SEC Info - Fidelity Rutland Square Trust II

Report

Registrant: Fidelity Rutland Square Trust II — List all N-SARs

Annual Report for the 2nd-half period ended at fiscal year end: 2/29/12

Were there any Answer File errors in the Filing? None FoundNone Found by SEC InfoNot Checked by the FilerOne or more Found by SEC Info

Was the Answer File completed by the Registrant? Yes

Is this an Amendment to a previous Report? No

Is this a change to a previous Report? No

Registrant

1.

SEC CIK: 1364924

SEC File #: 811-21991

Telephone #: 603-791-7481

2.

Address: 82 Devonshire Street

Boston, MA 02109

3.

Is this the first Form N-SAR filed by the Registrant? No

4.

Is this the final Form N-SAR filed by the Registrant? No

Funds/Series

↑Top of Form N-SAR

7.

Is the Registrant a Funds/Series (multiple portfolios) company? Yes

The number of separate Funds/Series (portfolios) at period end: 9

↓

Series 8: Strategic Advisers Core Income Fund — S#29150 ⇒ FPCIX

↓

Series 10: Strategic Advisers Emerging Markets Fund [ renamed
Strategic Advisers Emerging Markets Fund of Funds ] — S#36744 ⇒ FLILX

↓

Series 9: Strategic Advisers Income Opportunities Fund — S#29151 ⇒ FPIOX

↓

Series 4: Strategic Advisers International Fund — S#29152 ⇒ FILFX

↓

Series 7: Strategic Advisers International II Fund [ now
Strategic Advisers Fidelity International Fund ] — S#29153 ⇒ FUSIX

↓

Series 3: Strategic Advisers Small-Mid Cap Fund — S#29154 ⇒ FSCFX

↓

Series 11: Strategic Advisers Small-Mid Cap Multi-Mgr Fd [ renamed
Strategic Advisers Small-Mid Cap Multi-Manager Fund ] — S#35121 ⇒ FNAPX

↓

Series 5: Strategic Advisers U.S. Opportunity Fund — S#29155 ⇒ FUSOX

↓

Series 6: Strategic Advisers U.S. Opportunity II Fund — S#29156 ⇒ FUSPX

Family of Investment Companies

19.

Is the Registrant/Series part of a “family” of investment companies? Yes

Total number of registered management investment companies, Series
and portfolios (excluding any Unit Investment Trusts) in the family: 452

The Identification Code of the family for Form N-SAR Filings: FIDELITYZZ

Investment Company Type

27.

Is the Registrant an “open-end” investment company? Yes, Open-End

Additional Disclosures

77.

Did the Registrant file any additional Exhibits with the filing of this
Report (listed here and filed either herewith — as one of the ‘EX-99.*’
↑Exhibits in this Filing — or separately and incorporated by reference)? Yes

EX-99.77B: Accountant’s Report re: Internal Controls? Yes

EX-99.77Q1: Other Disclosure? Yes

Subsidiaries

78.

Does the Registrant have any wholly-owned investment company
subsidiaries whose operating and financial data are consolidated with
that of the Registrant in this Report? No

All Series

↑List of 9 Funds/Series Reported Here

All:

Administrator

10.1

Name: Fidelity Management & Research Co. (FMR)

SEC File #: 801-07884

Location: Boston, MA

All:

Principal Underwriter

11.1

Name: Fidelity Distributors Corp.

SEC File #: 008-08775

Location: Boston, MA

All:

Shareholder Servicing/Transfer Agent

12.1

Name: Fidelity Investments Instit. Operations Co.

SEC File #: 084-01839

Location: Boston, MA

All:

Independent Public Accountant

13.1

Name: Pricewaterhousecoopers LLP

Location: Boston, MA

All:

Affiliated Broker/Dealer

14.1

Name: Fidelity Distributors Corp.

SEC File #: 008-08775

14.2

Name: Fidelity Brokerage Services LLC

SEC File #: 008-23292

14.3

Name: National Financial Services LLC

SEC File #: 008-26740

14.4

Name: Fidelity Investments Canada Ltd.

14.5

Name: Fidelity Brokerage Services Japan LLC

All:

Custodian

15.1

Name: The Bank of New York Mellon

Role: Custodian

Location: New York, NY

Type of custody: Section 17(f)(1) — Bank

15.2

Name: JPMorgan Chase Bank

Role: Custodian

Location: New York, NY

Type of custody: Section 17(f)(1) — Bank

15.3

Name: State Street Bank & Trust Co.

