Bridgeway Funds, Inc.

0001193125-12-470230.txt : 20121114 0001193125-12-470230.hdr.sgml : 20121114 20121114144519 ACCESSION NUMBER: 0001193125-12-470230 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 8 FILED AS OF DATE: 20121114 DATE AS OF CHANGE: 20121114 EFFECTIVENESS DATE: 20121114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRIDGEWAY FUNDS INC CENTRAL INDEX KEY: 0000916006 IRS NUMBER: 760421237 STATE OF INCORPORATION: TX FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 033-72416 FILM NUMBER: 121203539 BUSINESS ADDRESS: STREET 1: 20 GREENWAY PLAZA STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7136613500 MAIL ADDRESS: STREET 1: 20 GREENWAY PLAZA STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER COMPANY: FORMER CONFORMED NAME: BRIDGEWAY FUND INC DATE OF NAME CHANGE: 19931209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRIDGEWAY FUNDS INC CENTRAL INDEX KEY: 0000916006 IRS NUMBER: 760421237 STATE OF INCORPORATION: TX FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-08200 FILM NUMBER: 121203540 BUSINESS ADDRESS: STREET 1: 20 GREENWAY PLAZA STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77046 BUSINESS PHONE: 7136613500 MAIL ADDRESS: STREET 1: 20 GREENWAY PLAZA STREET 2: SUITE 450 CITY: HOUSTON STATE: TX ZIP: 77046 FORMER COMPANY: FORMER CONFORMED NAME: BRIDGEWAY FUND INC DATE OF NAME CHANGE: 19931209

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C000012182 Class N BRAGX

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C000012183 Class N BRLIX

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C000012184 Class N BRBPX

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C000012186 Class N BRUSX

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C000012187 Class N BRSIX

0000916006 S000004426 Small-Cap Growth Fund

C000012189 Class N BRSGX

0000916006 S000004427 Small-Cap Value Fund

C000012190 Class N BRSVX

0000916006 S000004428 Large-Cap Growth Fund

C000012191 Class N BRLGX

0000916006 S000028994 Small-Cap Momentum Fund

C000089010 Class N BRSMX

0000916006 S000030751 Omni Tax-Managed Small-Cap Value Fund

C000095375 Class N BOTSX

0000916006 S000033567 Omni Small-Cap Value Fund

C000103073 Class N BOSVX

485BPOS 1 d419723d485bpos.htm BRIDGEWAY FUNDS, INC. Bridgeway Funds, Inc.

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON November 14, 2012

1933 Act No. 033-72416

1940 Act No. 811-08200

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT

UNDER


		*THE SECURITIES ACT OF 1933*		x
		Post-Effective Amendment No. 44		x

and/or

REGISTRATION STATEMENT

UNDER

THE INVESTMENT COMPANY ACT OF 1940


		Amendment No. 44		x

(Check appropriate box or boxes)

BRIDGEWAY FUNDS, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

20 GREENWAY PLAZA SUITE 450

HOUSTON, TEXAS 77046

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)(ZIP CODE)

Registrant’s Telephone Number, including Area Code:

(713) 661-3500

Send Copies of Communications to:

JOHN N.R. MONTGOMERY

CHAIRMAN, BRIDGEWAY CAPITAL

MANAGEMENT, INC.

20 GREENWAY PLAZA SUITE 450

HOUSTON, TEXAS 77046

PRUFESH R. MODHERA, ESQ.

STRADLEY, RONON, STEVENS, & YOUNG LLP

1250 CONNECTICUT AVE., NW, SUITE 500

WASHINGTON, DISTRICT OF COLUMBIA 20036

(NAME AND ADDRESS OF AGENT FOR SERVICE)

It is proposed that this filing will become effective: (check appropriate box)

immediately upon filing pursuant to paragraph (b)

on [date] pursuant to paragraph (b)

60 days after filing pursuant to paragraph (a)(1)

on [date] pursuant to paragraph (a)(1)

75 days after filing pursuant to paragraph (a)(2)

on [date] pursuant to paragraph (a)(2) of rule 485.

If appropriate, check the following box:

This post-effective amendment designated a new effective date for a previously filed post-effective amendment.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, the Registrant (a Maryland corporation) certifies that it meets all of the requirements for effectiveness of this Post-Effective Amendment No. 44 to its Registration Statement on Form N-1A under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment No. 44 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Houston, and State of Texas, on this 14th day of November, 2012.

