,420  (25,748) 

  Indian Rupee  Buy  10/19/11  60,776  64,829  (4,053) 

  Japanese Yen  Buy  10/19/11  1,688,529  1,678,278  10,251 

  Malaysian Ringgit  Sell  10/19/11  303,187  321,047  17,860 

  Mexican Peso  Sell  10/19/11  912,284  1,011,294  99,010 

  New Zealand Dollar  Sell  10/19/11  31,873  34,748  2,875 

  Norwegian Krone  Sell  10/19/11  54,698  59,422  4,724 

  Polish Zloty  Sell  10/19/11  335,726  367,773  32,047 

  Russian Ruble  Sell  10/19/11  2,889  3,149  260 

  Singapore Dollar  Sell  10/19/11  206,413  216,535  10,122 

  South African Rand  Sell  10/19/11  813,620  912,274  98,654 

  South Korean Won  Buy  10/19/11  182,663  191,522  (8,859) 

  Swedish Krona  Sell  10/19/11  1,211,709  1,299,679  87,970 

  Swiss Franc  Sell  10/19/11  1,636,919  1,721,590  84,671 

  Taiwan Dollar  Sell  10/19/11  42,736  44,785  2,049 

  Turkish Lira  Buy  10/19/11  321,042  338,544  (17,502) 

State Street Bank and Trust Co.           

  Australian Dollar  Buy  10/19/11  1,731,597  1,871,595  (139,998) 

  Brazilian Real  Sell  10/19/11  723,293  819,996  96,703 

  British Pound  Sell  10/19/11  423,303  416,729  (6,574) 

 

74



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $177,472,827) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

State Street Bank and Trust Co. cont.           

  Canadian Dollar  Buy  10/19/11  $1,744,272  $1,849,127  $(104,855) 

  Czech Koruna  Sell  10/19/11  150,360  155,604  5,244 

  Euro  Buy  10/19/11  342,702  353,853  (11,151) 

  Hungarian Forint  Sell  10/19/11  65,230  72,062  6,832 

  Indonesian Rupiah  Sell  10/19/11  119,167  110,834  (8,333) 

  Japanese Yen  Sell  10/19/11  2,232,891  2,223,498  (9,393) 

  Malaysian Ringgit  Sell  10/19/11  267,061  281,139  14,078 

  Mexican Peso  Buy  10/19/11  196,118  217,695  (21,577) 

  Norwegian Krone  Sell  10/19/11  137,846  149,472  11,626 

  Polish Zloty  Sell  10/19/11  71,214  77,775  6,561 

  Russian Ruble  Buy  10/19/11  4,715  5,126  (411) 

  Singapore Dollar  Buy  10/19/11  436,092  469,435  (33,343) 

  South African Rand  Buy  10/19/11  223,552  251,041  (27,489) 

  South Korean Won  Sell  10/19/11  26,124  28,548  2,424 

  Swedish Krona  Buy  10/19/11  1,331,760  1,425,239  (93,479) 

  Swiss Franc  Sell  10/19/11  505,682  532,717  27,035 

  Taiwan Dollar  Sell  10/19/11  355,895  372,315  16,420 

  Thai Baht  Buy  10/19/11  38,297  39,670  (1,373) 

  Turkish Lira  Buy  10/19/11  71,170  74,969  (3,799) 

UBS AG             

  Australian Dollar  Sell  10/19/11  2,057,857  2,201,369  143,512 

  Brazilian Real  Buy  10/19/11  559,918  634,094  (74,176) 

  British Pound  Buy  10/19/11  8,814,550  8,978,795  (164,245) 

  Canadian Dollar  Buy  10/19/11  1,145,645  1,206,636  (60,991) 

  Czech Koruna  Buy  10/19/11  315,069  332,796  (17,727) 

  Euro  Sell  10/19/11  4,757,843  4,974,689  216,846 

  Hungarian Forint  Buy  10/19/11  152,042  167,979  (15,937) 

  Indian Rupee  Buy  10/19/11  177,354  187,693  (10,339) 

  Japanese Yen  Buy  10/19/11  2,801,039  2,784,590  16,449 

  Mexican Peso  Sell  10/19/11  839,310  931,784  92,474 

  New Zealand Dollar  Sell  10/19/11  43,997  47,978  3,981 

  Norwegian Krone  Buy  10/19/11  2,812,490  3,053,359  (240,869) 

  Polish Zloty  Buy  10/19/11  660,022  721,204  (61,182) 

  Russian Ruble  Sell  10/19/11  2,880  3,136  256 

  Singapore Dollar  Buy  10/19/11  428,362  460,886  (32,524) 

  South African Rand  Buy  10/19/11  233,037  261,446  (28,409) 

  South Korean Won  Sell  10/19/11  370,334  401,475  31,141 

  Swedish Krona  Buy  10/19/11  1,894,878  2,029,026  (134,148) 

  Swiss Franc  Sell  10/19/11  1,151,677  1,213,363  61,686 

  Taiwan Dollar  Buy  10/19/11  342,512  358,252  (15,740) 

  Thai Baht  Sell  10/19/11  15,307  15,393  86 

  Turkish Lira  Buy  10/19/11  2,095  2,208  (113) 

 

75



FORWARD CURRENCY CONTRACTS at 9/30/11 (aggregate face value $177,472,827) cont.

            Unrealized 
    Contract  Delivery    Aggregate  appreciation/ 
Counterparty  Currency  type  date  Value  face value  (depreciation) 

Westpac Banking Corp.           

  Australian Dollar  Buy  10/19/11  $918,271  $991,076  $(72,805) 

  British Pound  Buy  10/19/11  1,123,550  1,143,466  (19,916) 

  Canadian Dollar  Buy  10/19/11  518,006  545,566  (27,560) 

  Euro  Buy  10/19/11  2,328,710  2,426,025  (97,315) 

  Japanese Yen  Sell  10/19/11  2,985,861  2,967,657  (18,204) 

  New Zealand Dollar  Buy  10/19/11  110,488  120,408  (9,920) 

  Norwegian Krone  Sell  10/19/11  997,867  1,083,312  85,445 

  Swedish Krona  Sell  10/19/11  805,691  862,703  57,012 

  Swiss Franc  Buy  10/19/11  497,174  523,731  (26,557) 

Total            $688,356 

 

FUTURES CONTRACTS OUTSTANDING at 9/30/11

 

        Unrealized 
Number of    Expiration  appreciation/ 
  contracts  Value  date  (depreciation) 

Australian Government Treasury         
Bond 10 yr (Long)  20  $1,858,128  Dec-11  $3,411 

Canadian Government Bond         
10 yr (Long)  2  254,617  Dec-11  4,110 

Canadian Government Bond         
10 yr (Short)  12  1,527,701  Dec-11  (9,429) 

Euro STOXX 50 Index (Long)  116  3,356,290  Dec-11  (10,845) 

Euro-Swiss Franc 3 Month (Short)  9  2,485,835  Dec-11  (16,406) 

Euro-Swiss Franc 3 Month (Short)  22  6,078,308  Dec-12  (91,668) 

Euro-Swiss Franc 3 Month (Short)  22  6,081,953  Jun-12  (73,831) 

Euro-Swiss Franc 3 Month (Short)  22  6,080,738  Mar-12  (58,258) 

FTSE 100 Index (Long)  99  7,873,112  Dec-11  (232,940) 

Japanese Government Bond         
10 yr (Long)  7  12,915,742  Dec-11  (43,111) 

Japanese Government Bond         
10 yr Mini (Long)  10  1,845,236  Dec-11  (5,889) 

Japanese Government Bond         
10 yr Mini (Short)  6  1,107,141  Dec-11  3,472 

MSCI EAFE Index Mini (Short)  339  22,824,870  Dec-11  194,109 

Russell 2000 Index Mini (Long)  168  10,777,200  Dec-11  (941,865) 

Russell 2000 Index Mini (Short)  58  3,720,700  Dec-11  366,154 

S&P 500 Index (Long)  12  3,378,000  Dec-11  (109,460) 

S&P 500 Index E-Mini (Short)  995  56,018,500  Dec-11  3,044,040 

S&P Mid Cap 400 Index E-Mini (Long)  6  467,340  Dec-11  (20,202) 

S&P Mid Cap 400 Index E-Mini (Short)  18  1,402,020  Dec-11  135,684 

S&P/TSX 60 Index (Short)  10  1,273,372  Dec-11  110,435 

SPI 200 Index (Short)  19  1,843,286  Dec-11  45,077 

Tokyo Price Index (Short)  61  5,994,357  Dec-11  (104,812) 

U.K. Gilt 10 yr (Short)  2  406,154  Dec-11  (7,567) 

U.S. Treasury Bond 20 yr (Long)  264  37,653,000  Dec-11  1,457,826 

U.S. Treasury Bond 20 yr (Short)  10  1,426,250  Dec-11  (32,394) 

 

76



FUTURES CONTRACTS OUTSTANDING at 9/30/11 cont.

        Unrealized 
  Number of    Expiration  appreciation/ 
  contracts  Value  date  (depreciation) 

U.S. Treasury Bond 30 yr (Long)  60  $9,517,500  Dec-11  $956,605 

U.S. Treasury Note 2 yr (Long)  287  63,198,297  Dec-11  (62,108) 

U.S. Treasury Note 2 yr (Short)  40  8,808,125  Dec-11  9,924 

U.S. Treasury Note 5 yr (Long)  181  22,169,672  Dec-11  27,336 

U.S. Treasury Note 10 yr (Short)  103  13,399,656  Dec-11  (108,689) 

Total        $4,428,709 

 

WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $7,192,518)

 

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to receive a fixed rate of 5.35%       
versus the three month USD-LIBOR-BBA maturing       
August 8, 2026.  $526,281  Aug-16/5.35  $14,078 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to pay a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
August 8, 2026.  526,281  Aug-16/4.35  70,758 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to receive a fixed rate of 4.28%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2026.  2,241,541  Aug-16/4.28  96,086 

Option on an interest rate swap with Bank of America,       
N.A. for the obligation to pay a fixed rate of 4.28%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2026.  2,241,541  Aug-16/4.28  291,938 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.68%       
versus the three month USD-LIBOR-BBA maturing       
August 3, 2026.  2,275,397  Aug-16/4.68  80,094 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.68%       
versus the three month USD-LIBOR-BBA maturing       
August 3, 2026.  2,275,397  Aug-16/4.68  351,776 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.67%       
versus the three month USD-LIBOR-BBA maturing       
August 2, 2026.  1,896,164  Jul-16/4.67  66,935 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.67%       
versus the three month USD-LIBOR-BBA maturing       
August 2, 2026.  1,896,164  Jul-16/4.67  292,009 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2026.  1,896,164  Jul-16/4.80  62,763 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
August 1, 2026.  1,896,164  Jul-16/4.80  307,937 

 

77



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $7,192,518) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
July 28, 2026.  $758,466  Jul-16/4.80  $25,105 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.80%       
versus the three month USD-LIBOR-BBA maturing       
July 28, 2026.  758,466  Jul-16/4.80  123,175 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.815%       
versus the three month USD-LIBOR-BBA maturing       
July 27, 2026.  1,896,164  Jul-16/4.815  62,194 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.815%       
versus the three month USD-LIBOR-BBA maturing       
July 27, 2026.  1,896,164  Jul-16/4.815  309,833 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.79% versus the three month USD-LIBOR-BBA       
maturing July 26, 2026.  1,780,510  Jul-16/4.79  60,609 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.79%       
versus the three month USD-LIBOR-BBA maturing       
July 26, 2026.  1,780,510  Jul-16/4.79  288,674 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.74% versus the three month USD-LIBOR-BBA       
maturing July 22, 2026.  1,890,634  Jul-16/4.74  65,756 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.74%       
versus the three month USD-LIBOR-BBA maturing       
July 22, 2026.  1,890,634  Jul-16/4.74  300,478 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to receive a fixed rate of 5.86% versus the       
three month USD-LIBOR-BBA maturing July 1, 2026.  1,206,318  Jun-16/5.86  25,743 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to pay a fixed rate of 4.86% versus the       
three month USD-LIBOR-BBA maturing July 1, 2026.  1,206,318  Jun-16/4.86  201,455 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to receive a fixed rate of 4.61% versus the       
three month USD-LIBOR-BBA maturing June 24, 2021.  2,236,010  Jun-16/4.61  42,059 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to pay a fixed rate of 4.61% versus the       
three month USD-LIBOR-BBA maturing June 24, 2021.  2,236,010  Jun-16/4.61  196,478 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 4.77% versus the three month USD-LIBOR-BBA       
maturing June 14, 2026.  5,083,787  Jun-16/4.77  165,884 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 4.77% versus the three month USD-LIBOR-BBA       
maturing June 14, 2026.  5,083,787  Jun-16/4.77  816,761 

 

78



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $7,192,518) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to receive a fixed rate of 4.64% versus       
the three month USD-LIBOR-BBA maturing       
June 13, 2021.  $5,700,000  Jun-16/4.64  $105,222 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 5.655%       
versus the three month USD-LIBOR-BBA maturing       
June 13, 2021.  10,600,000  Jun-16/5.655  121,900 

Option on an interest rate swap with Citibank, N.A.       
for the obligation to receive a fixed rate of 5.155%       
versus the three month USD-LIBOR-BBA maturing       
June 13, 2021.  9,900,000  Jun-16/5.155  148,203 

Option on an interest rate swap with Deutsche Bank AG       
for the obligation to pay a fixed rate of 4.64% versus the       
three month USD-LIBOR-BBA maturing June 13, 2021.  5,700,000  Jun-16/4.64  508,098 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 3.655%       
versus the three month USD-LIBOR-BBA maturing       
June 13, 2021.  10,600,000  Jun-16/3.655  596,780 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to pay a fixed rate of 4.155% versus the       
three month USD-LIBOR-BBA maturing June 13, 2021.  9,900,000  Jun-16/4.155  716,265 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.815% versus the three month USD-LIBOR-BBA       
maturing June 10, 2026.  3,167,162  Jun-16/4.815  104,105 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of       
4.815% versus the three month USD-LIBOR-BBA       
maturing June 10, 2026.  3,167,162  Jun-16/4.815  520,555 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.20%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2024.  1,405,992  Aug-14/4.20  36,401 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.20%       
versus the three month USD-LIBOR-BBA maturing       
August 5, 2024.  1,405,992  Aug-14/4.20  192,747 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.19%       
versus the three month USD-LIBOR-BBA maturing       
July 31, 2024.  1,171,660  Jul-14/4.19  30,334 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.19%       
versus the three month USD-LIBOR-BBA maturing       
July 31, 2024.  1,171,660  Jul-14/4.19  160,225 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.34%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  468,664  Jul-14/4.34  11,037 

 

79



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $7,192,518) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  $1,171,660  Jul-14/4.35  $27,417 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.34%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  468,664  Jul-14/4.34  68,945 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.35%       
versus the three month USD-LIBOR-BBA maturing       
July 30, 2024.  1,171,660  Jul-14/4.35  173,183 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 4.3725%       
versus the three month USD-LIBOR-BBA maturing       
July 29, 2024.  1,171,663  Jul-14/4.3725  26,960 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 4.3725%       
versus the three month USD-LIBOR-BBA maturing       
July 29, 2024.  1,171,663  Jul-14/4.3725  175,175 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.36% versus the three month USD-LIBOR-BBA       
maturing July 24, 2024.  1,100,196  Jul-14/4.36  25,404 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.36%       
versus the three month USD-LIBOR-BBA maturing       
July 24, 2024.  1,100,196  Jul-14/4.36  163,643 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to receive a fixed rate       
of 4.29% versus the three month USD-LIBOR-BBA       
maturing July 23, 2024.  1,168,242  Jul-14/4.29  28,155 

Option on an interest rate swap with JPMorgan Chase       
Bank, N.A. for the obligation to pay a fixed rate of 4.29%       
versus the three month USD-LIBOR-BBA maturing       
July 23, 2024.  1,168,242  Jul-14/4.29  168,017 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to pay a fixed rate       
of 1.29% versus the three month USD-LIBOR-BBA       
maturing December 14, 2016.  6,791,020  Dec-11/1.29  35,042 

Option on an interest rate swap with Goldman Sachs       
International for the obligation to receive a fixed rate       
of 1.29% versus the three month USD-LIBOR-BBA       
maturing December 14, 2016.  6,791,020  Dec-11/1.29  55,211 

Option on an interest rate swap with Credit Suisse       
International for the obligation to receive a fixed rate       
of 3.425% versus the three month USD-LIBOR-BBA       
maturing November 16, 2041.  9,143,400  Nov-11/3.425  35,659 

Option on an interest rate swap with Credit Suisse       
International for the obligation to pay a fixed rate       
of 3.425% versus the three month USD-LIBOR-BBA       
maturing November 16, 2041.  9,143,400  Nov-11/3.425  1,406,348 

 

80



WRITTEN OPTIONS OUTSTANDING at 9/30/11 (premiums received $7,192,518) cont.

