497

Filed Pursuant to Rule 497(c)

1933 Act File No. 33-12213

1940 Act File No. 811-05037

PROFESSIONALLY MANAGED PORTFOLIOS

On behalf of Professionally Managed Portfolios (the “Trust”) and pursuant to Rule 497(c) under the Securities Act of 1933, as amended, attached for filing are exhibits containing interactive data format risk/return summary information that mirrors the risk/return summary information in the definitive form of Prospectus for Portfolio 21 Global Equity Fund, which was filed pursuant to Rule 497(c) on January 25, 2013.  The purpose of this filing is to submit the 497(c) filing dated January 25, 2013 in XBRL for the Portfolio 21 Global Equity Fund.

The XBRL exhibits attached hereto consist of the following:

Exhibit	Exhibit No.
Instance Document	EX-101.INS
Schema Document	EX-101.SCH
Calculation Linkbase Document	EX-101.CAL
Definition Linkbase Document	EX-101.DEF
Label Linkbase Document	EX-101.LAB
Presentation Linkbase Document	EX-101.PRE

XML

Label	Element	Value
Risk/Return:	rr_RiskReturnAbstract
Prospectus Date	rr_ProspectusDate	Jan. 20, 2013

XML

Label

Element

Value

Risk/Return:

rr_RiskReturnAbstract

Risk/Return [Heading]

rr_RiskReturnHeading

Portfolio 21 Global Equity Fund

Objective [Heading]

rr_ObjectiveHeading

Investment Objective

Objective, Primary [Text Block]

rr_ObjectivePrimaryTextBlock

The Portfolio 21 Global Equity Fund (the “Fund”) seeks long-term capital growth.

Expense [Heading]

rr_ExpenseHeading

Fees and Expenses of the Fund

Expense Narrative [Text Block]

rr_ExpenseNarrativeTextBlock

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.

Shareholder Fees Caption [Text]

rr_ShareholderFeesCaption

Shareholder Fees (fees paid directly from your investment)

Operating Expenses Caption [Text]

rr_OperatingExpensesCaption

Annual Portfolio Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Portfolio Turnover [Heading]

rr_PortfolioTurnoverHeading

Portfolio Turnover

Portfolio Turnover [Text Block]

rr_PortfolioTurnoverTextBlock

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio).  A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account.  These costs, which are not reflected in annual portfolio operating expenses or in the example, affect the Fund’s performance.  During the most recent fiscal year, the Fund’s turnover rate was 28% of the average value of its portfolio.

Portfolio Turnover, Rate

rr_PortfolioTurnoverRate

28.00%

Expense Example [Heading]

rr_ExpenseExampleHeading

Example

Expense Example Narrative [Text Block]

rr_ExpenseExampleNarrativeTextBlock

This Example is intended to help you compare the costs of investing in the Fund with the cost of investing in other mutual funds.  The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods.  The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same (taking into account the contractual Expense Caps only in the first year).

Expense Example by, Year, Caption [Text]

rr_ExpenseExampleByYearCaption

Although your actual costs may be higher or lower, based on these assumptions, your costs would be:

Strategy [Heading]

rr_StrategyHeading

Principal Investment Strategies

Strategy Narrative [Text Block]

rr_StrategyNarrativeTextBlock

The Fund invests primarily in common stocks of companies that Portfolio 21 (the “Advisor”) believes are leaders in managing environmental risks and opportunities, have above average growth potential, and are reasonably valued.  Under normal market conditions, at least 80% of the Fund’s net assets (plus any borrowings for investment purposes) will be invested in equity securities.  The Fund invests globally and has exposure to emerging and developed markets.  The Fund may invest in companies of any size, and seeks diversification by country and economic sector.

The Fund generally will invest at least 40% of its net assets in foreign companies. Foreign companies are those that either maintain their principal place of business outside of the United States, have their securities traded on non-U.S. exchanges or were formed under the laws of non-U.S. countries. Foreign companies may include companies doing business in the United States but meet the general criteria of a foreign company described above.  The Fund will invest in at least three different countries outside of the United States.