Role: Custodian

Location: Boston, MA

15.4

Name: State Street Bank & Trust Co.

Role: Sub-Custodian

Location: Boston, MA

18.

Does the Registrant’s/Series’ Custodian(s) maintain some or all of the
Registrant’s/Series’ securities in a central depository or book-entry
system pursuant to Rule 17f-4? Yes

All:

Brokerage Commissions Paid on Portfolio Transactions

20.

The brokers who received the largest amount of gross brokerage
commissions during the period:

20.1

Broker: Barclays plc

IRS #: 13-4942190

Commissions paid ($000s): 1,505

20.2

Broker: Goldman Sachs Group, Inc.

IRS #: 13-5108880

Commissions paid ($000s): 1,044

20.3

Broker: Tourmaline Partners LLC

IRS #: 27-2910829

Commissions paid ($000s): 871

20.4

Broker: UBS AG

IRS #: 13-3873456

Commissions paid ($000s): 618

20.5

Broker: Deutsche Bank AG

IRS #: 36-6843535

Commissions paid ($000s): 520

20.6

Broker: Bank of America Corp.

IRS #: 04-3410012

Commissions paid ($000s): 413

20.7

Broker: Credit Suisse Group

IRS #: 13-5659485

Commissions paid ($000s): 407

20.8

Broker: Morgan Stanley

IRS #: 13-2655998

Commissions paid ($000s): 350

20.9

Broker: Citigroup, Inc.

IRS #: 04-3531811

Commissions paid ($000s): 333

20.10

Broker: JPMorgan Chase & Co.

IRS #: 13-3224016

Commissions paid ($000s): 172

21.

Total brokerage commissions paid by the Registrant during the period:
Aggregate paid ($000s): 7,727

All:

Portfolio Transactions with Entities Acting as Principals

22.

The entities acting as principals with whom the Registrant did the
largest amount of portfolio transactions, based on total value of
principal, during the period:

22.1

Entity: JPMorgan Chase & Co.

IRS #: 13-3224016

Registrant’s purchases ($000s): 2,143,436

Registrant’s sales ($000s): 1,929,995

22.2

Entity: Ssga Funds

Registrant’s purchases ($000s): 1,406,473

Registrant’s sales ($000s): 1,343,982

22.3

Entity: Fidelity Cash Central Fund

IRS #: 04-3331103

Registrant’s purchases ($000s): 1,278,654

Registrant’s sales ($000s): 1,317,451

22.4

Entity: Credit Suisse Group

IRS #: 13-5659485

Registrant’s purchases ($000s): 1,201,007

Registrant’s sales ($000s): 1,164,947

22.5

Entity: Barclays plc

IRS #: 13-4942190

Registrant’s purchases ($000s): 882,790

Registrant’s sales ($000s): 913,812

22.6

Entity: Deutsche Bank AG

IRS #: 36-6843535

Registrant’s purchases ($000s): 932,820

Registrant’s sales ($000s): 851,713

22.7

Entity: Morgan Stanley

IRS #: 13-2655998

Registrant’s purchases ($000s): 568,323

Registrant’s sales ($000s): 403,112

22.8

Entity: Royal Bank of Scotland Group plc

IRS #: 98-0018456

Registrant’s purchases ($000s): 427,972

Registrant’s sales ($000s): 509,111

22.9

Entity: Goldman Sachs Group, Inc.

IRS #: 13-5108880

Registrant’s purchases ($000s): 445,194

Registrant’s sales ($000s): 403,426

22.10

Entity: UBS AG

IRS #: 13-3873456

Registrant’s purchases ($000s): 392,675

Registrant’s sales ($000s): 443,411

23.

Total purchase/sale transactions by the Registrant during the period:
Aggregate purchases ($000s): 20,653,511

Aggregate sales ($000s): 15,700,973

All:

Considerations which Affected the Participation of Brokers or Dealers

26.

Considerations which affected the participation of brokers or dealers or
other entities in commissions or other compensation paid on portfolio
transactions of the Registrant:

Consideration?