  Contract  Expiration date/   
  amount  strike price  Value 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to receive a fixed rate of 2.47%       
versus the three month USD-LIBOR-BBA maturing       
October 11, 2016.  $4,433,660  Oct-11/2.47  $— 

Option on an interest rate swap with Barclay’s Bank       
PLC for the obligation to pay a fixed rate of 1.97%       
versus the three month USD-LIBOR-BBA maturing       
October 11, 2016.  4,433,660  Oct-11/1.97  151,143 

Option on an interest rate swap with Citibank, N.A. for       
the obligation to receive a fixed rate of 4.064% versus       
the three month USD-LIBOR-BBA maturing October 7, 2041.  1,852,429  Oct-11/4.064   

Total      $10,110,752 

 

TBA SALE COMMITMENTS OUTSTANDING at 9/30/11 (proceeds receivable $1,091,836)

 

  Principal  Settlement   
Agency  amount  date  Value 

Federal National Mortgage Association, 5 1/2s,       
October 1, 2041  $1,000,000  10/13/11  $1,085,391 

Total      $1,085,391 

 

INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11

 

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Bank of America, N.A.           
  $6,522,500  $—  9/23/13  3 month USD-     
        LIBOR-BBA  0.45%  $(15,648) 

  3,925,000    9/26/13  3 month USD-     
        LIBOR-BBA  0.5075%  (5,060) 

  938,000    9/30/21  3 month USD-     
        LIBOR-BBA  2.1825%  6,444 

  4,639,000    10/3/13  3 month USD-     
        LIBOR-BBA  0.54875%  (2,598) 

CAD  475,000    9/14/21  2.4075%  3 month CAD-   
          BA-CDOR  89 

JPY  262,000,000    9/21/21  0.98375%  6 month JPY-   
          LIBOR-BBA  11,530 

Barclays Bank PLC           
  $109,000    9/15/20  2.032%  3 month USD-   
          LIBOR-BBA  (460) 

  2,883,500    9/19/20  2.12%  3 month USD-   
          LIBOR-BBA  (32,497) 

  5,214,500    9/19/13  3 month USD-     
        LIBOR-BBA  0.51%  (6,167) 

  987,000    9/19/41  3 month USD-     
        LIBOR-BBA  3.035%  71,513 

  1,414,000    9/20/20  2.136%  3 month USD-   
          LIBOR-BBA  (17,753) 

  5,446,400    9/21/13  3 month USD-     
        LIBOR-BBA  0.4925%  (8,524) 

 

81



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
$5,802,800  $—  9/22/13  0.4775%  3 month USD-   
        LIBOR-BBA  $10,859 

658,000    9/22/41  3 month USD-     
      LIBOR-BBA  2.975%  39,227 

3,925,000    9/26/13  3 month USD-     
      LIBOR-BBA  0.50625%  (5,187) 

8,478,000    9/27/13  3 month USD-     
      LIBOR-BBA  0.5175%  (9,432) 

7,371,000    9/28/21  2.041%  3 month USD-   
        LIBOR-BBA  44,301 

34,912,000    9/28/13  3 month USD-     
      LIBOR-BBA  0.511043%  (44,291) 

56,000    9/29/41  3 month USD-     
      LIBOR-BBA  2.857%  1,923 

1,138,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.155%  5,029 

10,965,000    9/30/13  3 month USD-     
      LIBOR-BBA  0.53%  (9,951) 

1,182,000    9/30/21  2.165%  3 month USD-   
        LIBOR-BBA  (6,217) 

5,400,000    6/20/41  3.91625%  3 month USD-   
        LIBOR-BBA  (1,438,884) 

745,000    10/3/13  3 month USD-     
      LIBOR-BBA  0.543%  (503) 

145,000    10/3/41  3 month USD-     
      LIBOR-BBA  2.8175%  3,718 

5,380,000    6/27/41  3 month USD-     
      LIBOR-BBA  3.88882%  1,399,091 

13,803,000    6/28/41  3 month USD-     
      LIBOR-BBA  3.885%  3,577,131 

930,000    6/28/41  3 month USD-     
      LIBOR-BBA  3.88%  240,036 

2,760,000    6/29/41  3 month USD-     
      LIBOR-BBA  3.85488%  698,421 

300,000    6/30/41  3 month USD-     
      LIBOR-BBA  3.92%  80,019 

1,265,000    7/12/41  4.0825%  3 month USD-   
        LIBOR-BBA  (378,317) 

2,985,000    7/13/41  3.948%  3 month USD-   
        LIBOR-BBA  (807,643) 

1,801,000    7/14/41  3.88%  3 month USD-   
        LIBOR-BBA  (461,223) 

748,000    7/20/41  3 month USD-     
      LIBOR-BBA  3.888%  192,444 

2,625,808  (40,437)  9/21/21  3 month USD-     
      LIBOR-BBA  3.14%  211,153 

1,220,000    7/25/41  3 month USD-     
      LIBOR-BBA  3.97%  334,451 

 

82



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
$509,000  $—  7/28/41  3 month USD-     
      LIBOR-BBA  3.9675%  $139,144 

263,000    8/2/41  3.8925%  3 month USD-   
        LIBOR-BBA  (67,616) 

687,000    8/3/41  3.83375%  3 month USD-   
        LIBOR-BBA  (168,064) 

594,000    8/4/41  3.6108%  3 month USD-   
        LIBOR-BBA  (117,280) 

400,000    8/9/41  3.48375%  3 month USD-   
        LIBOR-BBA  (68,089) 

1,822,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.49%  312,530 

463,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.575%  87,722 

17,843,000    8/17/13  0.45%  3 month USD-   
        LIBOR-BBA  35,698 

3,932,000    8/17/41  3.343%  3 month USD-   
        LIBOR-BBA  (549,934) 

9,766,000    8/17/21  3 month USD-     
      LIBOR-BBA  2.39%  287,867 

2,304,000    8/23/21  2.23667%  3 month USD-   
        LIBOR-BBA  (34,198) 

1,392,000    9/6/20  2.231%  3 month USD-   
        LIBOR-BBA  (30,067) 

839,000    9/6/41  3.2375%  3 month USD-   
        LIBOR-BBA  (97,390) 

555,000    9/6/13  3 month USD-     
      LIBOR-BBA  0.4925%  (776) 

9,228,000    9/6/13  3 month USD-     
      LIBOR-BBA  0.48875%  (13,594) 

1,649,000    9/8/21  3 month USD-     
      LIBOR-BBA  2.17%  12,239 

1,649,000    9/8/21  3 month USD-     
      LIBOR-BBA  2.18%  13,766 

3,196,000    9/8/21  2.186%  3 month USD-   
        LIBOR-BBA  (28,451) 

1,961,000    9/8/41  3 month USD-     
      LIBOR-BBA  2.958%  111,925 

3,002,000    9/8/13  0.52875%  3 month USD-   
        LIBOR-BBA  2,118 

1,073,000    9/12/20  2.032%  3 month USD-   
        LIBOR-BBA  (4,726) 

10,514,000    9/13/13  0.52%  3 month USD-   
        LIBOR-BBA  9,515 

3,114,000    9/13/21  2.145%  3 month USD-   
        LIBOR-BBA  (14,771) 

701,000    9/13/41  2.975%  3 month USD-   
        LIBOR-BBA  (42,262) 

 

83



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Barclays Bank PLC cont.         
  $3,019,000  $—  9/15/13  3 month USD-     
        LIBOR-BBA  0.5275%  $(2,418) 

EUR  8,750,000    6/15/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.67%  211,141 

EUR  10,937,500    6/15/13  1.95%  3 month EUR-   
          EURIBOR-   
          REUTERS  (256,742) 

EUR  884,000    9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.532%  225 

EUR  330,000    10/4/21  2.542%  6 month EUR-   
          EURIBOR-   
          REUTERS  (416) 

GBP  1,312,000    9/26/21  6 month GBP-     
        LIBOR-BBA  2.54%  (9,981) 

Citibank, N.A.           
  $2,128,000    9/23/13  3 month USD-     
        LIBOR-BBA  0.459%  (4,739) 

  749,000    9/23/21  3 month USD-     
        LIBOR-BBA  2.136%  2,341 

  11,959,000  5,924  9/26/13  3 month USD-     
        LIBOR-BBA  0.49%  (13,709) 

  12,563,200  (64,546)  9/26/18  3 month USD-     
        LIBOR-BBA  1.62%  (128,301) 

  680,100  (8,018)  9/26/21  3 month USD-     
        LIBOR-BBA  2.09%  (8,942) 

  12,177,000    10/3/13  0.55625%  3 month USD-   
          LIBOR-BBA  4,993 

  10,237,000    10/3/20  3 month USD-     
        LIBOR-BBA  2.04%  35,420 

  9,276,500    10/3/21  2.159%  3 month USD-   
          LIBOR-BBA  (41,002) 

  585,000    10/3/41  3 month USD-     
        LIBOR-BBA  2.804%  13,424 

  16,600,000    7/8/13  3 month USD-     
        LIBOR-BBA  0.675%  50,099 

  600,000    7/8/21  3.2325%  3 month USD-   
          LIBOR-BBA  (66,379) 

  1,200,000    7/8/41  3 month USD-     
        LIBOR-BBA  4.0425%  349,164 

  16,500,000    8/5/13  3 month USD-     
        LIBOR-BBA  0.5725%  10,193 

  7,300,000    8/5/16  1.505%  3 month USD-   
          LIBOR-BBA  (114,510) 

  3,300,000    8/5/21  3 month USD-     
        LIBOR-BBA  2.725%  202,667 

 

84



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Citibank, N.A. cont.           
  $300,000  $—  8/5/41  3 month USD-     
        LIBOR-BBA  3.5875%  $57,731 

  471,000    8/8/41  3.5825%  3 month USD-   
          LIBOR-BBA  (90,022) 

  880,000    8/8/41  3.517%  3 month USD-   
          LIBOR-BBA  (156,036) 

  15,800,000    9/9/13  3 month USD-     
        LIBOR-BBA  0.525%  (12,372) 

  14,600,000    9/9/16  1.1925%  3 month USD-   
          LIBOR-BBA  26,822 

  1,400,000    9/9/21  3 month USD-     
        LIBOR-BBA  2.225%  17,393 

  200,000    9/9/41  3.05%  3 month USD-   
          LIBOR-BBA  (15,274) 

SEK  3,012,000    10/3/21  2.555%  3 month SEK-   
          STIBOR-SIDE  (2,693) 

SEK  3,025,000    10/4/21  2.5%  3 month SEK-   
          STIBOR-SIDE  (497) 

SEK  9,164,000    7/8/16  3.275%  3 month SEK-   
          STIBOR-SIDE  (68,644) 

SEK  9,517,000    7/11/16  3.2825%  3 month SEK-   
          STIBOR-SIDE  (71,732) 

Credit Suisse International         
  $391,000    9/20/13  0.52125%  3 month USD-   
          LIBOR-BBA  371 

  8,335,600    9/21/13  0.5%  3 month USD-   
          LIBOR-BBA  11,662 

  7,578,000    9/29/13  3 month USD-     
        LIBOR-BBA  0.52375%  (7,739) 

  14,331,800    10/3/20  3 month USD-     
        LIBOR-BBA  2.055%  67,646 

  12,987,100    10/3/21  2.172%  3 month USD-   
          LIBOR-BBA  (72,858) 

  368,000    8/18/41  3.3688%  3 month USD-   
          LIBOR-BBA  (53,439) 

  149,000    8/24/41  3.0775%  3 month USD-   
          LIBOR-BBA  (12,416) 

  9,929,800    8/31/13  3 month USD-     
        LIBOR-BBA  0.493%  (13,019) 

  32,292,900    8/31/13  3 month USD-     
        LIBOR-BBA  0.5125%  (29,802) 

  11,640,200    8/31/21  2.43125%  3 month USD-   
          LIBOR-BBA  (377,120) 

  3,208,500    8/31/41  3 month USD-     
        LIBOR-BBA  3.264%  394,909 

  372,000    9/14/41  3 month USD-     
        LIBOR-BBA  2.944%  19,972 

 

85



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Credit Suisse International cont.         
  $1,749,000  $—  9/14/13  3 month USD-     
        LIBOR-BBA  0.53875%  $(972) 

CHF  1,760,000    9/28/21  6 month CHF-     
        LIBOR-BBA  1.405%  (9,772) 

Deutsche Bank AG           
  $825,000    9/14/41  3 month USD-     
        LIBOR-BBA  2.95%  45,335 

  2,341,000    9/19/14  3 month USD-     
        LIBOR-BBA  0.6625%  (4,396) 

  4,016,000    9/27/18  3 month USD-     
        LIBOR-BBA  1.515%  (48,922) 

  8,478,000    9/27/13  3 month USD-     
        LIBOR-BBA  0.5175%  (9,347) 

  1,704,000    9/29/21  3 month USD-     
        LIBOR-BBA  2.165%  9,099 

  20,352,000    6/10/41  3.97%  3 month USD-   
          LIBOR-BBA  (5,673,591) 

  635,936    6/10/41  3.95%  3 month USD-   
          LIBOR-BBA  (174,584) 

  938,000    9/30/21  3 month USD-     
        LIBOR-BBA  2.1875%  6,876 

  16,379,200    10/3/20  3 month USD-     
        LIBOR-BBA  2.034%  48,482 

  14,842,400    10/3/21  2.153%  3 month USD-   
          LIBOR-BBA  (57,292) 

  1,188,000    10/4/13  3 month USD-     
        LIBOR-BBA  0.56125%  (391) 

  25,032,800  38,094  7/18/21  3 month USD-     
        LIBOR-BBA  3.04%  2,340,965 

  4,235,300  2,260  7/18/14  3 month USD-     
        LIBOR-BBA  0.96%  39,655 

  768,000    7/27/41  3.95%  3 month USD-   
          LIBOR-BBA  (207,191) 

  55,751,500  56,322  8/1/15  1.37%  3 month USD-   
          LIBOR-BBA  (953,507) 

  293,748    8/9/41  3.55%  3 month USD-   
          LIBOR-BBA  (54,105) 

  15,537,700    8/12/16  3 month USD-     
        LIBOR-BBA  1.255%  46,745 

  2,938,500    8/12/41  3.32%  3 month USD-   
          LIBOR-BBA  (397,900) 

  1,979,300    8/15/41  3.300791%  3 month USD-   
          LIBOR-BBA  (259,514) 

  2,344,600    8/16/21  3 month USD-     
        LIBOR-BBA  2.4775%  88,265 

  4,887,500    8/16/16  3 month USD-     
        LIBOR-BBA  1.24%  9,870 

 

86



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Deutsche Bank AG cont.         
$1,718,500  $—  8/16/21  2.435%  3 month USD-   
        LIBOR-BBA  $(57,936) 

223,000    8/16/41  3 month USD-     
      LIBOR-BBA  3.36%  32,005 

9,441,100    8/17/18  1.84%  3 month USD-   
        LIBOR-BBA  (118,903) 

2,688,700    8/22/21  3 month USD-     
      LIBOR-BBA  2.218%  35,442 

2,934,300    8/24/16  1.23%  3 month USD-   
        LIBOR-BBA  (2,960) 

4,924,500    8/24/21  2.271%  3 month USD-   
        LIBOR-BBA  (88,289) 

3,162,600    8/24/41  3 month USD-     
      LIBOR-BBA  3.081%  265,851 

29,136,600    8/30/13  3 month USD-     
      LIBOR-BBA  0.5075%  (30,088) 

4,486,600    8/30/21  2.4075%  3 month USD-   
        LIBOR-BBA  (134,386) 

923,000    8/30/41  3 month USD-     
      LIBOR-BBA  3.2425%  108,645 

6,775,600    8/31/13  3 month USD-     
      LIBOR-BBA  0.4925%  (8,954) 