Bridgeway Funds, Inc.

/s/ Michael D. Mulcahy

Michael D. Mulcahy, President

Pursuant to the requirements of the 1933 Act, this Registration Statement has been signed below by the following persons in the capacities and on the date(s) indicated.


Signature	Title	Date

/s/ Michael D. Mulcahy Michael D. Mulcahy	President and Director	November 14 , 2012

JOHN N.R. MONTGOMERY* John N. R. Montgomery	Vice President and Director	November 14 , 2012

LINDA G. GIUFFRE* Linda G. Giuffre	Treasurer and Principal Financial Officer	November 14 , 2012

KIRBYJON CALDWELL* Kirbyjon Caldwell	Director	November 14 , 2012

KAREN S. GERSTNER* Karen S. Gerstner	Director	November 14, 2012

MILES D. HARPER, III* Miles D. Harper, III	Director	November 14 , 2012

EVAN HARREL* Evan Harrel	Director	November 14 , 2012




*By		/s/ Michael D. Mulcahy
		Michael D. Mulcahy

as Attorney-in-Fact for each of the persons indicated (pursuant to powers of attorney filed electronically as an exhibit to Post Effective Amendment No. 24 on October 26, 2007).

EXHIBIT INDEX


Index No.		Description of Exhibit

EX-101.INS		XBRL Instance Document

EX-101.SCH		XBRL Taxonomy Extension Schema Document

EX-101.CAL		XBRL Taxonomy Extension Calculation Linkbase

EX-101.DEF		XBRL Taxonomy Extension Definition Linkbase

EX-101.LAB		XBRL Taxonomy Extension Labels Linkbase

EX-101.PRE		XBRL Taxonomy Extension Presentation Linkbase

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bfi1:Russell2000ValueIndexMember 2011-11-01 2012-10-31 pure iso4217:USD 2012-09-30 2012-09-30 2012-09-30 2012-09-30 2012-09-30 2012-09-30 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesAggressiveInvestors1Fund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesUltra-SmallCompanyFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesUltra-SmallCompanyMarketFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesSmall-CapMomentumFund column period compact * ~</div> 2012-09-30 2012-09-30 2012-09-30 2012-09-30 Example: Example: Example: Example: Example: Example: Example: <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesSmall-CapValueFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesOmniSmall-CapValueFund column period compact * ~</div> Example: Example: <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesLarge-CapGrowthFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesSmall-CapGrowthFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesBlueChip35IndexFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesManagedVolatilityFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleShareholderFeesOmniTax-ManagedSmall-CapValueFund column period compact * ~</div> 729 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 125% of the average value of its portfolio. www.bridgeway.com 0.5397 686 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 93% of the average value of its portfolio. www.bridgeway.com 0.8857 482 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 31% of the average value of its portfolio. www.bridgeway.com 515 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 230% of the average value of its portfolio. 0.7943 www.bridgeway.com 520 335 466 www.bridgeway.com Example: 525 520 www.bridgeway.com www.bridgeway.com www.bridgeway.com 85 0.1782 0.2887 www.bridgeway.com Example: 335 www.bridgewayomni.com <div class="MetaData"> FUND SUMMARY: AGGRESSIVE INVESTORS 1 FUND</div> Shareholder Fees (paid directly from your investment) 0 The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. 0.185 Shareholder Fees (paid directly from your investment) <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesAggressiveInvestors1Fund column period compact * ~</div> 0 The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. 0.2097 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesUltra-SmallCompanyFund column period compact * ~</div> <div class="MetaData"> <a name="tx233160_4"> </a>FUND SUMMARY: ULTRA-SMALL COMPANY FUND</div> <div class="MetaData"> <a name="tx233160_4"> </a>FUND SUMMARY: ULTRA-SMALL COMPANY MARKET FUND</div> Shareholder Fees (paid directly from your investment) <div class="MetaData">FUND SUMMARY: SMALL-CAP MOMENTUM FUND</div> 0 Shareholder Fees (paid directly from your investment) 0 The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. 0.2042 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesUltra-SmallCompanyMarketFund column period compact * ~</div> 0.1365 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesSmall-CapMomentumFund column period compact * ~</div> <div class="MetaData"> FUND SUMMARY: OMNI SMALL-CAP VALUE FUND</div> <div class="MetaData"> FUND SUMMARY: LARGE-CAP GROWTH FUND</div> Shareholder Fees (paid directly from your investment) Shareholder Fees (paid directly from your investment) <div class="MetaData"> FUND SUMMARY: SMALL-CAP GROWTH FUND</div> 0 0 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal period from August 31, 2011 (the Funds inception date) through June 30, 2012, the Funds portfolio turnover rate was 8% of the average value of its portfolio. <div class="MetaData"> FUND SUMMARY: SMALL-CAP VALUE FUND</div> Shareholder Fees (paid directly from your investment) <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesSmall-CapValueFund column period compact * ~</div> <div class="MetaData"> FUND SUMMARY: MANAGED VOLATILITY FUND</div> 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 55% of the average value of its portfolio. Shareholder Fees (paid directly from your investment) 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 49% of the average value of its portfolio. 0 0 Shareholder Fees (paid directly from your investment) 0 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesOmniSmall-CapValueFund column period compact * ~</div> <div class="MetaData"> FUND SUMMARY: BLUE CHIP 35 INDEX FUND</div> 0.1511 Shareholder Fees (paid directly from your investment) 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 33% of the average value of its portfolio. 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 41% of the average value of its portfolio. 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 63% of the average value of its portfolio. 