The Fund’s foreign holdings may include companies domiciled in emerging markets as well as companies domiciled in developed markets.  There is no limit to the percent of the Fund’s foreign holdings that may be invested in either emerging or developed markets and therefore the Fund may be invested entirely in companies from emerging markets.

The Advisor believes that the best long-term investments are found in companies with above-average financial characteristics and growth potential that also excel at managing environmental risks and opportunities and societal impact.  The Advisor believes that a company’s understanding of environmental principles demonstrates the qualities of innovation and leadership that create a distinct competitive advantage and build long-term value.  Therefore, the Advisor conducts fundamental research to find companies with attractive environmental, societal, and financial attributes.  In conducting fundamental research the Advisor combines traditional investment information with proprietary environmental analysis.  The Advisor believes that this creates a complete picture of how each company behaves commercially and how it deals with existing and emerging environmental risks and opportunities.  The Advisor considers a company’s position on various factors such as ecological limits, environmental stewardship, environmental strategies, stance on human rights and equality, societal impact as well as its corporate governance practices.

The Advisor believes that finding companies that meet its financial and environmental standards is an important part of the process, but that it is also critical to make investments at reasonable valuations.

A security will be sold within a reasonable period of time if the company no longer meets the Advisor’s environmental evaluation criteria or if the company no longer meets the Advisor’s minimum financial standards.

Risk [Heading]

rr_RiskHeading

Principal Investment Risks

Risk Narrative [Text Block]

rr_RiskNarrativeTextBlock

There is a risk that you could lose all or a portion of your investment in the Fund.  The following principal risks can affect the value of your investment:

·   Equity Risk – Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value.

·   General Market Risk:  The market price of a security may fluctuate, sometimes rapidly and unpredictably.  These fluctuations may cause a security to be worth less than its cost when originally purchased or less than it was worth at an earlier time.

·   Small- and Medium-Sized Company Risk:  Investing in securities of small- and medium-sized companies, even indirectly, may involve greater volatility than investing in larger and more established companies.

·   Management Risk:  The Advisor may fail to implement the Fund’s investment strategies and meet its investment objective.

·   Foreign Securities and Emerging Markets Risk:  Foreign securities involve increased risks due to political, social and economic developments abroad, as well as due to differences between United States and foreign regulatory practices.  These risks are enhanced in emerging markets.

·   Environmental Policy Risk:  The Fund’s environmental sustainability policy could cause it to underperform compared to similar funds that do not have such a policy.  Accordingly, the Fund may forego opportunities to buy certain securities when it might otherwise be advantageous to do so, or may sell securities for environmental reasons when it might be otherwise disadvantageous for it to do so.

Risk Lose Money [Text]

rr_RiskLoseMoney

There is a risk that you could lose all or a portion of your investment in the Fund.

Bar Chart and Performance Table [Heading]

rr_BarChartAndPerformanceTableHeading

Performance

Performance Narrative [Text Block]

rr_PerformanceNarrativeTextBlock

The following performance information provides some indication of the risks of investing in the Fund.  The bar chart below illustrates how the Fund’s Class R shares total returns have varied from year to year.  The table below illustrates how the Fund’s average annual total returns for 1, 5, and 10-year periods compare with that of a broad-based securities index and an additional index provided to offer a broader market perspective.  The Fund’s past performance, before and after taxes, is not necessarily an indication of how the Fund will perform in the future.  Updated performance information is available on the Fund’s website at www.portfolio21.com.

Performance Information Illustrates Variability of Returns [Text]

rr_PerformanceInformationIllustratesVariabilityOfReturns

The following performance information provides some indication of the risks of investing in the Fund. The bar chart below illustrates how the Fund's Class R shares total returns have varied from year to year. The table below illustrates how the Fund's average annual total returns for 1, 5, and 10-year periods compare with that of a broad-based securities index and an additional index provided to offer a broader market perspective.

Performance Additional Market Index [Text]

rr_PerformanceAdditionalMarketIndex

Effective immediately, the Fund is adding the MCSI World Index NR as a supplemental index. The MSCI World IndexSM better reflects the global nature of the Fund's investments. Also, effective immediately, due to the global nature of the Fund's investments, the Fund will no longer use the S&P 500 Index as a benchmark for its returns, as the S&P 500 Index is comprised of mostly U.S. companies.