Sales of the Registrant’s/Series’ shares ............................... No

Receipt of investment research and statistical info .................... Yes

Receipt of quotations for portfolio valuations ......................... No

Ability to execute portfolio transactions to obtain the best price
and execution ........................................................ Yes

Receipt of telephone line and wire services ............................ Yes

Broker or Dealer which is an affiliated person ......................... Yes

An arrangement to return or credit part or all of commissions or
profits thereon...
To an Investment Adviser or Principal Underwriter, or to an
affiliated person of either ...................................... No

To the Registrant .................................................. Yes

Other .................................................................. No

All:

Fidelity Bond in Effect at Fiscal Year End

80.

Insurer: AMERICAN INT’l SPECIALTY LINES INSURANCE CO.

2nd Insurer: Federal Insurance Co.

Aggregate face amount of coverage for the Registrant/Series on all bonds
on which it is named as an insured ($000s): 270,000

81.

Is the bond part of a joint fidelity bond(s) shared with other
investment companies or other entities? Yes

How many other investment companies or other entities are covered by the
bond (counting each Fund/Series as a separate investment company): 443

82.

Does the mandatory coverage of the fidelity bond have a deductible? Yes

The amount of the deductible ($000s): 400

83.

Were any claims with respect to this Registrant/Series filed under the
bond during the period? No

84.

Were any losses incurred with respect to this Registrant/Series that
could have been filed as a claim under the fidelity bond but were not? No

85.

Are the Registrant’s/Series’ Officers and Directors covered as Officers
and Directors of the Registrant/Series under any errors and omissions
insurance policy owned by the Registrant/Series or anyone else? Yes

Were any claims filed under such policy during the period with respect
to the Registrant/Series? No

Series 3

↑Information Common to All Funds/Series ↑List of 9 Funds/Series

7.

Name: Strategic Advisers Small-Mid Cap Fund — S#29154 ⇒ FSCFX

Is this the final Form N-SAR filed for this Fund/Series? No

S 3:

Investment Adviser

8.1

Name: Strategic Advisers, Inc.

Role: Adviser

SEC File #: 801-13243

Location: Boston, MA

8.2

Name: Advisory Research Inc.

Role: Sub-Adviser

SEC File #: 801-14172

Location: Chicago, IL

8.3

Name: Fred Alger Maangement, Inc.

Role: Sub-Adviser

SEC File #: 801-06709

Location: New York, NY

8.4

Name: Invesco Advisers, Inc.

Role: Sub-Adviser

SEC File #: 801-33949

Location: Atlanta, GA

8.5

Name: Neuberger Berman Management LLC

Role: Sub-Adviser

Location: New York, TX

8.6

Name: Systematic Financial Management LP

Role: Sub-Adviser

SEC File #: 801-48908

Location: Teaneck, NY

8.7

Name: Pyramis Global Advisors, LLC

Role: Sub-Adviser

SEC File #: 801-63658

Location: Smithfield, RI

S 3:

Holdings of Securities Issued by Registrant’s/Series’ Brokers or Dealers

24.

At period end, did the Registrant/Series hold any securities of the
Registrant’s/Series’ regular brokers or dealers, or of the parents of
such brokers or dealers, that derive more than 15% of gross revenue from
securities-related activities? No

S 3:

Sales and Repurchases

28.

Monthly total Net Asset Value (NAV) of sales and repurchases of the
Registrant’s/Series’ shares:

1st Month of period: ($000s)
Total NAV of shares sold:
New sales (including exchanges) ............................

41,059

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

396,817

2nd Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

39,269

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

34,384

3rd Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

38,978

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

33,517

4th Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

33,052

Reinvestment of dividends and distributions ................

73,506

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

52,494

5th Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

44,039

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

83,248

6th Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

54,417

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

37,436

Total of all months: ($000s)
Total NAV of shares sold:
New sales (including exchanges) ............................

250,814

Reinvestment of dividends and distributions ................

73,506

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

637,896

Total NAV of the Registrant’s/Series’ share sales during the period
subject to a sales load ($000s): 0

S 3:

Sales Load (Front-End or Deferred) and Fees (Redemption or Maintenance)

29.

Was a front-end sales load deducted from any share sales during the
period? No

34.

Did the Registrant/Series impose a deferred or contingent deferred sales
load during the period? No

37.

Did the Registrant/Series impose a redemption fee other than a deferred
or contingent sales load during the period? Yes

38.

Total amount of redemption fees other than deferred or contingent
deferred sales loads collected from redemptions and repurchases of the
Registrant’s/Series’ shares during the period ($000s): 0

39.

Were any account maintenance fees or other administrative fees imposed
directly on shareholders during the period? No

S 3:

Payment Plan for the Distribution of Fund Shares

40.