0.1785 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesLarge-CapGrowthFund column period compact * ~</div> 0 0.137 0.0689 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesSmall-CapGrowthFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesBlueChip35IndexFund column period compact * ~</div> 0.1685 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesManagedVolatilityFund column period compact * ~</div> <div class="MetaData"> FUND SUMMARY: OMNI TAX-MANAGED SMALL-CAP VALUE FUND</div> 0 Shareholder Fees (paid directly from your investment) 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 fund operating expenses or in the example, affect the Funds performance. During the most recent fiscal year, the Funds portfolio turnover rate was 26% of the average value of its portfolio. 0.1297 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualFundOperatingExpensesOmniTax-ManagedSmall-CapValueFund column period compact * ~</div> 485BPOS BRIDGEWAY FUNDS INC This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 135 Principal Investment Strategies: <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 18.50%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q2 03</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">28.34%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 08</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-32.80%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> Average Annual Total Returns (For the periods ended 12/31/11) 800-661-3550 Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsAggressiveInvestors1FundBarChart column period compact * ~</div> This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 127 Principal Investment Strategies: <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 20.97%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q2 09</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">38.67%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 08</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-27.19%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> Average Annual Total Returns (For the periods ended 12/31/11) 800-661-3550 Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsUltra-SmallCompanyFundBarChart column period compact * ~</div> Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) Principal Investment Strategies: <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 20.42%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q2 03</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">30.87%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 08</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-27.94%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> Average Annual Total Returns (For the periods ended 12/31/11) Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. -0.0483 89 This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. 800-661-3550 This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 95 Principal Investment Strategies: <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsUltra-SmallCompanyMarketFundBarChart column period compact * ~</div> The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for the period compare with those of a broad measure of market performance. 800-661-3550 This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: -0.0008 <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 13.65%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 11</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">18.80%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q3 11</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-22.68%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> Average Annual Total Returns (For the periods ended 12/31/11) 2010-05-28 Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsSmall-CapMomentumFundBarChart column period compact * ~</div> Total Annual Fund Operating Expenses (After Fee Waiver/Expense Reimbursement) do not correlate to the expense ratio in the Financial Highlights, which reflects operating expenses of the Fund and does not include Acquired Fund Fees and Expenses. Total Annual Fund Operating Expenses (After Fee Waiver/Expense Reimbursement) do not correlate to the expense ratio in the Financial Highlights, which reflects operating expenses of the Fund and does not include Acquired Fund Fees and Expenses. -0.0005 96 This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) -0.0008 -0.0024 This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 61 Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) Principal Investment Strategies: This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 86 Principal Investment Strategies: Principal Investment Strategies: Average Annual Total Returns (For the periods ended 12/31/11) <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsSmall-CapValueFundBarChart column period compact * ~</div> This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. 800-661-3550 -0.0049 Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) -0.0014 This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) Average Annual Total Returns (For the periods ended 12/31/11) This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 97 This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 17.85%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q2 09</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">28.36%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 08</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-28.58%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: Principal Investment Strategies: 2003-10-31 96 Principal Investment Strategies: Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. 2003-10-31 This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. 