1,953,500    9/12/13  3 month USD-     
      LIBOR-BBA  0.5%  (2,526) 

4,807,900    9/12/21  3 month USD-     
      LIBOR-BBA  2.2125%  52,983 

2,512,500    9/12/41  3.065%  3 month USD-   
        LIBOR-BBA  (199,266) 

2,255,000    9/14/16  1.175%  3 month USD-   
        LIBOR-BBA  6,781 

Goldman Sachs International         
2,883,500    9/19/20  2.13375%  3 month USD-   
        LIBOR-BBA  (35,797) 

5,214,500    9/19/13  3 month USD-     
      LIBOR-BBA  0.515%  (5,538) 

987,000    9/19/41  3 month USD-     
      LIBOR-BBA  3.05%  74,627 

460,000    9/20/41  3.065%  3 month USD-   
        LIBOR-BBA  (36,202) 

6,087,400    9/21/13  0.5%  3 month USD-   
        LIBOR-BBA  8,516 

4,211,200    9/22/13  0.478%  3 month USD-   
        LIBOR-BBA  7,745 

5,693,500    9/23/13  3 month USD-     
      LIBOR-BBA  0.4525%  (13,371) 

3,164,000    9/26/13  3 month USD-     
      LIBOR-BBA  0.50625%  (4,143) 

 

87



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
$1,798,000  $—  9/26/21  3 month USD-     
      LIBOR-BBA  1.93875%  $(27,510) 

5,510,687  (200,313)  9/29/41  3 month USD-     
      LIBOR-BBA  3.99%  1,301,632 

592,000    9/28/41  3 month USD-     
      LIBOR-BBA  2.69625%  346 

10,049,000    9/28/13  3 month USD-     
      LIBOR-BBA  0.5125%  (12,436) 

1,057,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.15125%  4,312 

878,000    10/3/13  3 month USD-     
      LIBOR-BBA  0.558%  (325) 

1,653,000    7/1/41  3 month USD-     
      LIBOR-BBA  4.02625%  476,291 

5,226,000    7/19/21  3 month USD-     
      LIBOR-BBA  3.075%  497,289 

24,078,000  (10,236)  7/20/16  3 month USD-     
      LIBOR-BBA  1.79%  727,052 

250,000    7/21/41  3.935%  3 month USD-   
        LIBOR-BBA  (66,777) 

1,708,000    7/25/21  3 month USD-     
      LIBOR-BBA  3.0675%  160,494 

180,000    7/25/41  3 month USD-     
      LIBOR-BBA  3.9325%  47,920 

2,379,000    7/25/21  3 month USD-     
      LIBOR-BBA  3.127%  236,651 

2,032,000    7/26/41  3 month USD-     
      LIBOR-BBA  3.93625%  542,374 

950,000    7/28/41  3.935%  3 month USD-   
        LIBOR-BBA  (253,185) 

820,000    8/2/41  3.8725%  3 month USD-   
        LIBOR-BBA  (207,354) 

985,000    8/2/41  3.81625%  3 month USD-   
        LIBOR-BBA  (237,384) 

852,000    8/3/41  3.754%  3 month USD-   
        LIBOR-BBA  (194,074) 

671,000    8/4/41  3.718%  3 month USD-   
        LIBOR-BBA  (147,668) 

895,000    8/4/41  3.711%  3 month USD-   
        LIBOR-BBA  (195,647) 

840,000    8/4/41  3.6225%  3 month USD-   
        LIBOR-BBA  (167,932) 

385,000    8/5/41  3.593%  3 month USD-   
        LIBOR-BBA  (74,534) 

400,000    8/9/41  3.48375%  3 month USD-   
        LIBOR-BBA  (68,089) 

694,000    8/9/41  3 month USD-     
      LIBOR-BBA  3.54%  126,359 

 

88



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

Goldman Sachs International cont.         
  $781,000  $—  8/10/41  3.435%  3 month USD-   
          LIBOR-BBA  $(124,842) 

  18,040,000  (51,875)  8/11/21  2.55%  3 month USD-   
          LIBOR-BBA  (859,296) 

  233,700    8/15/41  3.2475%  3 month USD-   
          LIBOR-BBA  (28,015) 

  1,033,800    8/15/41  3.365%  3 month USD-   
          LIBOR-BBA  (149,545) 

  4,689,200    8/16/21  3 month USD-     
        LIBOR-BBA  2.47%  173,251 

  180,000    8/24/41  3 month USD-     
        LIBOR-BBA  3.075%  14,903 

  10,700,000    8/24/16  1.235%  3 month USD-   
          LIBOR-BBA  (13,415) 

  4,470,000    8/24/21  3 month USD-     
        LIBOR-BBA  2.2625%  76,615 

  7,534,000    8/30/13  3 month USD-     
        LIBOR-BBA  0.48375%  (11,342) 

  2,000,000    8/31/21  2.407%  3 month USD-   
          LIBOR-BBA  (60,296) 

  532,000    9/1/20  2.225%  3 month USD-   
          LIBOR-BBA  (11,450) 

  752,000    9/1/41  3.195%  3 month USD-   
          LIBOR-BBA  (80,856) 

  782,000    9/1/13  3 month USD-     
        LIBOR-BBA  0.4975%  (984) 

  693,000    9/6/21  2.2575%  3 month USD-   
          LIBOR-BBA  (10,837) 

  3,427,000    9/13/13  0.52125%  3 month USD-   
          LIBOR-BBA  3,007 

  114,000    9/13/41  3 month USD-     
        LIBOR-BBA  3.023%  8,025 

EUR  2,180,000    6/21/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.632%  50,071 

EUR  1,300,000    9/29/21  6 month EUR-     
        EURIBOR-     
        REUTERS  2.54%  1,945 

KRW  7,312,000,000    7/11/16  4.035%  3 month KRW-   
          CD-KSDA-   
          BLOOMBERG  (169,222) 

KRW  2,483,797,000    8/2/16  3 month KRW-     
        CD-KSDA-     
        BLOOMBERG  3.845%  38,815 

SEK  2,050,000    9/9/21  2.65%  3 month SEK-   
          STIBOR-SIDE  (4,409) 

 

89



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

  Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

JPMorgan Chase Bank, N.A.         
$8,478,000  $—  9/27/13  3 month USD-     
      LIBOR-BBA  0.5175%  $(9,347) 

3,946,361    6/10/26  3.591%  3 month USD-   
        LIBOR-BBA  (609,454) 

2,950,000    7/19/21  3.074%  3 month USD-   
        LIBOR-BBA  (280,441) 

2,195,000    9/29/21  3 month USD-     
      LIBOR-BBA  2.18%  14,752 

930,000    9/30/21  3 month USD-     
      LIBOR-BBA  2.203%  8,148 

1,758,000    10/3/21  3 month USD-     
      LIBOR-BBA  2.184%  11,814 

3,698,000    10/4/13  3 month USD-     
      LIBOR-BBA  0.58%  156 

43,988,600  61,653  8/3/15  1.23%  3 month USD-   
        LIBOR-BBA  (489,529) 

734,000    8/8/41  3.466%  3 month USD-   
        LIBOR-BBA  (122,247) 

440,000    8/8/41  3.4275%  3 month USD-   
        LIBOR-BBA  (69,706) 

304,000    8/9/41  3.485%  3 month USD-   
        LIBOR-BBA  (51,824) 

5,903,000    8/19/13  0.4475%  3 month USD-   
        LIBOR-BBA  12,186 

231,000    8/19/41  3.299%  3 month USD-   
        LIBOR-BBA  (30,126) 

29,709,700  (3,182)  8/19/13  0.44%  3 month USD-   
        LIBOR-BBA  62,598 

30,492,900  146,241  8/19/20  2.18%  3 month USD-   
        LIBOR-BBA  (425,498) 

5,338,000    8/23/13  0.485%  3 month USD-   
        LIBOR-BBA  7,331 

2,206,000    8/23/41  3 month USD-     
      LIBOR-BBA  3.088%  188,881 

684,000    8/30/21  3 month USD-     
      LIBOR-BBA  2.4225%  21,433 

5,420,500    8/31/13  3 month USD-     
      LIBOR-BBA  0.5%  (6,354) 

4,498,000    9/2/13  0.486%  3 month USD-   
        LIBOR-BBA  6,725 

850,000    9/2/41  3 month USD-     
      LIBOR-BBA  3.187%  89,891 

3,383,000    9/14/21  3 month USD-     
      LIBOR-BBA  2.124%  9,205 

368,000    9/14/13  0.535%  3 month USD-   
        LIBOR-BBA  232 

3,666,000    9/14/21  2.1575%  3 month USD-   
        LIBOR-BBA  (21,288) 

 

90



INTEREST RATE SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

    Upfront    Payments  Payments  Unrealized 
Swap counterparty /  premium  Termination  made by  received by  appreciation/ 
Notional amount  received (paid)  date  fund per annum  fund per annum  (depreciation) 

JPMorgan Chase Bank, N.A. cont.         
  $260,000  $—  9/15/41  2.984%  3 month USD-   
          LIBOR-BBA  $(16,126) 

  800,000    9/19/16  3 month USD-     
        LIBOR-BBA  1.231%  (461) 

CAD  1,733,000    9/21/21  2.3911%  3 month CAD-   
          BA-CDOR  3,585 

CAD  2,813,000    9/21/21  3 month CAD-     
        BA-CDOR  2.3911%  (5,820) 

CAD  686,000    9/27/21  3 month CAD-     
        BA-CDOR  2.415%  (247) 

EUR  8,750,000    6/13/13  1 year EUR-     
        EONIA-OIS-     
        COMPOUND  1.74%  221,984 

EUR  8,750,000    6/13/13  1.9865%  3 month EUR-   
          EURIBOR-   
          REUTERS  (213,192) 

JPY  94,000,000    9/12/21  1.02375%  6 month JPY-   
          LIBOR-BBA  (1,254) 

UBS, AG           
  $34,000,000    6/9/15  1.465%  3 month USD-   
          LIBOR-BBA  (844,966) 

Total            $(3,293,286) 

 

TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 9/30/11

 

      Fixed payments  Total return  Unrealized 
Swap counterparty /  Termination  received (paid) by  received by  appreciation/ 
Notional amount  date  fund per annum  or paid by fund  (depreciation) 

Bank of America, N.A.         
baskets  141,440  7/30/12  3 month  A basket (GDX)  $(410,484) 
      USD-LIBOR-BBA  of common stocks   

Barclays Bank PLC         
  $1,402,956  1/12/40  4.50% (1 month  Synthetic MBX  (1,669) 
      USD-LIBOR)  Index 4.50%   
        30 year Fannie Mae   
        pools   

  2,713,764  1/12/41  5.00% (1 month  Synthetic MBX  (7,612) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  319,190  1/12/41  4.50% (1 month  Synthetic MBX  (529) 
      USD-LIBOR)  Index 4.50%   
        30 year Fannie Mae   
        pools   

  124,691  1/12/41  5.00% (1 month  Synthetic MBX  (350) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

 

91



TOTAL RETURN SWAP CONTRACTS OUTSTANDING at 9/30/11 cont.

      Fixed payments  Total return  Unrealized 
Swap counterparty /  Termination  received (paid) by  received by  appreciation/ 
Notional amount  date  fund per annum  or paid by fund  (depreciation) 

Barclays Bank PLC cont.         
  $23,053  1/12/41  4.50% (1 month  Synthetic MBX  $(38) 
      USD-LIBOR)  Index 4.50%   
        30 year Fannie Mae   
        pools   

  25,756  1/12/40  5.00% (1 month  Synthetic MBX  (68) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  84,423  1/12/40  5.00% (1 month  Synthetic MBX  (223) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  60,813  1/12/40  5.00% (1 month  Synthetic MBX  (161) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

  1,206,797  1/12/41  5.00% (1 month  Synthetic TRS  (25,319) 
      USD-LIBOR)  Index 5.00%   
        30 year Ginnie   
        Mae II pools   

  96,533  1/12/40  (5.00%) 1 month  Synthetic TRS  1,331 
      USD-LIBOR  Index 5.00%   
        30 year Fannie Mae   
        pools   

Citibank, N.A.         
units  87  4/11/12  3 month  Russell 1000  11,467 
      USD-LIBOR-BBA  Total Return Index   
      minus 0.05%     

  $1,317,050  1/12/41  5.00% (1 month  Synthetic MBX  (3,694) 
      USD-LIBOR)  Index 5.00%   
        30 year Fannie Mae   
        pools   

baskets  273  4/11/12  (3 month USD-  A basket  (2,645,297) 
      LIBOR-BBA plus  (CGPUTQL1)   
      0.10%)  of common stocks   

units  6,046  4/11/12  3 month  Russell 2000  3,198,880 
      USD-LIBOR-BBA  Total Return Index   
      minus 0.05%     

units  252  4/11/12  (3 month USD-  Russell 2000  138,183 
      LIBOR-BBA)  Total Return Index   

JPMorgan Chase Bank, N.A.         
shares  269,208  10/20/11  (3 month USD-  iShares MSCI  (3,200,525) 
      LIBOR-BBA plus  Emerging Markets   
      5 bp)  Index   

Total          $(2,946,108) 

 

92



CREDIT DEFAULT CONTRACTS OUTSTANDING at 9/30/11

    Upfront      Fixed payments   
    premium    Termi-  received  Unrealized 
Swap counterparty /    received  Notional  nation  (paid) by fund  appreciation/ 
Referenced debt*  Rating***  (paid)**  amount  date  per annum  (depreciation) 

Credit Suisse International           
DJ CDX NA HY Series             
17 Version 1 Index  B+  $1,669,997  $16,805,000  12/20/16  500 bp  $(364,809) 

Deutsche Bank AG             
Smurfit Kappa             
Funding, 7 3/4%,             
4/1/15  B2    EUR 440,000  9/20/13  715 bp  45,641 

Virgin Media             
Finance PLC,             
8 3/4%, 4/15/14  BB–    EUR 690,000  9/20/13  477 bp  26,190 

Virgin Media             
Finance PLC,             
8 3/4%, 4/15/14  BB–    EUR 690,000  9/20/13  535 bp  36,514 

Goldman Sachs International           
Lighthouse             
International Co,             
SA, 8%, 4/30/14  Ca    EUR 680,000  3/20/13  680 bp  (649,432) 

JPMorgan Chase Bank, N.A.           
DJ CDX NA HY Series             
17 Version 1 Index  B+  755,747  $7,605,000  12/20/16 500 bp (165,092) 

Morgan Stanley Capital Services, Inc.         
DJ iTraxx Europe             
Crossover Series 12             
Version 1    (23,121)  EUR 1,943,000  12/20/14  (500 bp)  99,976 

Total            $(971,012) 

 

* Payments related to the referenced debt are made upon a credit default event.

** Upfront premium is based on the difference between the original spread on issue and the market spread on day of execution.

*** Ratings are presented for credit default contracts in which the fund has sold protection on the underlying referenced debt. Ratings for an underlying index represent the average of the ratings of all the securities included in that index.

The Moody’s, Standard & Poor’s or Fitch ratings are believed to be the most recent ratings available at September 30, 2011. Securities rated by Putnam are indicated by “/P.” Securities rated by Fitch are indicated by “/F.”

ASC 820 establishes a three-level hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of the fund’s investments. The three levels are defined as follows:

Level 1 — Valuations based on quoted prices for identical securities in active markets.

Level 2 — Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level 3 — Valuations based on inputs that are unobservable and significant to the fair value measurement.