During the period, did the Registrant/Series have a plan of distribution
adopted pursuant to Rule 12b-1? Yes

41.

During the period, did the Registrant/Series use its assets directly to
make payments under the 12b-1 plan? No

44.

If an Investment Adviser or other affiliated person of the
Registrant/Series made unreimbursed payments pursuant to the 12b-1 plan,
the total amount of such payments ($000s): 0

S 3:

Advisory Fee

45.

Did the Registrant/Series have an advisory contract during the period? Yes

46.

Did the Registrant/Series pay more than one Investment Adviser directly
for investment advice during the period? No

47.

Was the Registrant’s/Series’ advisory fee based solely on a percentage
of its assets? Yes

48.

Fee (single rate or step rates) applied to the Registrant’s/Series’
assets based on the advisory contract:
Single-fee rate: 0.0%

Step-fee rates:
For 1st $000s: 0

Annual rate: 0.3%

Annual rate: 1.15%

49.

Was the Registrant’s/Series’ advisory fee during the period based solely
on a percentage of its income? No

50.

Was the Registrant’s/Series’ advisory fee during the period based on
some combined percentage of its income and assets? No

51.

Was the Registrant’s/Series’ advisory fee during the period based in
whole or in part on its investment performance? No

52.

Was the Registrant’s/Series’ advisory fee during the period based in
whole or in part on the assets, income or performance of other
Registrants? No

53.

Were the expenses of the Registrant/Series limited or reduced at any
time during the period by some agreement or understanding other than by
Blue Sky Laws? Yes

Was the limitation that applied during the period based on...
Assets? Yes

Income? No

54.

Indicated below are whether services were supplied or paid for wholly or
in substantial part by Investment Adviser(s) or Administrator(s) in
connection with the advisory or administrative contract(s) but for which
the Adviser(s) or Administrator(s) are not reimbursed by the Registrant:

Provided to the Registrant?
Occupancy and office rental ............................................ Yes

Clerical and bookkeeping services ...................................... Yes

Accounting services .................................................... Yes

Services of independent auditors ....................................... Yes

Services of outside counsel ............................................ Yes

Registration and filing fees ........................................... Yes

Stationery, supplies and printing ...................................... Yes

Salaries & compensation of Registrant’s interested Directors ........... Yes

Salaries & compensation of Registrant’s disinterested Directors ........ No

Salaries & compensation of Registrant’s Officers who aren’t Directors .. Yes

Reports to current shareholders ........................................ Yes

Determination of offering and redemption prices ........................ Yes

Trading department ..................................................... Yes

Prospectus preparation and printing for current shareholders ........... Yes

Other .................................................................. Yes

S 3:

Miscellaneous Info

55.

Did the Registrant/Series have any of the following outstanding at any
time during the period which exceeded 1% of aggregate net assets:

Overdrafts? No

Bank loans? No

56.

During the period, did the Registrant’s/Series’ Investment Adviser(s)
have advisory clients other than investment companies? Yes

57.

Did the Registrant/Series adjust the number of its shares outstanding by
means of a stock split or stock dividend? No

S 3:

Classification and Asset Allocation

58.

Is the Registrant/Series a Separate Account of an insurance company? No

59.

Is the Registrant/Series a management investment company? Yes

60.

Was the Registrant/Series a diversified investment company at any time
during the period? Yes

Was the Registrant/Series a diversified investment company at the end of
the period? Yes

61.

The lowest minimum initial investment required by the Registrant/Series
from an investor that is not an employee or otherwise affiliated with
the Registrant/Series, its Investment Adviser, Principal Underwriter or
other affiliated entity: $0

62.

Does the Registrant/Series invest primarily in debt securities,
including convertible debt securities, options & futures on debt
securities or indices of debt securities? No

66.

Is the Registrant/Series a Fund that usually invests in equity
securities, options & futures on equity securities, indices of equity
securities or securities convertible into equity securities? Yes

Which best describes its primary investment objective:

Aggressive capital appreciation? No

Capital appreciation? Yes

Growth? No

Growth and income? No

Income? No

Total return? No

67.

Is the Registrant/Series a “balanced” Fund? No

68.

Does the Registrant/Series have more than 50% of its net assets at
period end invested in the securities of issuers...
Engaged primarily in production or distribution of precious metals? No

Located primarily in countries other than the United States? No

69.