Performance Availability Website Address [Text]

rr_PerformanceAvailabilityWebSiteAddress

www.portfolio21.com

Performance Past Does Not Indicate Future [Text]

rr_PerformancePastDoesNotIndicateFuture

The Fund's past performance, before and after taxes, is not necessarily an indication of how the Fund will perform in the future.

Bar Chart [Heading]

rr_BarChartHeading

Calendar Year Total Return* Class R

Bar Chart Footnotes [Text Block]

rr_BarChartFootnotesTextBlock

* The Fund’s year-to-date return for Class R shares as of September 30, 2012 was 9.89%.

Bar Chart Closing [Text Block]

rr_BarChartClosingTextBlock

During the period shown in the bar chart, the Fund’s Class R shares’ highest quarterly return was 20.42% for the quarter ended June 30, 2009, and the lowest quarterly return was -20.69% for the quarter ended September 30, 2002.

Year to Date Return, Label

rr_YearToDateReturnLabel

year-to-date return

Bar Chart, Year to Date Return, Date

rr_BarChartYearToDateReturnDate

Sep. 30, 2012

Bar Chart, Year to Date Return

rr_BarChartYearToDateReturn

9.89%

Highest Quarterly Return, Label

rr_HighestQuarterlyReturnLabel

highest quarterly return

Highest Quarterly Return, Date

rr_BarChartHighestQuarterlyReturnDate

Jun. 30, 2009

Highest Quarterly Return

rr_BarChartHighestQuarterlyReturn

20.42%

Lowest Quarterly Return, Label

rr_LowestQuarterlyReturnLabel

lowest quarterly return

Lowest Quarterly Return, Date

rr_BarChartLowestQuarterlyReturnDate

Sep. 30, 2002

Lowest Quarterly Return

rr_BarChartLowestQuarterlyReturn

(20.69%)

Index No Deduction for Fees, Expenses, Taxes [Text]

rr_IndexNoDeductionForFeesExpensesTaxes

(reflects no deduction for fees, expenses or taxes)

Performance Table Uses Highest Federal Rate

rr_PerformanceTableUsesHighestFederalRate

After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.

Performance Table Not Relevant to Tax Deferred

rr_PerformanceTableNotRelevantToTaxDeferred

Furthermore, the after-tax returns shown are not relevant to those who hold their shares through tax-deferred arrangements such as 401(k) plans or Individual Retirement Accounts ("IRAs").

Performance Table One Class of after Tax Shown [Text]

rr_PerformanceTableOneClassOfAfterTaxShown

Actual after-tax returns depend on your situation and may differ from those shown.

Performance Table Explanation after Tax Higher

rr_PerformanceTableExplanationAfterTaxHigher

The "Return After Taxes on Distributions" may be higher than the "Return Before Taxes" figures because the Fund receives dividends on securities that are net of foreign taxes.

Performance Table Closing [Text Block]

rr_PerformanceTableClosingTextBlock

Effective immediately, the Fund is adding the MCSI World Index NR as a supplemental index.  The MSCI World IndexSM better reflects the global nature of the Fund’s investments.  Also, effective immediately, due to the global nature of the Fund’s investments, the Fund will no longer use the S&P 500® Index as a benchmark for its returns, as the S&P 500® Index is comprised of mostly U.S. companies.

Class I shares of the Fund commenced operations on March 30, 2007.  Performance shown for Class I shares for periods prior to its inception reflects the performance of Class R shares, adjusted to reflect Class I expenses.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.  Actual after-tax returns depend on your situation and may differ from those shown.  Furthermore, the after-tax returns shown are not relevant to those who hold their shares through tax-deferred arrangements such as 401(k) plans or Individual Retirement Accounts (“IRAs”).  The “Return After Taxes on Distributions” may be higher than the “Return Before Taxes” figures because the Fund receives dividends on securities that are net of foreign taxes. Such taxes are eligible for pass through of foreign tax credits.  Shareholders can use the foreign tax credits to reduce their tax liability.  With a reduced tax liability, the shareholders are then able to reinvest more of the dividends allowing for a higher return.