The following is a summary of the inputs used to value the fund’s net assets as of the close of the reporting period:

    Valuation inputs  

Investments in securities:  Level 1  Level 2  Level 3 

Common stocks:       

Basic materials  $4,808,642  $3,556,930  $— 

Capital goods  6,474,833  3,604,460  27,661 

Communication services  6,061,735  2,364,015   

 

93



    Valuation inputs  

Investments in securities:  Level 1  Level 2  Level 3 

Common stocks cont.:       

Conglomerates  $1,468,263  $270,501  $— 

Consumer cyclicals  13,918,776  4,525,946  489 

Consumer staples  10,383,168  4,658,756   

Energy  11,294,402  2,479,029   

Financials  14,339,561  6,736,646   

Health care  14,074,043  3,788,223   

Technology  18,594,159  910,903   

Transportation  776,369  1,146,103   

Utilities and power  3,788,153  1,605,954   

Total common stocks  $105,982,104  $35,647,466  $28,150 
 
Asset-backed securities  $—  $10,668,998  $— 

Commodity linked notes    5,539,434   

Convertible bonds and notes    196,667   

Convertible preferred stocks    408,146   

Corporate bonds and notes    124,979,612  120,832 

Foreign government bonds and notes    12,333,849   

Investment companies  14,062,873     

Mortgage-backed securities    40,203,064   

Municipal bonds and notes    176,943   

Preferred stocks    376,060   

Purchased options outstanding    8,675,723   

Senior loans    3,398,372   

U.S. Government and agency mortgage obligations    134,858,851   

U.S. treasury obligations    1,733,820   

Warrants    138  8,376 

Short-term investments  105,375,219  73,385,354   

Totals by level  $225,420,196  $452,582,497  $157,358 
 
    Valuation inputs  

Other financial instruments:  Level 1  Level 2  Level 3 

Forward currency contracts  $—  $688,356  $— 

Futures contracts  4,428,709     

Written options    (10,110,752)   

TBA sale commitments    (1,085,391)   

Interest rate swap contracts    (3,225,173)   

Total return swap contracts    (2,946,108)   

Credit default contracts    (3,373,635)   

Totals by level  $4,428,709  $(20,052,703)  $— 

 

At the start and/or close of the reporting period, Level 3 investments in securities were not considered a significant portion of the fund’s portfolio.

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

94



Statement of assets and liabilities 9/30/11

ASSETS   

Investment in securities, at value, including $13,457,009 of securities on loan (Note 1):   
Unaffiliated issuers (identified cost $541,882,986)  $560,234,257 
Affiliated issuers (identified cost $117,925,794) (Notes 1 and 6)  117,925,794 

Cash  137,784 

Foreign currency (cost $17,044) (Note 1)  16,693 

Dividends, interest and other receivables  3,682,313 

Receivable for shares of the fund sold  3,515,423 

Receivable for investments sold  9,428,455 

Receivable for sales of delayed delivery securities (Note 1)  1,220,544 

Unrealized appreciation on swap contracts (Note 1)  21,348,418 

Receivable for variation margin (Note 1)  2,135,519 

Unrealized appreciation on forward currency contracts (Note 1)  4,911,030 

Premium paid on swap contracts (Note 1)  401,728 

Total assets  724,957,958 
 
LIABILITIES   

Payable for investments purchased  6,749,001 

Payable for purchases of delayed delivery securities (Note 1)  134,230,802 

Payable for shares of the fund repurchased  4,075,795 

Payable for compensation of Manager (Note 2)  231,090 

Payable for investor servicing fees (Note 2)  69,932 

Payable for custodian fees (Note 2)  130,815 

Payable for Trustee compensation and expenses (Note 2)  147,464 

Payable for administrative services (Note 2)  2,498 

Payable for distribution fees (Note 2)  299,627 

Unrealized depreciation on forward currency contracts (Note 1)  4,222,674 

Written options outstanding, at value (premiums received $7,192,518) (Notes 1 and 3)  10,110,752 

Premium received on swap contracts (Note 1)  2,736,238 

Unrealized depreciation on swap contracts (Note 1)  28,558,824 

TBA sale commitments, at value (proceeds receivable $1,091,836) (Note 1)  1,085,391 

Collateral on securities loaned, at value (Note 1)  14,160,575 

Collateral on certain derivative contracts, at value (Note 1)  3,907,743 

Other accrued expenses  252,021 

Total liabilities  210,971,242 
 
Net assets  $513,986,716 

 
REPRESENTED BY   

Paid-in capital (Unlimited shares authorized) (Notes 1 and 4)  $543,771,425 

Distributions in excess of net investment income (Note 1)  (2,704,433) 

Accumulated net realized loss on investments and foreign currency transactions (Note 1)  (40,437,500) 

Net unrealized appreciation of investments and assets and liabilities in foreign currencies  13,357,224 

Total — Representing net assets applicable to capital shares outstanding  $513,986,716 

 

(Continued on next page)

95



Statement of assets and liabilities (Continued)

COMPUTATION OF NET ASSET VALUE AND OFFERING PRICE   

Net asset value and redemption price per class A share   
($352,757,490 divided by 39,937,995 shares)  $8.83 

Offering price per class A share (100/94.25 of $8.83)*  $9.37 

Net asset value and offering price per class B share ($26,067,644 divided by 2,970,936 shares)**  $8.77 

Net asset value and offering price per class C share ($43,702,640 divided by 4,995,345 shares)**  $8.75 

Net asset value and redemption price per class M share ($7,505,307 divided by 857,230 shares)  $8.76 

Offering price per class M share (100/96.50 of $8.76)*  $9.08 

Net asset value, offering price and redemption price per class R share   
($3,582,388 divided by 396,542 shares)  $9.03 

Net asset value, offering price and redemption price per class Y share   
($80,371,247 divided by 9,075,432 shares)  $8.86 

 

* On single retail sales of less than $50,000. On sales of $50,000 or more the offering price is reduced.

** Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

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

96



Statement of operations Year ended 9/30/11

INVESTMENT INCOME   

Interest (net of foreign tax of $26,747) (including interest income of $263,943   
from investments in affiliated issuers) (Note 6)  $22,267,410 

Dividends (net of foreign tax of $236,985)  6,608,671 

Securities lending (Note 1)  86,903 

Total investment income  28,962,984 
 
EXPENSES   

Compensation of Manager (Note 2)  4,920,558 

Investor servicing fees (Note 2)  1,867,057 

Custodian fees (Note 2)  271,352 

Trustee compensation and expenses (Note 2)  77,493 

Administrative services (Note 2)  27,215 

Distribution fees — Class A (Note 2)  961,353 

Distribution fees — Class B (Note 2)  303,903 

Distribution fees — Class C (Note 2)  458,527 

Distribution fees — Class M (Note 2)  63,508 

Distribution fees — Class R (Note 2)  18,660 

Other  418,157 

Total expenses  9,387,783 
 
Expense reduction (Note 2)  (29,707) 

Net expenses  9,358,076 
 
Net investment income  19,604,908 

 
Net realized gain on investments (Notes 1 and 3)  79,937,398 

Net realized loss on swap contracts (Note 1)  (20,587,365) 

Net realized loss on futures contracts (Note 1)  (20,193,372) 

Net realized loss on foreign currency transactions (Note 1)  (7,648,532) 

Net realized loss on written options (Notes 1 and 3)  (355,196) 

Net unrealized appreciation of assets and liabilities in foreign currencies during the year  559,043 

Net unrealized depreciation of investments, futures contracts, swap contracts,   
written options, and TBA sale commitments during the year  (5,475,741) 

Net gain on investments  26,236,235 
 
Net increase in net assets resulting from operations  $45,841,143 

 

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

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Statement of changes in net assets

INCREASE (DECREASE) IN NET ASSETS  Year ended 9/30/11  Year ended 9/30/10 

Operations:     
Net investment income  $19,604,908  $33,187,345 

Net realized gain on investments     
and foreign currency transactions  31,152,933  131,674,991 

Net unrealized depreciation of investments and assets     
and liabilities in foreign currencies  (4,916,698)  (52,900,794) 

Net increase in net assets resulting from operations  45,841,143  111,961,542 

Distributions to shareholders (Note 1):     
From ordinary income     
Net investment income     

Class A  (13,844,909)  (19,833,612) 

Class B  (899,015)  (1,696,442) 

Class C  (1,296,737)  (1,981,194) 

Class M  (266,043)  (455,370) 

Class R  (120,858)  (156,135) 

Class Y  (20,547,834)  (31,858,737) 

Increase in capital from settlement payments  1,970   

Redemption fees (Note 1)    2,002 

Increase (decrease) from capital share transactions (Note 4)  (554,700,741)  15,468,184 

Total increase (decrease) in net assets  (545,833,024)  71,450,238 
 
NET ASSETS     

Beginning of year  1,059,819,740  988,369,502 

End of year (including distributions in excess of net investment     
income of $2,704,433 and undistributed net investment income     
of $11,142,880, respectively)  $513,986,716  $1,059,819,740 

 

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

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99



Financial highlights (For a common share outstanding throughout the period)

INVESTMENT OPERATIONS:  LESS DISTRIBUTIONS:      RATIOS AND SUPPLEMENTAL DATA:   

                          Ratio     
                          of expenses     
                          to average  Ratio   
  Net asset    Net realized                  Ratio  net assets  of net investment   
  value,    and unrealized  Total from  From      Non-recurring    Total return  Net assets,  of expenses  excluding  income (loss)   
  beginning  Net investment  gain (loss)  investment  net investment  Total  Redemption  reimburse-  Net asset value,  at net asset  end of period  to average  interest expense  to average  Portfolio 
Period ended  of period  income (loss) a  on investments  operations  income  distributions  fees  ments  end of period  value (%) b  (in thousands)  net assets (%) c  (%) c  net assets (%)  turnover (%) g 

Class A                               
September 30, 2011  $9.08  .20  (.12) j  .08  (.33)  (.33)    e,f  $8.83  .84  $352,757  1.07  1.07  2.12  288 
September 30, 2010  8.60  .28  .69  .97  (.49)  (.49)  e    9.08  11.57  376,055  1.05 d  1.05 d  3.21 d  196 
September 30, 2009  8.35  .22  .35  .57  (.32)  (.32)  e  e,h  8.60  7.52  359,937  1.28 d,i  1.17 d  3.00 d  292 
September 30, 2008  9.84  .38  (1.54)  (1.16)  (.33)  (.33)  e    8.35  (12.09)  403,932  1.15 d  1.15 d  4.06 d  170 
September 30, 2007  9.59  .30  .25  .55  (.30)  (.30)  e    9.84  5.76  492,125  1.15 d  1.15 d  3.09 d  151 

Class B                               
September 30, 2011  $9.02  .13  (.11) j  .02  (.27)  (.27)    e,f  $8.77  .09  $26,068  1.82  1.82  1.36  288 
September 30, 2010  8.54  .22  .68  .90  (.42)  (.42)  e    9.02  10.85  32,603  1.80 d  1.80 d  2.49 d  196 
September 30, 2009  8.27  .17  .36  .53  (.26)  (.26)  e  e,h  8.54  7.02  37,157  2.03 d,i  1.92 d  2.24 d  292 
September 30, 2008  9.75  .31  (1.53)  (1.22)  (.26)  (.26)  e    8.27  (12.77)  48,764  1.90 d  1.90 d  3.31 d  170 
September 30, 2007  9.50  .23  .24  .47  (.22)  (.22)  e    9.75  5.00  73,813  1.90 d  1.90 d  2.36 d  151 

Class C                               
September 30, 2011  $8.99  .13  (.10) j  .03  (.27)  (.27)    e,f  $8.75  .22  $43,703  1.82  1.82  1.38  288 
September 30, 2010  8.53  .21  .67  .88  (.42)  (.42)  e    8.99  10.62  43,589  1.80 d  1.80 d  2.45 d  196 
September 30, 2009  8.28  .17  .34  .51  (.26)  (.26)  e  e,h  8.53  6.79  40,389  2.03 d,i  1.92 d  2.25 d  292 
September 30, 2008  9.76  .31  (1.53)  (1.22)  (.26)  (.26)  e    8.28  (12.76)  47,692  1.90 d  1.90 d  3.31 d  170 
September 30, 2007  9.49  .23  .26  .49  (.22)  (.22)  e    9.76  5.21  56,647  1.90 d  1.90 d  2.34 d  151 

Class M                               
September 30, 2011  $9.00  .15  (.10) j  .05  (.29)  (.29)    e,f  $8.76  .43  $7,505  1.57  1.57  1.62  288 
September 30, 2010  8.53  .24  .67  .91  (.44)  (.44)  e    9.00  11.00  8,767  1.55 d  1.55 d  2.73 d  196 
September 30, 2009  8.27  .19  .35  .54  (.28)  (.28)  e  e,h  8.53  7.18  8,859  1.78 d,i  1.67 d  2.55 d  292 
September 30, 2008  9.75  .33  (1.53)  (1.20)  (.28)  (.28)  e    8.27  (12.54)  10,452  1.65 d  1.65 d  3.55 d  170 
September 30, 2007  9.50  .25  .25  .50  (.25)  (.25)  e    9.75  5.27  12,409  1.65 d  1.65 d  2.59 d  151 

Class R                               
September 30, 2011  $9.27  .18  (.11) j  .07  (.31)  (.31)    e,f  $9.03  .68  $3,582  1.32  1.32  1.88  288 
September 30, 2010  8.75  .26  .72  .98  (.46)  (.46)  e    9.27  11.55  3,377  1.30 d  1.30 d  2.94 d  196 
September 30, 2009  8.45  .21  .39  .60  (.30)  (.30)  e  e,h  8.75  7.74  2,594  1.53 d,i  1.42 d  2.71 d  292 
September 30, 2008  9.95  .34  (1.53)  (1.19)  (.31)  (.31)  e    8.45  (12.28)  3,127  1.40 d  1.40 d  3.66 d  170 
September 30, 2007  9.67  .28  .27  .55  (.27)  (.27)  e    9.95  5.77  1,251  1.40 d  1.40 d  2.84 d  151 

Class Y                               
September 30, 2011  $9.10  .21  (.09) j  .12  (.36)  (.36)    e,f  $8.86  1.21  $80,371  .82  .82  2.26  288 
September 30, 2010  8.62  .31  .68  .99  (.51)  (.51)  e    9.10  11.85  595,429  .80 d  .80 d  3.45 d  196 
September 30, 2009  8.34  .25  .37  .62  (.34)  (.34)  e  e,h  8.62  8.17  539,433  1.03 d,i  .92 d  3.29 d  292 
September 30, 2008  9.83  .40  (1.54)  (1.14)  (.35)  (.35)  e    8.34  (11.88)  470,161  .90 d  .90 d  4.30 d  170 
September 30, 2007  9.57  .33  .25  .58  (.32)  (.32)  e    9.83  6.14  463,781  .90 d  .90 d  3.34 d  151 

 

See notes to financial highlights at the end of this section.

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

100  101 

 



Financial highlights (Continued)

a Per share net investment income (loss) has been determined on the basis of the weighted average number of shares outstanding during the period.

b Total return assumes dividend reinvestment and does not reflect the effect of sales charges.

c Includes amounts paid through expense offset and brokerage/service arrangements (Note 2).

d Reflects an involuntary contractual expense limitation in effect during the period. For periods prior to September 30, 2009, certain fund expenses were waived in connection with the fund’s investment in Putnam Prime Money Market Fund. As a result of such limitation and/or waivers, the expenses of each class reflect a reduction of the following amounts:

  Percentage of 
  average net assets 

September 30, 2010  0.02% 

September 30, 2009  0.05 

September 30, 2008  0.01 

September 30, 2007  0.01 

 

e Amount represents less than $0.01 per share.

f Reflects a non-recurring reimbursement related to restitution amounts in connection with a distribution plan approved by the Securities and Exchange Commission (SEC) which amounted to less than $0.01 per share outstanding on July 21, 2011. Also reflects a non-recurring reimbursement related to short-term trading related lawsuits, which amounted to less than $0.01 per share outstanding on May 11, 2011 (Note 8).

g Portfolio turnover excludes dollar roll transactions.

h Reflects a non-recurring reimbursement pursuant to a settlement between the SEC and Bear, Stearns & Co., Inc. which amounted to less than $0.01 per share outstanding as of May 31, 2009.

i Includes interest accrued in connection with certain terminated derivative contracts, which amounted to 0.11% of average net assets as of September 30, 2009.

j The amount shown for a share outstanding does not correspond with the aggregate net gain on investments for the period due to the timing of sales and repurchases of fund shares in relation to fluctuating market values of the investments of the fund.

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

102



Notes to financial statements 9/30/11

Note 1: Significant accounting policies

Putnam Dynamic Asset Allocation Conservative Fund (the fund) (which will change its name from Putnam Asset Allocation: Conservative Portfolio effective November 30, 2011) is a diversified series of Putnam Asset Allocation Funds (the Trust), a Massachusetts business trust, which is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The investment objective of the fund is to seek total return consistent with preservation of capital. Total return is comprised of capital appreciation and income. The fund invests mainly in a diversified portfolio of fixed income investments, including both U.S. and foreign government obligations, corporate obligations and securitized debt instruments. The fund also invests, to a lesser extent, in a diversified portfolio of equity securities (growth or value stocks or both) of both U.S. and foreign companies of any size. The fund may invest a significant portion of its assets in securitized debt instruments, including mortgage-backed and asset-backed investments. The yields and values of these investments are sensitive to changes in interest rates, the rate of principal payments on the underlying assets and the market’s perception of the issuers. The market for these investments may be volatile and limited, which may make them difficult to buy or sell.