Is the Registrant/Series an index Fund? No

S 3:

Investment Practices

70.

Activities that are permitted by the Registrant’s/Series’ investment
policies, and which were engaged in during the period:

Activity Permitted Engaged In

Writing or investing in repurchase agreements? Yes No

Writing or investing in options on equities? Yes No

Writing or investing in options on debt securities? Yes No

Writing or investing in options on stock indices? Yes No

Writing or investing in interest rate futures? Yes No

Writing or investing in stock index futures? Yes to both

Writing or investing in options on futures? Yes No

Writing or investing in options on stock index futures? Yes No

Writing or investing in other commodity futures? No –

Investments in restricted securities? Yes No

Investments in shares of other investment companies? Yes to both

Investments in securities of foreign issuers? Yes to both

Currency exchange transactions? Yes to both

Loaning portfolio securities? Yes No

Borrowing of money? Yes No

Purchases/sales by certain exempted affiliated persons? No –

Margin purchases? No –

Short selling? Yes No

S 3:

Portfolio Turnover

71.

Portfolio turnover rate for the period:

Purchases ($000s): 1,589,993

Sales ($000s): 1,780,781

Monthly average Value of portfolio ($000s): 2,514,509

Percent turnover (lesser of Purchases or Sales, divided by Value): 63%

S 3:

Financial Info — Income and Expenses

72.

The number of months covered by the values in Items 72 and 73: 12

Income ($000s)
Net interest income ..............................................

–

Net dividend income ..............................................

14,575

Account maintenance fees .........................................

–

Net other income .................................................

–

Expenses ($000s)
Advisory fees ....................................................

11,603

Administrator fees ...............................................

–

Salaries and other compensation ..................................

–

Shareholder Servicing Agent fees .................................

3,746

Custodian fees ...................................................

51

Postage ..........................................................

–

Printing expenses ................................................

–

Directors’ fees ..................................................

24

Registration fees ................................................

94

Taxes ............................................................

–

Interest .........................................................

–

Bookkeeping fees paid to anyone performing this service ..........

782

Auditing fees ....................................................

32

Legal fees .......................................................

32

Marketing/distribution payments, incl. Rule 12b-1 plan payments ..

–

Amortization of organization expenses ............................

–

Shareholder meeting expenses .....................................

–

Other expenses ...................................................

233

Total expenses ...................................................

16,597

Expense reimbursements ($000s): 6,732

Net investment income ($000s): 4,710

Realized capital gains ($000s): 130,506

Realized capital losses ($000s): 0

Net unrealized appreciation during the period ($000s): 0

Net unrealized depreciation during the period ($000s): 159,654

Total income dividends for which the record date passed during the
period ($000s): 4,119

Total capital gains distributions for which the record date passed
during the period ($000s): 115,436

73.

Distributions per share for which the record date passed during the
period, shown in fractions of a cent, if so declared:

Dividends from net investment income: $0.0200

Distribution of capital gains: $0.5000

Other distributions: $0.0000

S 3:

Financial Info — Condensed Balance Sheet Data

74.

Assets ($000s)

Cash .............................................................

–

Repurchase agreements ............................................

–

Short-term debt securities, other than repurchase agreements .....

–

Long-term debt securities, including convertible debt ............

–

Preferred, conv. preferred and adjustable-rate preferred stock ...

–

Common stock .....................................................

1,022,979

Options on equities ..............................................

–

Options on all futures ...........................................

–

Other investments ................................................

1,644,920

Receivables from portfolio instruments sold ......................

8,779

Receivables from affiliated persons ..............................

–

Other receivables ................................................

3,355

All other assets .................................................

9,284

Total assets .....................................................

2,689,317

Liabilities ($000s)
Payables for portfolio instruments purchased .....................

8,400

Amounts owed to affiliated persons ...............................

839

Senior long-term debt ............................................

–

Other liabilities:
Reverse repurchase agreements ..................................

–

Short sales ....................................................

–

Written options ................................................

–

All other liabilities ..........................................

3,386

Equity ($000s)
Senior equity ....................................................

–

Net assets of common shareholders ................................

2,676,692

Number of shares outstanding (000s): 233,756

Net Asset Value (NAV) per share (to nearest cent): $11.45

Total number of shareholder accounts: 311,133

Total value of assets in segregated accounts ($000s): 0

75.