Caption

rr_AverageAnnualReturnCaption

Average Annual Total Returns as of December 31, 2012

MSCI World IndexSM (reflects no deduction for fees, expenses or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

16.54%

5 Years

rr_AverageAnnualReturnYear05

(0.60%)

10 Years

rr_AverageAnnualReturnYear10

8.08%

MCSI World Index NR (reflects no deduction for fees and expenses)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

15.83%

5 Years

rr_AverageAnnualReturnYear05

(1.18%)

10 Years

rr_AverageAnnualReturnYear10

8.72%

S&P 500® Index (reflects no deduction for fees, expenses or taxes)

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

16.00%

5 Years

rr_AverageAnnualReturnYear05

1.66%

10 Years

rr_AverageAnnualReturnYear10

7.10%

Retail Class

Risk/Return:

rr_RiskReturnAbstract

Redemption Fee (as a percentage of Amount Redeemed)

rr_RedemptionFeeOverRedemption

(2.00%)

Management Fee

rr_ManagementFeesOverAssets

0.95%

Distribution and Service (12b-1) Fee

rr_DistributionAndService12b1FeesOverAssets

0.25%

Other Expenses

rr_OtherExpensesOverAssets

0.27%

Total Annual Fund Operating Expenses

rr_ExpensesOverAssets

1.47%

Expense Example, with Redemption, 1 Year

rr_ExpenseExampleYear01

150

Expense Example, with Redemption, 3 Years

rr_ExpenseExampleYear03

465

Expense Example, with Redemption, 5 Years

rr_ExpenseExampleYear05

803

Expense Example, with Redemption, 10 Years

rr_ExpenseExampleYear10

1,757

Annual Return 2003

rr_AnnualReturn2003

32.18%

Annual Return 2004

rr_AnnualReturn2004

15.87%

Annual Return 2005

rr_AnnualReturn2005

6.01%

Annual Return 2006

rr_AnnualReturn2006

24.38%

Annual Return 2007

rr_AnnualReturn2007

10.41%

Annual Return 2008

rr_AnnualReturn2008

(35.52%)

Annual Return 2009

rr_AnnualReturn2009

31.15%

Annual Return 2010

rr_AnnualReturn2010

9.30%

Annual Return 2011

rr_AnnualReturn2011

(8.04%)

Annual Return 2012

rr_AnnualReturn2012

15.17%

1 Year

rr_AverageAnnualReturnYear01

15.17%

5 Years

rr_AverageAnnualReturnYear05

(0.43%)

10 Years

rr_AverageAnnualReturnYear10

8.12%

Retail Class | After Taxes on Distributions

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

15.19%

5 Years

rr_AverageAnnualReturnYear05

(0.38%)

10 Years

rr_AverageAnnualReturnYear10

8.15%

Retail Class | After Taxes on Distributions and Sales

Risk/Return:

rr_RiskReturnAbstract

1 Year

rr_AverageAnnualReturnYear01

10.28%

5 Years

rr_AverageAnnualReturnYear05

(0.21%)

10 Years

rr_AverageAnnualReturnYear10

7.36%

Institutional Class

Risk/Return:

rr_RiskReturnAbstract

Redemption Fee (as a percentage of Amount Redeemed)

rr_RedemptionFeeOverRedemption

(2.00%)

Management Fee

rr_ManagementFeesOverAssets

0.95%

Distribution and Service (12b-1) Fee

rr_DistributionAndService12b1FeesOverAssets

none

Other Expenses

rr_OtherExpensesOverAssets

0.22%

Total Annual Fund Operating Expenses

rr_ExpensesOverAssets

1.17%

Expense Example, with Redemption, 1 Year

rr_ExpenseExampleYear01

119

Expense Example, with Redemption, 3 Years

rr_ExpenseExampleYear03

372

Expense Example, with Redemption, 5 Years

rr_ExpenseExampleYear05

644

Expense Example, with Redemption, 10 Years

rr_ExpenseExampleYear10

1,420

1 Year

rr_AverageAnnualReturnYear01

15.51%

5 Years

rr_AverageAnnualReturnYear05

(0.13%)

10 Years

rr_AverageAnnualReturnYear10

8.16%

Inception Date

rr_AverageAnnualReturnInceptionDate

Mar. 30, 2007

XML

Portfolio 21 Global Equity Fund | Portfolio 21 Global Equity Fund

Portfolio 21 Global Equity Fund

Investment Objective

The Portfolio 21 Global Equity Fund (the “Fund”) seeks long-term capital growth.