The fund offers class A, class B, class C, class M, class R and class Y shares. Class A and class M shares are sold with a maximum front-end sales charge of 5.75% and 3.50%, respectively, and generally do not pay a contingent deferred sales charge. Class B shares, which convert to class A shares after approximately eight years, do not pay a front-end sales charge and are subject to a contingent deferred sales charge if those shares are redeemed within six years of purchase. Class C shares have a one-year 1.00% contingent deferred sales charge and do not convert to class A shares. Class R shares, which are not available to all investors, are sold at net asset value. The expenses for class A, class B, class C, class M and class R shares may differ based on the distribution fee of each class, which is identified in Note 2. Class Y shares, which are sold at net asset value, are generally subject to the same expenses as class A, class B, class C, class M and class R shares, but do not bear a distribution fee. Class Y shares are not available to all investors.

Prior to August 2, 2010, a 1.00% redemption fee applied to certain shares that were redeemed (either by selling or exchanging into another fund) within 7 days of purchase. The redemption fee was accounted for as an addition to paid-in-capital. Effective August 2, 2010, this redemption fee no longer applies to shares redeemed.

Investment income, realized and unrealized gains and losses and expenses of the fund are borne pro-rata based on the relative net assets of each class to the total net assets of the fund, except that each class bears expenses unique to that class (including the distribution fees applicable to such classes). Each class votes as a class only with respect to its own distribution plan or other matters on which a class vote is required by law or determined by the Trustees. If the fund were liquidated, shares of each class would receive their pro-rata share of the net assets of the fund. In addition, the Trustees declare separate dividends on each class of shares.

In the normal course of business, the fund enters into contracts that may include agreements to indemnify another party under given circumstances. The fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be, but have not yet been, made against the fund. However, the fund’s management team expects the risk of material loss to be remote.

The following is a summary of significant accounting policies consistently followed by the fund in the preparation of its financial statements. The preparation of financial statements is in conformity with accounting principles generally accepted in the United States of America and requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the financial statements and the reported amounts of increases and decreases in net assets from operations. Actual results could differ from those estimates. Subsequent events after the Statement of assets and liabilities date through the date that the financial statements were issued have been evaluated in the preparation of the financial statements. Unless otherwise noted, the “reporting period” represents the period from October 1, 2010 through September 30, 2011.

A) Security valuation Investments for which market quotations are readily available are valued at the last reported sales price on their principal exchange, or official closing price for certain markets, and are classified as Level 1 securities. If no sales are reported — as in the case of some securities traded over-the-counter — a security is valued at its last reported bid price and is generally categorized as a Level 2 security.

Market quotations are not considered to be readily available for certain debt obligations and other investments; such investments are valued on the basis of valuations furnished by an independent pricing service approved by the Trustees or dealers selected by Putnam Investment Management, LLC (Putnam Management), the fund’s manager,

103



an indirect wholly-owned subsidiary of Putnam Investments, LLC. Such services or dealers determine valuations for normal institutional-size trading units of such securities using methods based on market transactions for comparable securities and various relationships, generally recognized by institutional traders, between securities (which considers such factors as security prices, yields, maturities and ratings). These securities will generally be categorized as Level 2.

Many securities markets and exchanges outside the U.S. close prior to the close of the New York Stock Exchange and therefore the closing prices for securities in such markets or on such exchanges may not fully reflect events that occur after such close but before the close of the New York Stock Exchange. Accordingly, on certain days, the fund will fair value foreign equity securities taking into account multiple factors including movements in the U.S. securities markets, currency valuations and comparisons to the valuation of American Depository Receipts, exchange-traded funds and futures contracts. These securities, which will generally represent a transfer from a Level 1 to a Level 2 security, will be classified as Level 2. The number of days on which fair value prices will be used will depend on market activity and it is possible that fair value prices will be used by the fund to a significant extent. At the close of the reporting period, fair value pricing was used for certain foreign securities in the portfolio. Securities quoted in foreign currencies, if any, are translated into U.S. dollars at the current exchange rate.

To the extent a pricing service or dealer is unable to value a security or provides a valuation that Putnam Management does not believe accurately reflects the security’s fair value, the security will be valued at fair value by Putnam Management. Certain investments, including certain restricted and illiquid securities and derivatives, are also valued at fair value following procedures approved by the Trustees. These valuations consider such factors as significant market or specific security events such as interest rate or credit quality changes, various relationships with other securities, discount rates, U.S. Treasury, U.S. swap and credit yields, index levels, convexity exposures and recovery rates. These securities are classified as Level 2 or as Level 3 depending on the priority of the significant inputs.

Such valuations and procedures are reviewed periodically by the Trustees. Certain securities may be valued on the basis of a price provided by a single source. The fair value of securities is generally determined as the amount that the fund could reasonably expect to realize from an orderly disposition of such securities over a reasonable period of time. By its nature, a fair value price is a good faith estimate of the value of a security in a current sale and does not reflect an actual market price, which may be different by a material amount.

B) Joint trading account Pursuant to an exemptive order from the Securities and Exchange Commission (the SEC), the fund may transfer uninvested cash balances into a joint trading account along with the cash of other registered investment companies and certain other accounts managed by Putnam Management. These balances may be invested in issues of short-term investments having maturities of up to 90 days.

C) Repurchase agreements The fund, or any joint trading account, through its custodian, receives delivery of the underlying securities, the market value of which at the time of purchase is required to be in an amount at least equal to the resale price, including accrued interest. Collateral for certain tri-party repurchase agreements is held at the counterparty’s custodian in a segregated account for the benefit of the fund and the counterparty. Putnam Management is responsible for determining that the value of these underlying securities is at all times at least equal to the resale price, including accrued interest. In the event of default or bankruptcy by the other party to the agreement, retention of the collateral may be subject to legal proceedings.

D) Security transactions and related investment income Security transactions are recorded on the trade date (the date the order to buy or sell is executed). Gains or losses on securities sold are determined on the identified cost basis.

Interest income is recorded on the accrual basis. Dividend income, net of applicable withholding taxes, is recognized on the ex-dividend date except that certain dividends from foreign securities, if any, are recognized as soon as the fund is informed of the ex-dividend date. Non-cash dividends, if any, are recorded at the fair market value of the securities received. Dividends representing a return of capital or capital gains, if any, are reflected as a reduction of cost and/or as a realized gain. All premiums/discounts are amortized/accreted on a yield-to-maturity basis.

Securities purchased or sold on a forward commitment or delayed delivery basis may be settled a month or more after the trade date; interest income is accrued based on the terms of the securities. Losses may arise due to changes in the market value of the underlying securities or if the counterparty does not perform under the contract.

The fund earned certain fees in connection with its senior loan purchasing activities. These fees are treated as market discount and are amortized into income in the Statement of operations.

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E) Stripped securities The fund may invest in stripped securities which represent a participation in securities that may be structured in classes with rights to receive different portions of the interest and principal. Interest-only securities receive all of the interest and principal-only securities receive all of the principal. If the interest-only securities experience greater than anticipated prepayments of principal, the fund may fail to recoup fully its initial investment in these securities. Conversely, principal-only securities increase in value if prepayments are greater than anticipated and decline if prepayments are slower than anticipated. The market value of these securities is highly sensitive to changes in interest rates.

F) Foreign currency translation The accounting records of the fund are maintained in U.S. dollars. The market value of foreign securities, currency holdings, and other assets and liabilities is recorded in the books and records of the fund after translation to U.S. dollars based on the exchange rates on that day. The cost of each security is determined using historical exchange rates. Income and withholding taxes are translated at prevailing exchange rates when earned or incurred. The fund does not isolate that portion of realized or unrealized gains or losses resulting from changes in the foreign exchange rate on investments from fluctuations arising from changes in the market prices of the securities. Such gains and losses are included with the net realized and unrealized gain or loss on investments. Net realized gains and losses on foreign currency transactions represent net realized exchange gains or losses on closed forward currency contracts, disposition of foreign currencies, currency gains and losses realized between the trade and settlement dates on securities transactions and the difference between the amount of investment income and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized appreciation and depreciation of assets and liabilities in foreign currencies arise from changes in the value of open forward currency contracts and assets and liabilities other than investments at the period end, resulting from changes in the exchange rate. Investments in foreign securities involve certain risks, including those related to economic instability, unfavorable political developments, and currency fluctuations, not present with domestic investments. The fund may be subject to taxes imposed by governments of countries in which it invests. Such taxes are generally based on either income or gains earned or repatriated. The fund accrues and applies such taxes to net investment income, net realized gains and net unrealized gains as income and/or capital gains are earned. In some cases, the fund may be entitled to reclaim all or a portion of such taxes, and such reclaim amounts, if any, are reflected as an asset on the fund’s books. In many cases, however, the fund may not receive such amounts for an extended period of time, depending on the country of investment.

G) Futures contracts The fund uses futures contracts to hedge interest rate risk, to gain exposure to interest rates, to hedge prepayment risk, to equitize cash and to manage exposure to market risk. The potential risk to the fund is that the change in value of futures contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contracts, if interest or exchange rates move unexpectedly or if the counterparty to the contract is unable to perform. With futures, there is minimal counterparty credit risk to the fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default. Risks may exceed amounts recognized on the Statement of assets and liabilities. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Futures contracts are valued at the quoted daily settlement prices established by the exchange on which they trade. The fund and the broker agree to exchange an amount of cash equal to the daily fluctuation in the value of the futures contract. Such receipts or payments are known as “variation margin.” Futures contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average number of contracts ofapproximately 5,000 on futures contracts for the reporting period.

H) Options contracts The fund uses options contracts to hedge duration, convexity and prepayment risk, to gain exposure to interest rates, to hedge against changes in values of securities it owns, owned or expects to own, to hedge prepayment risk, to generate additional income for the portfolio, to enhance the return on a security owned, and to enhance the return on securities owned. The potential risk to the fund is that the change in value of options contracts may not correspond to the change in value of the hedged instruments. In addition, losses may arise from changes in the value of the underlying instruments if there is an illiquid secondary market for the contracts, if interest or exchange rates move unexpectedly or if the counterparty to the contract is unable to perform. Realized gains and losses on purchased options are included in realized gains and losses on investment securities. If a written call option is exercised, the premium originally received is recorded as an addition to sales proceeds. If a written put option is exercised, the premium originally received is recorded as a reduction to the cost of investments.

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Exchange traded options are valued at the last sale price or, if no sales are reported, the last bid price for purchased options and the last ask price for written options. Options traded over-the-counter are valued using prices supplied by dealers. Written option contracts outstanding at period end, if any, are listed after the fund’s portfolio. See Note 3 for the volume of written options contracts activity for the reporting period. The fund had an average contract amount of approximately $177,700,000 on purchased options contracts for the reporting period.

I) Forward currency contracts The fund buys and sells forward currency contracts, which are agreements between two parties to buy and sell currencies at a set price on a future date. These contracts are used to hedge foreign exchange risk and to gain exposure on currency. The U.S. dollar value of forward currency contracts is determined using current forward currency exchange rates supplied by a quotation service. The market value of the contract will fluctuate with changes in currency exchange rates. The contract is marked to market daily and the change in market value is recorded as an unrealized gain or loss. When the contract is closed, the fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The fund could be exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are unable to meet the terms of their contracts or if the fund is unable to enter into a closing position. Risks may exceed amounts recognized on the Statement of assets and liabilities. Forward currency contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average contract amount of approximately $258,600,000 on forward currency contracts for the reporting period.

J) Total return swap contracts The fund entered into total return swap contracts, which are arrangements to exchange a market linked return for a periodic payment, both based on a notional principal amount to hedge sector exposure, to manage exposure to specific sectors or industries, to gain exposure to specific markets/countries and to gain exposure to specific sectors/industries. To the extent that the total return of the security, index or other financial measure underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the fund will receive a payment from or make a payment to the counterparty. Total return swap contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Payments received or made are recorded as realized gains or losses. Certain total return swap contracts may include extended effective dates. Payments related to these swap contracts are accrued based on the terms of the contract. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or in the price of the underlying security or index, the possibility that there is no liquid market for these agreements or that the counterparty may default on its obligation to perform. The fund’s maximum risk of loss from counterparty risk is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Risk of loss may exceed amounts recognized on the Statement of assets and liabilities. Total return swap contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average notional amount of approximately $85,100,000 on total return swap contracts for the reporting period.

K) Interest rate swap contracts The fund entered into interest rate swap contracts, which are arrangements between two parties to exchange cash flows based on a notional principal amount, to hedge interest rate risk, to gain exposure on interest rates and to hedge prepayment risk. An interest rate swap can be purchased or sold with an upfront premium. An upfront payment received by the fund is recorded as a liability on the fund’s books. An upfront payment made by the fund is recorded as an asset on the fund’s books. Upfront payments are recorded as realized gains and losses at the closing of the contract. Interest rate swap contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Payments received or made are recorded as realized gains or losses. Certain interest rate swap contracts may include extended effective dates. Payments related to these swap contracts are accrued based on the terms of the contract. The fund could be exposed to credit or market risk due to unfavorable changes in the fluctuation of interest rates or if the counterparty defaults on its obligation to perform. The fund’s maximum risk of loss from counterparty risk is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Risk of loss may exceed amounts recognized on the Statement of assets and liabilities. Interest rate swap contracts outstanding at period end, if any, are listed after the fund’s portfolio. The fund had an average notional amount of approximately $1,732,100,000 on interest rate swap contracts for the reporting period.

L) Credit default contracts The fund entered into credit default contracts to hedge credit risk, to hedge market risk and to gain exposure on individual names and/or baskets of securities. In a credit default contract, the protection buyer typically makes an up front payment and a periodic stream of payments to a counterparty, the protection seller, in exchange for the right to receive a contingent payment upon the occurrence of a credit event on the reference obligation or all other equally ranked obligations of the reference entity. Credit events are contract

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specific but may include bankruptcy, failure to pay, restructuring and obligation acceleration. An upfront payment received by the fund, as the protection seller, is recorded as a liability on the fund’s books. An upfront payment made by the fund, as the protection buyer, is recorded as an asset on the fund’s books. Periodic payments received or paid by the fund are recorded as realized gains or losses. The credit default contracts are marked to market daily based upon quotations from an independent pricing service or market makers and the change, if any, is recorded as an unrealized gain or loss. Upon the occurrence of a credit event, the difference between the par value and market value of the reference obligation, net of any proportional amount of the upfront payment, is recorded as a realized gain or loss.

In addition to bearing the risk that the credit event will occur, the fund could be exposed to market risk due to unfavorable changes in interest rates or in the price of the underlying security or index or the possibility that the fund may be unable to close out its position at the same time or at the same price as if it had purchased the underlying reference obligations. In certain circumstances, the fund may enter into offsetting credit default contracts which would mitigate its risk of loss. Risks of loss may exceed amounts recognized on the Statement of assets and liabilities. The fund’s maximum risk of loss from counterparty risk, either as the protection seller or as the protection buyer, is the fair value of the contract. This risk may be mitigated by having a master netting arrangement between the fund and the counterparty. Where the fund is a seller of protection, the maximum potential amount of future payments the fund may be required to make is equal to the notional amount of the relevant credit default contract. Credit default contracts outstanding, including their respective notional amounts at period end, if any, are listed after the fund’s portfolio. The fund had an average notional amount of approximately $68,700,000 on credit default swap contracts for the reporting period.