Monthly average net assets during the period ($000s): 2,637,670

Series 4

↑Information Common to All Funds/Series ↑List of 9 Funds/Series

7.

Name: Strategic Advisers International Fund — S#29152 ⇒ FILFX

Is this the final Form N-SAR filed for this Fund/Series? No

S 4:

Investment Adviser

8.1

Name: Strategic Advisers, Inc.

Role: Adviser

SEC File #: 801-13243

Location: Boston, MA

8.2

Name: Pyramis Global Advisors, LLC

Role: Sub-Adviser

SEC File #: 801-63658

Location: Smithfield, RI

8.3

Name: Causeway Capital Management LLC

Role: Sub-Adviser

SEC File #: 801-60343

Location: Los Angeles, CA

8.4

Name: William Blair & Co. L.L.C.

Role: Sub-Adviser

SEC File #: 801-00688

Location: Chicago, IL

8.5

Name: Massachusetts Financial Services Co.

Role: Sub-Adviser

SEC File #: 801-17352

Location: Boston, MA

S 4:

Holdings of Securities Issued by Registrant’s/Series’ Brokers or Dealers

24.

At period end, did the Registrant/Series hold any securities of the
Registrant’s/Series’ regular brokers or dealers, or of the parents of
such brokers or dealers, that derive more than 15% of gross revenue from
securities-related activities? Yes

25.

The brokers or dealers, or their parents (issuers):

25.1

Name: Credit Suisse Group

IRS #: 13-5659485

Type of security owned: Equity

Value of securities owned at period end ($000s): 5,856

25.2

Name: Deutsche Bank AG

IRS #: 36-6843535

Type of security owned: Equity

Value of securities owned at period end ($000s): 5,650

25.3

Name: Barclays plc

IRS #: 13-4942190

Type of security owned: Equity

Value of securities owned at period end ($000s): 26,012

25.4

Name: UBS AG

IRS #: 13-3873456

Type of security owned: Equity

Value of securities owned at period end ($000s): 12,712

S 4:

Sales and Repurchases

28.

Monthly total Net Asset Value (NAV) of sales and repurchases of the
Registrant’s/Series’ shares:

1st Month of period: ($000s)
Total NAV of shares sold:
New sales (including exchanges) ............................

382,405

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

134,274

2nd Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

189,562

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

167,217

3rd Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

181,432

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

157,399

4th Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

174,131

Reinvestment of dividends and distributions ................

348,783

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

202,718

5th Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

212,252

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

399,798

6th Month:
Total NAV of shares sold:
New sales (including exchanges) ............................

251,873

Reinvestment of dividends and distributions ................

–

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

157,679

Total of all months: ($000s)
Total NAV of shares sold:
New sales (including exchanges) ............................

1,391,655

Reinvestment of dividends and distributions ................

348,783

Other ......................................................

–

Total NAV of shares redeemed & repurchased (inc. exchanges) ..

1,219,085

Total NAV of the Registrant’s/Series’ share sales during the period
subject to a sales load ($000s): 0

S 4:

Sales Load (Front-End or Deferred) and Fees (Redemption or Maintenance)

29.

Was a front-end sales load deducted from any share sales during the
period? No

34.

Did the Registrant/Series impose a deferred or contingent deferred sales
load during the period? No

37.

Did the Registrant/Series impose a redemption fee other than a deferred
or contingent sales load during the period? No

39.

Were any account maintenance fees or other administrative fees imposed
directly on shareholders during the period? No

S 4:

Payment Plan for the Distribution of Fund Shares

40.

During the period, did the Registrant/Series have a plan of distribution
adopted pursuant to Rule 12b-1? Yes

41.

During the period, did the Registrant/Series use its assets directly to
make payments under the 12b-1 plan? No

44.

If an Investment Adviser or other affiliated person of the
Registrant/Series made unreimbursed payments pursuant to the 12b-1 plan,
the total amount of such payments ($000s): 0

S 4:

Advisory Fee

45.

Did the Registrant/Series have an advisory contract during the period? Yes

46.

Did the Registrant/Series pay more than one Investment Adviser directly
for investment advice during the period? No

47.

Was the Registrant’s/Series’ advisory fee based solely on a percentage
of its assets? Yes

48.

Fee (single rate or step rates) applied to the Registrant’s/Series’
assets based on the advisory contract:
Single-fee rate: 0.0%

Step-fee rates:
For 1st $000s: 0

Annual rate: 0.25%

Annual rate: 1.0%