Fees and Expenses of the Fund

This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund.

Shareholder Fees (fees paid directly from your investment)

Shareholder Fees Portfolio 21 Global Equity Fund	Retail Class	Institutional Class
Redemption Fee (as a percentage of amount redeemed within 60 days of purchase)	2.00%	2.00%

Annual Portfolio Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Annual Fund Operating Expenses Portfolio 21 Global Equity Fund	Retail Class	Institutional Class
Management Fee	0.95%	0.95%
Distribution and Service (12b-1) Fee	0.25%	none
Other Expenses	0.27%	0.22%
Total Annual Fund Operating Expenses	1.47%	1.17%

Example

This Example is intended to help you compare the costs of investing in the Fund with the cost of investing in other mutual funds.  The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then redeem all of your shares at the end of those periods.  The Example also assumes that your investment has a 5% return each year and that the Fund’s operating expenses remain the same (taking into account the contractual Expense Caps only in the first year).

Although your actual costs may be higher or lower, based on these assumptions, your costs would be:

Expense Example Portfolio 21 Global Equity Fund (USD $)	1 Year	3 Years	5 Years	10 Years
Retail Class	150	465	803	1,757
Institutional Class	119	372	644	1,420

Portfolio Turnover

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio).  A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account.  These costs, which are not reflected in annual portfolio operating expenses or in the example, affect the Fund’s performance.  During the most recent fiscal year, the Fund’s turnover rate was 28% of the average value of its portfolio.

Principal Investment Strategies

The Fund invests primarily in common stocks of companies that Portfolio 21 (the “Advisor”) believes are leaders in managing environmental risks and opportunities, have above average growth potential, and are reasonably valued.  Under normal market conditions, at least 80% of the Fund’s net assets (plus any borrowings for investment purposes) will be invested in equity securities.  The Fund invests globally and has exposure to emerging and developed markets.  The Fund may invest in companies of any size, and seeks diversification by country and economic sector.

The Fund generally will invest at least 40% of its net assets in foreign companies. Foreign companies are those that either maintain their principal place of business outside of the United States, have their securities traded on non-U.S. exchanges or were formed under the laws of non-U.S. countries. Foreign companies may include companies doing business in the United States but meet the general criteria of a foreign company described above.  The Fund will invest in at least three different countries outside of the United States.

The Fund’s foreign holdings may include companies domiciled in emerging markets as well as companies domiciled in developed markets.  There is no limit to the percent of the Fund’s foreign holdings that may be invested in either emerging or developed markets and therefore the Fund may be invested entirely in companies from emerging markets.

The Advisor believes that the best long-term investments are found in companies with above-average financial characteristics and growth potential that also excel at managing environmental risks and opportunities and societal impact.  The Advisor believes that a company’s understanding of environmental principles demonstrates the qualities of innovation and leadership that create a distinct competitive advantage and build long-term value.  Therefore, the Advisor conducts fundamental research to find companies with attractive environmental, societal, and financial attributes.  In conducting fundamental research the Advisor combines traditional investment information with proprietary environmental analysis.  The Advisor believes that this creates a complete picture of how each company behaves commercially and how it deals with existing and emerging environmental risks and opportunities.  The Advisor considers a company’s position on various factors such as ecological limits, environmental stewardship, environmental strategies, stance on human rights and equality, societal impact as well as its corporate governance practices.

The Advisor believes that finding companies that meet its financial and environmental standards is an important part of the process, but that it is also critical to make investments at reasonable valuations.

A security will be sold within a reasonable period of time if the company no longer meets the Advisor’s environmental evaluation criteria or if the company no longer meets the Advisor’s minimum financial standards.