M) Master agreements The fund is a party to ISDA (International Swap and Derivatives Association, Inc.) Master Agreements (Master Agreements) with certain counterparties that govern over-the-counter derivative and foreign exchange contracts entered into from time to time. The Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. With respect to certain counterparties, in accordance with the terms of the Master Agreements, collateral posted to the fund is held in a segregated account by the fund’s custodian and with respect to those amounts which can be sold or repledged, are presented in the fund’s portfolio. Collateral posted to the fund which cannot be sold or repledged totaled $1,882,109 at the close of the reporting period. Collateral pledged by the fund is segregated by the fund’s custodian and identified in the fund’s portfolio. Collateral can be in the form of cash or debt securities issued by the U.S. Government or related agencies or other securities as agreed to by the fund and the applicable counterparty. Collateral requirements are determined based on the fund’s net position with each counterparty. Termination events applicable to the fund may occur upon a decline in the fund’s net assets below a specified threshold over a certain period of time. Termination events applicable to counterparties may occur upon a decline in the counterparty’s long-term and short-term credit ratings below a specified level. In each case, upon occurrence, the other party may elect to terminate early and cause settlement of all derivative and foreign exchange contracts outstanding, including the payment of any losses and costs resulting from such early termination, as reasonably determined by the terminating party. Any decision by one or more of the fund’s counterparties to elect early termination could impact the fund’s future derivative activity.

As of September 30, 2011, due to a decrease in the fund’s net asset value during the year, such counterparties were entitled to elect, but had not yet elected, to terminate early, and cause settlement of all outstanding derivative and foreign exchange contracts outstanding under the applicable Master Agreements, including the payment by the fund of any losses and costs resulting from such early termination, as reasonably determined by such counterparty. At the close of the reporting period, the fund had a net asset position of $7,104,641 and a net liability position of $17,396,230 on derivative contracts subject to the Master Agreements. Collateral posted by the fund totaled $15,036,986. The fund intends to seek a waiver of or other relief from this provision, from the counterparties.

N) TBA purchase commitments The fund may enter into TBA (to be announced) commitments to purchase securities for a fixed unit price at a future date beyond customary settlement time. Although the unit price has been established, the principal value has not been finalized. However, it is anticipated that the amount of the commitments will not significantly differ from the principal amount. The fund holds, and maintains until settlement date, cash or high-grade debt obligations in an amount sufficient to meet the purchase price, or the fund may enter into offsetting contracts for the forward sale of other securities it owns. Income on the securities will not be earned until settlement date. TBA purchase commitments may be considered securities themselves, and involve a risk of loss if the value of the security to be purchased declines prior to the settlement date, which risk is in addition to the risk of decline in the value of the fund’s other assets. Unsettled TBA purchase commitments are valued at fair value of the underlying securities, according to the procedures described under “Security valuation” above. The contract is marked to market daily and the change in market value is recorded by the fund as an unrealized gain or loss.

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Although the fund will generally enter into TBA purchase commitments with the intention of acquiring securities for its portfolio or for delivery pursuant to options contracts it has entered into, the fund may dispose of a commitment prior to settlement if Putnam Management deems it appropriate to do so.

O) TBA sale commitments The fund may enter into TBA sale commitments to hedge its portfolio positions or to sell mortgage-backed securities it owns under delayed delivery arrangements. Proceeds of TBA sale commitments are not received until the contractual settlement date. During the time a TBA sale commitment is outstanding, equivalent deliverable securities, or an offsetting TBA purchase commitment deliverable on or before the sale commitment date, are held as “cover” for the transaction.

Unsettled TBA sale commitments are valued at the fair value of the underlying securities, generally according to the procedures described under “Security valuation” above. The contract is marked to market daily and the change in market value is recorded by the fund as an unrealized gain or loss. If the TBA sale commitment is closed through the acquisition of an offsetting TBA purchase commitment, the fund realizes a gain or loss. If the fund delivers securities under the commitment, the fund realizes a gain or a loss from the sale of the securities based upon the unit price established at the date the commitment was entered into. TBA sale commitments outstanding at period end, if any, are listed after the fund’s portfolio.

P) Dollar rolls To enhance returns, the fund may enter into dollar rolls (principally using TBAs) in which the fund sells securities for delivery in the current month and simultaneously contracts to purchase similar securities on a specified future date. During the period between the sale and subsequent purchase, the fund will not be entitled to receive income and principal payments on the securities sold. The fund will, however, retain the difference between the initial sales price and the forward price for the future purchase. The fund will also be able to earn interest on the cash proceeds that are received from the initial sale on settlement date. The fund may be exposed to market or credit risk if the price of the security changes unfavorably or the counterparty fails to perform under the terms of the agreement.

Q) Securities lending The fund may lend securities, through its agent, to qualified borrowers in order to earn additional income. The loans are collateralized by cash in an amount at least equal to the market value of the securities loaned. The market value of securities loaned is determined daily and any additional required collateral is allocated to the fund on the next business day. The risk of borrower default will be borne by the fund’s agent; the fund will bear the risk of loss with respect to the investment of the cash collateral. Income from securities lending is included in investment income on the Statement of operations. Cash collateral is invested in Putnam Cash Collateral Pool, LLC, a limited liability company managed by an affiliate of Putnam Management. Investments in Putnam Cash Collateral Pool, LLC are valued at its closing net asset value each business day. There are no management fees charged by Putnam Cash Collateral Pool, LLC. At the close of the reporting period, the value of securities loaned amounted to $13,490,755. Certain of these securities were sold prior to the close of the reporting period and are included in Receivable for investments sold on the Statement of assets and liabilities. The fund received cash collateral of $14,160,575.

R) Interfund lending The fund, along with other Putnam funds, may participate in an interfund lending program pursuant to an exemptive order issued by the SEC. This program allows the fund to borrow from or lend to other Putnam funds that permit such transactions. Interfund lending transactions are subject to each fund’s investment policies and borrowing and lending limits. Interest earned or paid on the interfund lending transaction will be based on the average of certain current market rates. During the reporting period, the fund did not utilize the program.

S) Line of credit The fund participates, along with other Putnam funds, in a $325 million unsecured committed line of credit and a $185 million unsecured uncommitted line of credit, both provided by State Street Bank and Trust Company (State Street). Borrowings may be made for temporary or emergency purposes, including the funding of shareholder redemption requests and trade settlements. Interest is charged to the fund based on the fund’s borrowing at a rate equal to the Federal Funds rate plus 1.25% for the committed line of credit and the Federal Funds rate plus 1.30% for the uncommitted line of credit. A closing fee equal to 0.02% of the committed line of credit and $50,000 for the uncommitted line of credit has been paid by the participating funds. In addition, a commitment fee of 0.13% per annum on any unutilized portion of the committed line of credit is allocated to the participating funds based on their relative net assets and paid quarterly. During the reporting period, the fund had no borrowings against these arrangements.

T) Federal taxes It is the policy of the fund to distribute all of its taxable income within the prescribed time period and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended (the Code), applicable to regulated investment companies. It is also the intention of the fund to distribute an amount sufficient to avoid imposition of any excise tax under Section 4982 of the Code. The fund is subject to the provisions of Accounting

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Standards Codification ASC 740 Income Taxes (ASC 740). ASC 740 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The fund did not have a liability to record for any unrecognized tax benefits in the accompanying financial statements. No provision has been made for federal taxes on income, capital gains or unrealized appreciation on securities held nor for excise tax on income and capital gains. Each of the fund’s federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service.

At September 30, 2011, the fund had a capital loss carryover of $29,204,035 available to the extent allowed by the Code to offset future net capital gain, if any. The amounts of the carryovers and the expiration dates are:

Loss carryover Expiration 

$1,108,681  September 30, 2016 

11,477,221  September 30, 2017 

16,618,133  September 30, 2018 

 

Under the recently enacted Regulated Investment Company Modernization Act of 2010, the fund will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future years will be required to be utilized prior to the losses incurred in pre-enactment tax years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

Pursuant to federal income tax regulations applicable to regulated investment companies, the fund has elected to defer to its fiscal year ending September 30, 2012 $6,206,436 of losses recognized during the period from November 1, 2010 to September 30, 2011.

U) Distributions to shareholders Distributions to shareholders from net investment income are recorded by the fund on the ex-dividend date. Distributions from capital gains, if any, are recorded on the ex-dividend date and paid at least annually. The amount and character of income and gains to be distributed are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. These differences include temporary and/or permanent differences of losses on wash sale transactions, foreign currency gains and losses, post-October loss deferrals, the expiration of a capital loss carryover, unrealized and realized gains and losses on certain futures contracts, interest on payment-in-kind securities, realized gains and losses on passive foreign investment companies, straddle loss deferrals, income on swap contracts, amortization and accretion, interest only securities and distribution in excess. Reclassifications are made to the fund’s capital accounts to reflect income and gains available for distribution (or available capital loss carryovers) under income tax regulations. For the reporting period ended, the fund reclassified $3,523,175 to decrease distributions in excess of net investment income and $27,256,609 to decrease paid-in-capital, with a decrease to accumulated net realized loss of $23,733,434.

The tax basis components of distributable earnings and the federal tax cost as of the close of the reporting period were as follows:

Unrealized appreciation  $44,389,274 
Unrealized depreciation  (31,912,488) 

Net unrealized appreciation  12,476,786 
Capital loss carryforward  (29,204,035) 
Post-October loss  (6,206,436) 
Cost for federal income tax purposes  $665,683,265 

 

V) Expenses of the Trust Expenses directly charged or attributable to any fund will be paid from the assets of that fund. Generally, expenses of the Trust will be allocated among and charged to the assets of each fund on a basis that the Trustees deem fair and equitable, which may be based on the relative assets of each fund or the nature of the services performed and relative applicability to each fund.

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Note 2: Management fee, administrative services and other transactions

The fund pays Putnam Management a management fee (based on the fund’s average net assets and computed and paid monthly) at annual rates that may vary based on the average of the aggregate net assets of most open-end funds, as defined in the fund’s management contract, sponsored by Putnam Management. Such annual rates may vary as follows:

0.680%  of the first $5 billion, 
0.630%  of the next $5 billion, 
0.580%  of the next $10 billion, 
0.530%  of the next $10 billion, 
0.480%  of the next $50 billion, 
0.460%  of the next $50 billion, 
0.450%  of the next $100 billion, 
0.445%  of any excess thereafter. 

 

Putnam Management has contractually agreed, through June 30, 2012, to waive fees or reimburse the fund’s expenses to the extent necessary to limit the cumulative expenses of the fund, exclusive of brokerage, interest, taxes, investment-related expenses, extraordinary expenses and payments under the fund’s investor servicing contract, investment management contract and distribution plans, on a fiscal year-to-date basis to an annual rate of 0.20% of the fund’s average net assets over such fiscal year-to-date period. During the reporting period, the fund’s expenses were not reduced as a result of this limit.

Putnam Investments Limited (PIL), an affiliate of Putnam Management, is authorized by the Trustees to manage a separate portion of the assets of the fund as determined by Putnam Management from time to time. Putnam Management pays a quarterly sub-management fee to PIL for its services at an annual rate of 0.35% of the average net assets of the portion of the fund managed by PIL.

The Putnam Advisory Company, LLC (PAC), an affiliate of Putnam Management, is authorized by the Trustees to manage a separate portion of the assets of the fund, as designated from time to time by Putnam Management or PIL. Putnam Management or PIL, as applicable, pays a quarterly sub-advisory fee to PAC for its services at the annual rate of 0.35% of the average net assets of the portion of the fund’s assets for which PAC is engaged as sub-adviser.

The fund reimburses Putnam Management an allocated amount for the compensation and related expenses of certain officers of the fund and their staff who provide administrative services to the fund. The aggregate amount of all such reimbursements is determined annually by the Trustees.

Custodial functions for the fund’s assets are provided by State Street. Custody fees are based on the fund’s asset level, the number of its security holdings and transaction volumes.

Putnam Investor Services, Inc., an affiliate of Putnam Management, provides investor servicing agent functions to the fund. Putnam Investor Services, Inc. received fees for investor servicing based on the fund’s retail asset level, the number of shareholder accounts in the fund and the level of defined contribution plan assets in the fund. Investor servicing fees will not exceed an annual rate of 0.375% of the fund’s average net assets. The amounts incurred for investor servicing agent functions during the reporting period are included in Investor servicing fees in the Statement of operations.

The fund has entered into expense offset arrangements with Putnam Investor Services, Inc. and State Street whereby Putnam Investor Services, Inc.’s and State Street’s fees are reduced by credits allowed on cash balances. The fund also reduced expenses through brokerage/service arrangements. For the reporting period, the fund’s expenses were reduced by $4,062 under the expense offset arrangements and by $25,645 under the brokerage/service arrangements.

Each independent Trustee of the fund receives an annual Trustee fee, of which $379, as a quarterly retainer, has been allocated to the fund, and an additional fee for each Trustees meeting attended. Trustees also are reimbursed for expenses they incur relating to their services as Trustees.

The fund has adopted a Trustee Fee Deferral Plan (the Deferral Plan) which allows the Trustees to defer the receipt of all or a portion of Trustees fees payable on or after July 1, 1995. The deferred fees remain invested in certain Putnam funds until distribution in accordance with the Deferral Plan.

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The fund has adopted an unfunded noncontributory defined benefit pension plan (the Pension Plan) covering all Trustees of the fund who have served as a Trustee for at least five years and were first elected prior to 2004. Benefits under the Pension Plan are equal to 50% of the Trustee’s average annual attendance and retainer fees for the three years ended December 31, 2005. The retirement benefit is payable during a Trustee’s lifetime, beginning the year following retirement, for the number of years of service through December 31, 2006. Pension expense for the fund is included in Trustee compensation and expenses in the Statement of operations. Accrued pension liability is included in Payable for Trustee compensation and expenses in the Statement of assets and liabilities. The Trustees have terminated the Pension Plan with respect to any Trustee first elected after 2003.

The fund has adopted distribution plans (the Plans) with respect to its class A, class B, class C, class M and class R shares pursuant to Rule 12b–1 under the Investment Company Act of 1940. The purpose of the Plans is to compensate Putnam Retail Management Limited Partnership, a wholly-owned subsidiary of Putnam Investments, LLC and Putnam Retail Management GP, Inc., for services provided and expenses incurred in distributing shares of the fund. The Plans provide for payments by the fund to Putnam Retail Management Limited Partnership at an annual rate of up to 0.35%, 1.00%, 1.00%, 1.00% and 1.00% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively. The Trustees have approved payment by the fund at an annual rate of 0.25%, 1.00%, 1.00%, 0.75% and 0.50% of the average net assets attributable to class A, class B, class C, class M and class R shares, respectively.

For the reporting period, Putnam Retail Management Limited Partnership, acting as underwriter, received net commissions of $92,398 and $2,386 from the sale of class A and class M shares, respectively, and received $16,855 and $2,229 in contingent deferred sales charges from redemptions of class B and class C shares, respectively.

A deferred sales charge of up to 1.00% and 0.65% is assessed on certain redemptions of class A and class M shares, respectively. For the reporting period, Putnam Retail Management Limited Partnership, acting as underwriter, received $6 and no monies on class A and class M redemptions, respectively.

Note 3: Purchases and sales of securities

During the reporting period, cost of purchases and proceeds from sales of investment securities other than short-term investments aggregated $1,795,321,194 and $2,179,839,563, respectively. There were no purchases or proceeds from sales of long-term U.S. government securities.

Written option transactions during the reporting period are summarized as follows:

    Written swap option  Written swap option 
    contract amounts  premiums received 

Written options outstanding at the  USD  331,733,120  $18,429,900 
beginning of the reporting period       

Options  USD  361,405,610  15,664,714 
opened  CHF  61,480,000  67,123 

Options  USD  (52,175,015)  (900,250) 
exercised       

Options  USD  (975,100)  (44,562) 
expired       

Options  USD  (475,974,676)  (25,957,284) 
closed  CHF  (61,480,000)  (67,123) 

Written options outstanding at the  USD  164,013,939  $7,192,518 
end of the reporting period       

 

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Note 4: Capital shares

At the close of the reporting period, there was an unlimited number of shares of beneficial interest authorized. Transactions in capital shares were as follows:

   Year ended 9/30/11   Year ended 9/30/10 

Class A  Shares  Amount  Shares  Amount 

Shares sold  8,808,060  $81,562,405  8,445,962  $74,638,845 

Shares issued in connection with         
reinvestment of distributions  1,427,497  13,099,023  2,149,894  18,853,605 

   10,235,557  94,661,428  10,595,856  93,492,450 

Shares repurchased  (11,712,697)  (109,123,547)  (11,017,447)  (97,397,611) 

Net decrease  (1,477,140)  $(14,462,119)  (421,591)  $(3,905,161) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class B  Shares  Amount  Shares  Amount 

Shares sold  602,003  $5,548,500  608,032  $5,335,805 

Shares issued in connection with         
reinvestment of distributions  86,644  787,948  177,296  1,541,081 

   688,647  6,336,448  785,328  6,876,886 

Shares repurchased  (1,333,728)  (12,324,217)  (1,520,569)  (13,346,294) 

Net decrease  (645,081)  $(5,987,769)  (735,241)  $(6,469,408) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class C  Shares  Amount  Shares  Amount 

Shares sold  1,212,659  $11,159,143  1,029,626  $9,010,086 

Shares issued in connection with         
reinvestment of distributions  125,046  1,135,118  198,458  1,722,164 

   1,337,705  12,294,261  1,228,084  10,732,250 

Shares repurchased  (1,188,329)  (10,934,814)  (1,118,069)  (9,774,922) 

Net increase  149,376  $1,359,447  110,015  $957,328 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class M  Shares  Amount  Shares  Amount 

Shares sold  142,112  $1,307,312  188,127  $1,648,954 

Shares issued in connection with         
reinvestment of distributions  28,145  255,809  49,669  431,402 

   170,257  1,563,121  237,796  2,080,356 

Shares repurchased  (286,972)  (2,643,266)  (302,021)  (2,640,883) 

Net decrease  (116,715)  $(1,080,145)  (64,225)  $(560,527) 

 
   Year ended 9/30/11   Year ended 9/30/10 

Class R  Shares  Amount  Shares  Amount 

Shares sold  178,518  $1,695,811  162,127  $1,448,117 

Shares issued in connection with         
reinvestment of distributions  12,669  118,710  17,482  156,135 

   191,187  1,814,521  179,609  1,604,252 

Shares repurchased  (159,070)  (1,507,997)  (111,529)  (998,153) 

Net increase  32,117  $306,524  68,080  $606,099 

 

112



   Year ended 9/30/11   Year ended 9/30/10 

Class Y  Shares  Amount  Shares  Amount 

Shares sold  9,547,229  $88,891,972  10,160,729  $89,915,133 

Shares issued in connection with         
reinvestment of distributions  2,232,378  20,533,982  3,624,724  31,843,671 

   11,779,607  109,425,954  13,785,453  121,758,804 

Shares repurchased  (68,148,089)  (644,262,633)  (10,956,118)  (96,918,951) 

Net increase (decrease)  (56,368,482)  $(534,836,679)  2,829,335  $24,839,853 

 

At the close of the reporting period, a shareholder of record owned 6.5% of the outstanding shares of the fund.

Note 5: Summary of derivative activity

The following is a summary of the market values of derivative instruments as of the close of the reporting period:

Market values of derivative instruments as of the close of the reporting period

   Asset derivatives    Liability derivatives   

Derivatives not         
accounted for as  Statement of    Statement of   
hedging instruments  assets and    assets and   
under ASC 815  liabilities location  Market value   liabilities location  Market value  

Credit contracts  Receivables  $231,442  Payables  $3,605,077 

Foreign exchange         
contracts  Receivables  4,911,030   Payables  4,222,674  

      Payables,   
  Receivables, Net    Net assets —   
  assets — Unrealized    Unrealized   
  appreciation /    appreciation /   
Equity contracts  (depreciation)  7,252,543*  (depreciation)  7,676,430* 

  Investments,    Payables,   
  Receivables, Net    Net assets —   
  assets — Unrealized    Unrealized   
  appreciation /    appreciation /   
Interest rate contracts  (depreciation)  29,143,788*  (depreciation)  31,888,988* 

Total     $41,538,803      $47,393,169  

 

*Includes cumulative appreciation/depreciation of futures contracts as reported in The fund’s portfolio. Only current day’s variation margin is reported within the Statement of assets and liabilities.

The following is a summary of realized and change in unrealized gains or losses of derivative instruments on the Statement of operations for the reporting period (see Note 1):

Amount of realized gain or (loss) on derivatives recognized in net gain or (loss) on investments

Derivatives not             
accounted for as        Forward     
hedging instruments        currency     
under ASC 815  Options  Warrants†  Futures  contracts  Swaps  Total 

Credit contracts  $—  $—  $—  $—  $4,320,001  $4,320,001 

Foreign exchange             
contracts        (7,575,030)    $(7,575,030) 

Equity contracts  14,150  (96,359)  (12,586,522)    7,689,846  $(4,978,885) 

Interest rate             
contracts  (2,154,018)    (7,606,850)    (32,597,212)  $(42,358,080) 

Total  $(2,139,868)  $(96,359)  $(20,193,372)  $(7,575,030)  $(20,587,365)  $(50,591,994) 

 

113



Change in unrealized appreciation or (depreciation) on derivatives recognized in net gain or (loss) on investments

Derivatives not             
accounted for as        Forward     
hedging instruments        currency     
under ASC 815  Options  Warrants†  Futures  contracts  Swaps  Total 

Credit contracts  $—  $—  $—  $—  $(1,327,139)  $(1,327,139) 

Foreign exchange             
contracts        578,133    578,133 

Equity contracts    100,183  5,629,152    (8,222,382)  (2,493,047) 

Interest rate             
contracts  727,101    (136,175)    46,996,729  47,587,655 

Total  $727,101  $100,183  $5,492,977  $578,133  $37,447,208  $44,345,602 

 

†For the reporting period, the transaction volume for warrants was minimal.

Note 6: Investment in Putnam Money Market Liquidity Fund

The fund invested in Putnam Money Market Liquidity Fund, an open-end management investment company managed by Putnam Management. Investments in Putnam Money Market Liquidity Fund are valued at its closing net asset value each business day. Income distributions earned by the fund are recorded as interest income in the Statement of operations and totaled $263,943 for the reporting period. During the reporting period, cost of purchases and proceeds of sales of investments in Putnam Money Market Liquidity Fund aggregated $600,697,120 and $807,143,922, respectively. Management fees charged to Putnam Money Market Liquidity Fund have been waived by Putnam Management.

Note 7: Senior loan commitments

Senior loans are purchased or sold on a when-issued or delayed delivery basis and may be settled a month or more after the trade date, which from time to time can delay the actual investment of available cash balances; interest income is accrued based on the terms of the securities. Senior loans can be acquired through an agent, by assignment from another holder of the loan, or as a participation interest in another holder’s portion of the loan. When the fund invests in a loan or participation, the fund is subject to the risk that an intermediate participant between the fund and the borrower will fail to meet its obligations to the fund, in addition to the risk that the borrower under the loan may default on its obligations.

Note 8: Regulatory matters and litigation

In late 2003 and 2004, Putnam Management settled charges brought by the SEC and the Massachusetts Securities Division in connection with excessive short-term trading in Putnam funds. In July 2011, the fund recorded a receivable of $1,926 related to restitution amounts in connection with a distribution plan approved by the SEC. This amount is reported in the Increase in capital from settlement payments line on the Statement of changes in net assets. These allegations and related matters have served as the general basis for certain lawsuits, including purported class action lawsuits against Putnam Management and, in a limited number of cases, some Putnam funds. In May 2011, the fund received a payment of $44 related to settlement of those lawsuits. This amount is reported in the Increase in capital from settlement payments line on the Statement of changes in net assets. Putnam Management has agreed to bear any costs incurred by the Putnam funds as a result of these matters.

Note 9: Market and credit risk

In the normal course of business, the fund trades financial instruments and enters into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the contracting party to the transaction to perform (credit risk). The fund may be exposed to additional credit risk that an institution or other entity with which the fund has unsettled or open transactions will default.

114



Statement of Additional Information Supplement  July 2, 2012 
 
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION OF 

 

Putnam Absolute Return 100 Fund
Putnam Absolute Return 300 Fund
Putnam Absolute Return 500 Fund
Putnam Absolute Return 700 Fund
Putnam American Government Income Fund
Putnam Capital Opportunities Fund
Putnam Dynamic Asset Allocation Balanced Fund
Putnam Dynamic Asset Allocation Conservative Fund
Putnam Dynamic Asset Allocation Growth Fund
Putnam Dynamic Risk Allocation Fund
Putnam Equity Income Fund
Putnam Global Equity Fund
Putnam Global Income Trust
The Putnam Fund for Growth and Income
Putnam Growth Opportunities Fund
Putnam Income Fund
Putnam International Equity Fund
Putnam Investors Fund
Putnam Short Duration Income Fund
Putnam Voyager Fund

1. The first paragraph of the section “DISTRIBUTION PLANS – Program Servicing Payments” is replaced with the following:

Program Servicing Payments. Putnam Retail Management and its affiliates will also make payments to certain dealers that sell Putnam fund shares through retirement plans and other investment programs to compensate dealers for a variety of services they provide to such programs. A dealer may perform program services itself or may arrange with a third party to perform program services. In addition to participant recordkeeping, reporting, or transaction processing, program services may include services rendered in connection with fund/investment selection and monitoring, employee enrollment and education, plan balance rollover or separation, or other similar services. The amount paid for program services varies depending on the share class selected and by dealer, and may also take into account the extent to which the program services provided by the dealer replace services that Putnam Investor Services or its affiliates would otherwise have to provide. There are no payments for program servicing support in respect of class R6 shares, and payments in respect of class R5 shares are generally made at an annual rate of up to 0.10% of a fund’s average net assets attributable to class R5 shares held by a dealer, except that an annual rate of up to 0.07% of a fund’s average net assets attributable to



class R5 shares held by a dealer applies to Putnam Absolute Return 100 Fund, Putnam Absolute Return 300 Fund, Putnam American Government Income Fund, Putnam Dynamic Asset Allocation Conservative Fund, Putnam Global Income Trust, Putnam Income Fund and Putnam Short Duration Income Fund. Payments by Putnam Retail Management and its affiliates for program servicing support to any one dealer are not expected, with certain limited exceptions, to exceed 0.20% of the total assets in the program on an annual basis. In addition, Putnam Retail Management and its affiliates will make one-time or annual payments to selected dealers receiving program servicing payments in reimbursement of printing costs for literature for participants, account maintenance fees or fees for establishment of Putnam funds on the dealer’s system. The amounts of these payments may, but will not normally (except in cases where the aggregate assets in the program are small), cause the aggregate amount of the program servicing payments to such dealer on an annual basis to exceed the amounts set forth above.

2. The first and second paragraphs of the section “MANAGEMENT—Investor Servicing Agent” are replaced with the following:

Putnam Investor Services, Inc. (“Putnam Investor Services”), located at One Post Office Square, Boston, MA 02109, is the fund’s investor servicing agent (transfer, plan and dividend disbursing agent), for which it receives fees that are paid monthly by the fund. The fee paid to Putnam Investor Services with respect to assets attributable to class A, class B, class C, class M, class R, class T and class Y shares, subject to certain limitations, is based on a fund’s retail asset level, the number of shareholder accounts in the fund and the level of defined contribution plan assets in the fund. The fee paid to Putnam Investor Services with respect to class R5 shares is based on an annual rate of 0.15% of each fund’s average assets attributable to class R5 shares, except that an annual rate of 0.12% of each fund’s average assets attributable to class R5 shares applies to Putnam Absolute Return 100 Fund, Putnam Absolute Return 300 Fund, Putnam American Government Income Fund, Putnam Dynamic Asset Allocation Conservative Fund, Putnam Global Income Trust, Putnam Income Fund and Putnam Short Duration Income Fund. The fee paid to Putnam Investor Services with respect to class R6 shares is based on an annual rate of 0.05% of each fund’s average assets attributable to class R6 shares. Through at least December 31, 2012, investor servicing fees for each fund will not exceed an annual rate of 0.320% of the fund’s average assets.

Financial intermediaries (including brokers, dealers, banks, bank trust departments, registered investment advisers, financial planners, and retirement plan administrators) may own shares of the fund for the benefit of their customers in an omnibus account (including retirement plans). In these circumstances, the financial intermediaries or other third parties, rather than Putnam Investor Services, may provide some or all of the sub-accounting and similar record keeping services for their customers’ accounts. In recognition of these services, Putnam Investor Services may make payments to these financial intermediaries or other third parties. Payments may be based on the number of shareholders in an omnibus account or the assets or share class held in an account. Putnam Investor Services also makes payments to financial intermediaries that charge networking fees for certain services provided in connection with the maintenance of shareholder accounts. These payments are described above under the headings “Distribution Plans – Additional Dealer Payments.”



3. The section “INVESTOR SERVICES—Exchange Privilege—Same-Fund Exchange Privilege” is replaced with the following:

Same-Fund Exchange Privilege. Class A shareholders who are eligible to purchase class Y, class R5 or class R6 shares may exchange their class A shares for class Y, class R5, or class R6 shares of the same fund, provided that such shares are offered to residents of the shareholder’s state and, in the case of class R5 and class R6 shares, the shares are available through the relevant retirement plan.

Class C shareholders who are eligible to purchase class Y shares may exchange their class C shares for class Y shares of the same fund, provided that the class C shares are no longer subject to a CDSC and class Y shares of such fund are offered to residents of the shareholder’s state.

Class R shareholders who are eligible to purchase class R5 or class R6 shares may exchange their class R shares for class R5 or class R6 shares of the same fund, provided that such shares are offered to residents of the shareholder’s state and are available through the relevant retirement plan.

Class R5 shareholders who are eligible to purchase class A, class R, class R6 or class Y shares may exchange their class R5 shares for class A, class R, class R6 or class Y shares of the same fund, provided that such shares are offered to residents of the shareholder’s state and are available through the relevant retirement plan.

Class R6 shareholders who are eligible to purchase class A, class R, class R5 or class Y shares may exchange their class R6 shares for class A, class R, class R5 or class Y shares of the same fund, provided that such shares are offered to residents of the shareholder’s state and are available through the relevant retirement plan.

Class Y shareholders who are eligible to purchase class A, class C, class R5 or class R6 shares may exchange their class Y shares for class A, class C, class R5 or class R6 shares of the same fund, provided that such shares are offered to residents of the shareholder’s state and, in the case of class R5 and class R6 shares, the shares are available through the relevant retirement plan. Class Y shareholders should be aware that the financial institution or intermediary through which they hold class Y shares may have the authority under its account or similar agreement to exchange class Y shares for class A or class C shares under certain circumstances, and none of the Putnam Funds, Putnam Retail Management or Putnam Investor Services are responsible for any actions taken by a shareholder’s financial institution or intermediary in this regard.

No sales charges or other charges will apply to a same-fund exchange. In addition, for federal income tax purposes, a same-fund exchange is not expected to result in the realization by the investor of a capital gain or loss.

The same-fund exchange privilege may not be available for all accounts and may not be offered by all financial institutions or intermediaries through which a shareholder may hold shares. To exchange shares under the same-fund exchange privilege, please contact your investment dealer or Putnam Investor Services.



4. For Putnam Dynamic Asset Allocation Conservative Fund, Putnam Dynamic Asset Allocation Balanced Fund, Putnam Dynamic Asset Allocation Growth Fund, Putnam American Government Fund, Putnam Growth Opportunities Fund, Putnam Investors Fund, Putnam International Equity Fund, Putnam Dynamic Risk Allocation Fund, Putnam Capital Opportunities Fund and Putnam Voyager Fund only, the following sentence is added to the cover page:

The financial highlights and financial statements included in the fund’s most recent semiannual report to shareholders are incorporated by reference into this SAI. The fund’s semiannual report is available, without charge, upon request by calling Putnam Investor Services at 1-800-225-1581.

5. For Putnam Dynamic Asset Allocation Conservative Fund, Putnam Dynamic Asset Allocation Balanced Fund, Putnam Dynamic Asset Allocation Growth Fund, Putnam American Government Fund, Putnam Growth Opportunities Fund, Putnam Investors Fund, Putnam International Equity Fund, Putnam Dynamic Risk Allocation Fund, Putnam Capital Opportunities Fund and Putnam Voyager Fund only, the following sentence is added to the end of the section “INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND FINANCIAL STATEMENTS:”

The financial highlights and financial statements included in the fund's semiannual report identified below are incorporated by reference into this SAI.