Principal Investment Risks

There is a risk that you could lose all or a portion of your investment in the Fund.  The following principal risks can affect the value of your investment:

·   Equity Risk – Common stocks are susceptible to general stock market fluctuations and to volatile increases and decreases in value.

·   General Market Risk:  The market price of a security may fluctuate, sometimes rapidly and unpredictably.  These fluctuations may cause a security to be worth less than its cost when originally purchased or less than it was worth at an earlier time.

·   Small- and Medium-Sized Company Risk:  Investing in securities of small- and medium-sized companies, even indirectly, may involve greater volatility than investing in larger and more established companies.

·   Management Risk:  The Advisor may fail to implement the Fund’s investment strategies and meet its investment objective.

·   Foreign Securities and Emerging Markets Risk:  Foreign securities involve increased risks due to political, social and economic developments abroad, as well as due to differences between United States and foreign regulatory practices.  These risks are enhanced in emerging markets.

·   Environmental Policy Risk:  The Fund’s environmental sustainability policy could cause it to underperform compared to similar funds that do not have such a policy.  Accordingly, the Fund may forego opportunities to buy certain securities when it might otherwise be advantageous to do so, or may sell securities for environmental reasons when it might be otherwise disadvantageous for it to do so.

Performance

The following performance information provides some indication of the risks of investing in the Fund.  The bar chart below illustrates how the Fund’s Class R shares total returns have varied from year to year.  The table below illustrates how the Fund’s average annual total returns for 1, 5, and 10-year periods compare with that of a broad-based securities index and an additional index provided to offer a broader market perspective.  The Fund’s past performance, before and after taxes, is not necessarily an indication of how the Fund will perform in the future.  Updated performance information is available on the Fund’s website at www.portfolio21.com.

Calendar Year Total Return* Class R

* The Fund’s year-to-date return for Class R shares as of September 30, 2012 was 9.89%.

During the period shown in the bar chart, the Fund’s Class R shares’ highest quarterly return was 20.42% for the quarter ended June 30, 2009, and the lowest quarterly return was -20.69% for the quarter ended September 30, 2002.

Average Annual Total Returns as of December 31, 2012

Average Annual Returns Portfolio 21 Global Equity Fund	1 Year	5 Years	10 Years	Inception Date
Retail Class	15.17%	(0.43%)	8.12%
Institutional Class	15.51%	(0.13%)	8.16%	Mar. 30, 2007
After Taxes on Distributions Retail Class	15.19%	(0.38%)	8.15%
After Taxes on Distributions and Sales Retail Class	10.28%	(0.21%)	7.36%
MSCI World IndexSM (reflects no deduction for fees, expenses or taxes)	16.54%	(0.60%)	8.08%
MCSI World Index NR (reflects no deduction for fees and expenses)	15.83%	(1.18%)	8.72%
S&P 500® Index (reflects no deduction for fees, expenses or taxes)	16.00%	1.66%	7.10%

Effective immediately, the Fund is adding the MCSI World Index NR as a supplemental index.  The MSCI World IndexSM better reflects the global nature of the Fund’s investments.  Also, effective immediately, due to the global nature of the Fund’s investments, the Fund will no longer use the S&P 500® Index as a benchmark for its returns, as the S&P 500® Index is comprised of mostly U.S. companies.

Class I shares of the Fund commenced operations on March 30, 2007.  Performance shown for Class I shares for periods prior to its inception reflects the performance of Class R shares, adjusted to reflect Class I expenses.

After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes.  Actual after-tax returns depend on your situation and may differ from those shown.  Furthermore, the after-tax returns shown are not relevant to those who hold their shares through tax-deferred arrangements such as 401(k) plans or Individual Retirement Accounts (“IRAs”).  The “Return After Taxes on Distributions” may be higher than the “Return Before Taxes” figures because the Fund receives dividends on securities that are net of foreign taxes. Such taxes are eligible for pass through of foreign tax credits.  Shareholders can use the foreign tax credits to reduce their tax liability.  With a reduced tax liability, the shareholders are then able to reinvest more of the dividends allowing for a higher return.