Fund    File    Report    Filing date   
  number    date     

Putnam American Government Fund  811-04178  3/31/12  5/30/12 

Putnam Capital Opportunities Fund  811-07237  10/31/11  12/29/11 

Putnam Dynamic Asset Allocation  811-07121  3/31/12  5/30/12 
Balanced Fund       

Putnam Dynamic Asset Allocation  811-07121  3/31/12  5/30/12 
Conservative Fund       

Putnam Dynamic Asset Allocation  811-07121  3/31/12  5/30/12 
Growth Fund       

Putnam Dynamic Risk Allocation Fund  811-07513  11/30/11  1/27/12 

Putnam Growth Opportunities  811-07237  1/31/12  3/30/12 

Putnam International Equity Fund  811-06190  12/31/11  2/28/12 

Putnam Investors Fund  811-00159  1/31/12  3/28/12 

Putnam Voyager Fund  811-01682  1/31/12  3/30/12 

 

PUTNAM INVESTMENTS  7/12 

 



PUTNAM ASSET ALLOCATION FUNDS 
FORM N-1A
PART C
 
OTHER INFORMATION

 

Item 28. Exhibits

(a) Agreement and Declaration of Trust, as amended January 7, 1994 – Incorporated by reference to Post-Effective Amendment No. 7 to the Registrant's Registration Statement filed on January 28, 2000.

(b) By-Laws, as amended through July 21, 2000 – Incorporated by reference to Post-Effective Amendment No. 8 to the Registrant's Registration Statement filed on January 29, 2001.

(c)(1) Portions of Agreement and Declaration of Trust Relating to Shareholders' Rights – Incorporated by reference to the Registrant's Initial Registration Statement filed on November 12, 1993.

(c)(2) Portions of By-Laws Relating to Shareholders' Rights – Incorporated by reference to the Registrant's Initial Registration Statement filed on November 12, 1993.

(d)(1) Management Contract with Putnam Investment Management, LLC dated January 1, 2010 – Incorporated by reference to Post-Effective Amendment No. 19 to the Registrant’s Registration Statement filed on January 28, 2010.

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(d)(2) Sub-Management Contract between Putnam Investment Management, LLC and Putnam Investments Limited dated May 15, 2008; schedule dated April 27, 2012.

(d)(3) Sub-Advisory Contract among Putnam Investment Management, LLC, Putnam Investments Limited and The Putnam Advisory Company, LLC dated May 15, 2008; schedule A dated April 27, 2012; schedule B dated April 27, 2012.

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(e)(1) Distributor’s Contract with Putnam Retail Management Limited Partnership dated August 3, 2007 – Incorporated by reference to Post-Effective Amendment No. 16 to the Registrant's Registration Statement filed on January 28, 2008.



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(e)(2) Dealer Sales Contract dated March 27, 2012.

(e)(3) Financial Institution Sales Contract dated March 27, 2012.

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(f) Trustee Retirement Plan dated October 4, 1996, as amended July 21, 2000 – Incorporated by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement filed on January 28, 2005.

(g)(1) Amended and Restated Custodian Agreement with Putnam Fiduciary Trust Company dated February 10, 2006 – Incorporated by reference to Post-Effective Amendment No. 15 to the Registrant's Registration Statement filed on January 26, 2007.

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(g)(2) Master Custodian Agreement with State Street Bank and Trust Company dated January 1, 2007; schedule dated January 1, 2012.

(h)(1) Amended and Restated Investor Servicing Agreement with Putnam Investment Management, LLC and Putnam Investor Services, Inc. dated January 1, 2009; schedule dated September 9, 2011 – Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.

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(h)(2) Letter of Indemnity with Putnam Investment Management, LLC dated December 18, 2003 – Incorporated by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement filed on January 28, 2005.

(h)(3) Liability Insurance Allocation Agreement dated December 18, 2003 – Incorporated by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement filed on January 28, 2005.

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(h)(4) Master Sub-Accounting Services Agreement between Putnam Investment Management, LLC and State Street Bank and Trust Company dated January 1, 2007; schedule dated January 1, 2012.



(h)(5) Master Interfund Lending Agreement with the Trusts party thereto and Putnam Investment Management, LLC dated July 16, 2010; schedule A dated September 9, 2011; schedule B dated September 9, 2011– Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.

(h)(6) Committed Line of Credit Agreement with State Street Bank and Trust Company dated July 6, 2010 – Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.

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(h)(7) First Amendment to the Committed Line of Credit Agreement with State Street Bank and Trust Company dated January 6, 2011 – Incorporated by reference to Post-Effective Amendment No. 20 to the Registrant's Registration Statement filed on January 28, 2011.

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(h)(8) Second Amendment to the Committed Line of Credit Agreement with State Street Bank and Trust Company dated July 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.

(h)(9) Third Amendment to the Committed Line of Credit Agreement with State Street Bank and Trust Company dated December 15, 2011.

(h)(10) Fourth Amendment to the Committed Line of Credit Agreement with State Street Bank and Trust Company dated March 30, 2012.

(h)(11) Uncommitted Line of Credit Agreement with State Street Bank and Trust Company dated July 6, 2010 – Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.

(h)(12) First Amendment to the Uncommitted Line of Credit Agreement with State Street Bank and Trust Company dated January 6, 2011 – Incorporated by reference to Post-Effective Amendment No. 20 to the Registrant's Registration Statement filed on January 28, 2011.

(h)(13) Second Amendment to the Uncommitted Line of Credit Agreement with State Street Bank and Trust Company dated July 1, 2011 – Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.



(h)(14) Third Amendment to the Uncommitted Line of Credit Agreement with State Street Bank and Trust Company dated December 15, 2011.

(h)(15) Fourth Amendment to the Uncommitted Line of Credit Agreement with State Street Bank and Trust Company dated March 30, 2012.

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(i) Opinion of Ropes & Gray LLP, including consent – Incorporated by reference to Pre-Effective Amendment No. 1 to the Registrant's Registration Statement filed on December 23, 1993.

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(j) Consent of Independent Registered Public Accounting Firm – to be filed by amendment.

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(k) Not applicable.

(l) Investment Letter from Putnam Investments, LLC to the Registrant – Incorporated by reference to Pre-Effective Amendment No. 1 to the Registrant's Registration Statement filed on December 23, 1993.

(m)(1) Class A Distribution Plan and Agreement dated November 8, 1993 – Incorporated by reference to the Registrant's Initial Registration Statement filed on November 12, 1993.

(m)(2) Class B Distribution Plan and Agreement dated November 8, 1993 – Incorporated by reference to the Registrant's Initial Registration Statement filed on November 12, 1993.

(m)(3) Class C Distribution Plan and Agreement dated September 1, 1994 – Incorporated by reference to Post-Effective Amendment No. 2 to the Registrant's Registration Statement filed on January 30, 1995.

(m)(4) Class M Distribution Plan and Agreement dated January 30, 1995 – Incorporated by reference to Post-Effective Amendment No. 2 to the Registrant's Registration Statement filed on January 30, 1995.

(m)(5) Class R Distribution Plan and Agreement dated November 15, 2002 – Incorporated by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement filed on January 29, 2003.



(m)(6) Form of Dealer Service Agreement – Incorporated by reference to Post-Effective Amendment No. 5 to the Registrant's Registration Statement filed on January 30, 1998.

(m)(7) Form of Financial Institution Service Agreement – Incorporated by reference to Post-Effective Amendment No. 5 to the Registrant's Registration Statement filed on January 30, 1998.

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(n) Rule 18f-3 Plan dated November 1, 1999, as most recently amended April 13, 2012.

(p)(1) The Putnam Funds Code of Ethics dated June 17, 2011 – Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.

(p)(2) Putnam Investments Code of Ethics dated June 2010 – Incorporated by reference to Post-Effective Amendment No. 20 to the Registrant's Registration Statement filed on January 28, 2011.

(p)(3) Amendment dated June 2011 to Putnam Investments Code of Ethics dated June 2010 – Incorporated by reference to Post-Effective Amendment No. 22 to the Registrant's Registration Statement filed on January 26, 2012.

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Item 29. Persons Controlled by or under Common Control with the Fund

None.

Item 30. Indemnification

The information required by this item is incorporated herein by reference to the Registrant's Initial Registration Statement on Form N-1A under the Investment Company Act of 1940 (File No. 811-7121).



Item 31. Business and Other Connections of the Investment Adviser

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Except as set forth below, the directors and officers of each of Putnam Investment Management, LLC, the Registrant’s investment adviser (the “Investment Adviser”), Putnam Investments Limited, investment sub-manager to certain Putnam funds (the “Sub-Manager”), and The Putnam Advisory Company, LLC, investment sub-adviser to certain Putnam funds, have been engaged during the past two fiscal years in no business, profession, vocation or employment of a substantial nature other than as directors or officers of the Investment Adviser, Sub-Manager, or certain of the Investment Adviser’s corporate affiliates. Certain officers of the Investment Adviser serve as officers of some or all of the Putnam funds. The address of the Investment Adviser, its corporate affiliates other than the Sub-Manager, and the Putnam funds is One Post Office Square, Boston, Massachusetts 02109. The address of the Sub-Manager is Cassini House, 57-59 St James’s Street, London, England, SW1A 1LD.

Name and Title Non-Putnam business, profession, vocation or employment

N/A

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Item 32. Principal Underwriter

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(a) Putnam Retail Management Limited Partnership is the principal underwriter for each of the following investment companies, including the Registrant:

George Putnam Balanced Fund, Putnam American Government Income Fund, Putnam Arizona Tax Exempt Income Fund, Putnam Asset Allocation Funds, Putnam California Tax Exempt Income Fund, Putnam Convertible Securities Fund, Putnam Diversified Income Trust, Putnam Equity Income Fund, Putnam Europe Equity Fund, Putnam Funds Trust, The Putnam Fund for Growth and Income, Putnam Global Equity Fund, Putnam Global Health Care Fund, Putnam Global Income Trust, Putnam Global Natural Resources Fund, Putnam Global Utilities Fund, Putnam High Yield Advantage Fund, Putnam High Yield Trust, Putnam Income Fund, Putnam International Equity Fund, Putnam Investment Funds, Putnam Investors Fund, Putnam Massachusetts Tax Exempt Income Fund, Putnam Michigan Tax Exempt Income Fund, Putnam Minnesota Tax Exempt Income Fund, Putnam Money Market Fund, Putnam Mortgage Recovery Fund, Putnam Multi-Cap Growth Fund, Putnam New Jersey Tax Exempt Income Fund, Putnam New York Tax Exempt Income Fund, Putnam Ohio Tax Exempt Income Fund, Putnam Pennsylvania Tax Exempt Income Fund, Putnam RetirementReady® Funds, Putnam Tax Exempt Income Fund, Putnam Tax Exempt Money Market Fund, Putnam Tax-Free Income Trust, Putnam U.S. Government Income Trust, Putnam Variable Trust, and Putnam Voyager Fund.



(b) The directors and officers of the Registrant's principal underwriter are listed below. Except as noted below, no officer of the Registrant’s principal underwriter is an officer of the Registrant.

The principal business address of each person listed below is One Post Office Square, Boston, MA 02109.

Name  Position and Office with the Underwriter 

Connolly, William T.  President 

Richer, Clare  Treasurer 

Maher, Stephen B.  Assistant Treasurer 

Skistimas, John J. Jr.  Assistant Treasurer 

Burns, Robert T.*  Secretary 

Clark, James F  Assistant Secretary 

Steingarten, Brie A.E.  Chief Legal Officer 

Jurkeiwicz, Gregg M.  Vice President 

Trenchard, Mark C.**  Vice President 

 

*Mr. Burns is Vice President and Chief Legal Officer of the Registrant. 
**Mr. Trenchard is Vice President and BSA Compliance Officer of the Registrant. 
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Item 33. Location of Accounts and Records

Persons maintaining physical possession of accounts, books and other documents required to be maintained by Section 31(a) of the Investment Company Act of 1940 and the Rules promulgated thereunder are the Registrant's Clerk, Judith Cohen; the Registrant's investment adviser, Putnam Investment Management, LLC (PIM); the Registrant's principal underwriter, Putnam Retail Management Limited Partnership (PRM); the Registrant's custodians, Putnam Fiduciary Trust Company (PFTC) and State Street Bank and Trust Company (which, in addition to its duties as custodian, also provides certain administrative, pricing, and bookkeeping services) and the Registrant's transfer and dividend disbursing agent, Putnam Investor Services, Inc. The address of the Clerk, PIM, PRM, PFTC and Putnam Investor Services, Inc. is One Post Office Square, Boston, Massachusetts 02109. State Street Bank and Trust Company is located at 225 Franklin Street, Boston, Massachusetts 02110 and 2 Avenue de Lafayette Boston, Massachusetts 02111.

Item 34. Management Services

None.

Item 35. Undertakings



None.

NOTICE 

 

A copy of the Agreement and Declaration of Trust of Putnam Asset Allocation Funds is on file with the Secretary of The Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and the obligations of or arising out of this instrument are not binding upon any of the Trustees, officers or shareholders individually but are binding only upon the assets and property of the relevant series of the Registrant.



SIGNATURES 

 

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Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Boston, and The Commonwealth of Massachusetts, on the 27th day of June, 2012.

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Putnam Asset Allocation Funds 
 
By: /s/ Jonathan S. Horwitz 
Executive Vice President, Treasurer, Principal 
Executive Officer and Compliance Liaison 

 

Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:

Signature  Title 
Jameson A. Baxter*****  Chair, Board of Trustees 
   
Robert L. Reynolds*****  President and Trustee 
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Jonathan S. Horwitz****  Executive Vice President, Treasurer, 
  Principal Executive Officer and Compliance 
  Liaison 
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Steven D. Krichmar*****  Vice President and Principal Financial Officer 
 
Janet C. Smith *****  Vice President, Assistant Treasurer and Principal 
  Accounting Officer 
   
Ravi Akhoury*****  Trustee 
   
Barbara M. Baumann***  Trustee 

 



Charles B. Curtis*****  Trustee 
 
Robert J. Darretta*****  Trustee 
 
John A. Hill*****  Trustee 
 
Paul L. Joskow*****  Trustee 
 
Elizabeth T. Kennan**  Trustee 
 
Kenneth R. Leibler*****  Trustee 
 
Robert E. Patterson*****  Trustee 
 
George Putnam, III*****  Trustee 
 
W. Thomas Stephens*****  Trustee 
 
  By: /s/ Jonathan S. Horwtiz, as Attorney-in-Fact 
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  June 27, 2012 
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  ** Signed pursuant to power of attorney filed in Post- 
  Effective Amendment No. 22 to the Registrant’s 
  Registration Statement filed on January 26, 2012. 
  ***Signed pursuant to power of attorney filed in Post- 
  Effective Amendment No. 20 to the Registrant’s 
  Registration Statement filed on January 28, 2011. 
  **** Signed pursuant to power of attorney filed in Post- 
  Effective Amendment No. 19 to the Registrant’s 
  Registration Statement filed on January 28, 2010. 
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  ***** Signed pursuant to power of attorney filed in Post- 
  Effective Amendment No. 18 to the Registrant’s 
  Registration Statement filed on November 24, 2009. 
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EXHIBIT INDEX 

 

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(d)(2) Sub-Management Contract between Putnam Investment Management, LLC and Putnam Investments Limited dated May 15, 2008; schedule dated April 27, 2012.

(d)(3) Sub-Advisory Contract among Putnam Investment Management, LLC, Putnam Investments Limited and The Putnam Advisory Company, LLC dated May 15, 2008; schedule A dated April 27, 2012; schedule B dated April 27, 2012.

(e)(2) Dealer Sales Contract dated March 27, 2012.

(e)(3) Financial Institution Sales Contract dated March 27, 2012.

(g)(2) Master Custodian Agreement with State Street Bank and Trust Company dated January 1, 2007; schedule dated January 1, 2012.

(h)(4) Master Sub-Accounting Services Agreement between Putnam Investment Management, LLC and State Street Bank and Trust Company dated January 1, 2007; schedule dated January 1, 2012.

(h)(9) Third Amendment to the Committed Line of Credit Agreement with State Street Bank and Trust Company dated December 15, 2011.

(h)(10) Fourth Amendment to the Committed Line of Credit Agreement with State Street Bank and Trust Company dated March 30, 2012.

(h)(14) Third Amendment to the Uncommitted Line of Credit Agreement with State Street Bank and Trust Company dated December 15, 2011.

(h)(15) Fourth Amendment to the Uncommitted Line of Credit Agreement with State Street Bank and Trust Company dated March 30, 2012.

(n) Rule 18f-3 Plan dated November 1, 1999, as most recently amended April 13, 2012.

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