800-661-3550 <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 16.85%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q2 03</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">16.07%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 08</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-19.01%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> Average Annual Total Returns (For the periods ended 12/31/11) Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 13.70%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 11</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">19.95%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q3 11</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-26.49%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsLarge-CapGrowthFundBarChart column period compact * ~</div> Average Annual Total Returns (For the periods ended 12/31/11) The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. 800-661-3550 2003-10-31 <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 15.11%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q2 09</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">13.96%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 08</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-26.49%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. 800-661-3550 Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. -0.0014 15 <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 6.89%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 11</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">8.98%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 08</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-9.19%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. 800-661-3550 Average Annual Total Returns (For the periods ended 12/31/11) Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsSmall-CapGrowthFundBarChart column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsBlueChip35IndexFundBarChart column period compact * ~</div> Total Annual Fund Operating Expenses (After Fee Waiver/Expense Reimbursement) do not correlate to the expense ratio in the Financial Highlights, which reflects operating expenses of the Fund and does not include Acquired Fund Fees and Expenses. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsManagedVolatilityFundBarChart column period compact * ~</div> This table describes the fees and expenses that you may pay if you buy and hold shares of the Fund. Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) -0.003 This Example is intended to help you compare the cost 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 Funds operating expenses remain the same. Although your actual costs may be higher or lower, based on these assumptions your costs would be: 61 <div> <div class="MetaData"> Return from 1/1/12 through 9/30/12 was 12.97%.   <table style="border-collapse: collapse;" border="0" cellspacing="0" cellpadding="0" width="70%" align="center"> <tr><td width="50%"> </td> <td valign="bottom" width="11%"> </td> <td> </td> <td> </td> <td> </td> <td valign="bottom" width="15%"> </td> <td> </td> <td> </td> <td> </td></tr> <tr><td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Quarter</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom">  </td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom" colspan="2" align="center">Total Return</td> <td style="border-bottom: #7f7f7f 1px solid;" valign="bottom"> </td></tr> <tr><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Best Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q4 11</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">15.78%</td> <td valign="bottom" nowrap="nowrap">  </td></tr> <tr bgcolor="#e5e5e5"><td valign="top"> <div style="text-indent: -1em; margin-left: 2em;">Worst Quarter:</div></td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">Q3 11</td> <td valign="bottom" nowrap="nowrap">  </td> <td valign="bottom">  </td> <td valign="bottom"> </td> <td valign="bottom" align="right">-23.50%</td> <td valign="bottom" nowrap="nowrap">  </td></tr></table></div> </div> Average Annual Total Returns (For the period ended 12/31/11) The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for the period compare with those of a broad measure of market performance. 800-661-3500 Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAnnualTotalReturnsOmniTax-ManagedSmall-CapValueFundBarChart column period compact * ~</div> Total Annual Fund Operating Expenses do not correlate to the expense ratio in the Financial Highlights, which reflects operating expenses of the Fund and does not include Acquired Fund Fees and Expenses. 0000916006 2012-10-26 2012-06-30 Investment Objective: Fees and Expenses of the Fund: 0 0.0133 421 Portfolio Turnover: The Fund invests in a diversified portfolio of common stocks of companies of any size that are listed on the New York Stock Exchange, NYSE MKT and NASDAQ. Bridgeway Capital Management, Inc. (the Adviser) selects stocks for the Fund using a statistically driven approach. The Fund seeks to achieve the risk objective by investing in stocks that the Adviser believes have a lower probability of price decline over the long term, though the stock price may be more volatile in the short term. The Fund may invest in stocks for which there is relatively low market liquidity, as periodically determined by the Adviser based on the stocks trading volume. The Fund may also use aggressive investment techniques such as:<ul type="square"><li>leveraging (borrowing up to 50% of its net assets from banks), </li></ul><ul type="square"><li>purchasing and selling futures and options on individual stocks and stock market indexes to increase or decrease the Funds exposure to stock market risk in order to attempt to maintain a more constant level of risk, </li></ul><ul type="square"><li>purchasing and selling financial or commodity futures and options to diversify risk, </li></ul><ul type="square"><li>entering into short-sale transactions (up to 20% of its total assets), </li></ul><ul type="square"><li>investing up to 20% of its total assets in a single company, </li></ul><ul type="square"><li>investing up to 15% of its total assets in foreign securities (as defined below), and </li></ul><ul type="square"><li>short-term trading (buying and selling the same security in less than a three-month timeframe). </li></ul>For purposes of the Funds investments, foreign securities means those securities issued by companies: (i) that are domiciled in a country other than the U.S.; and (ii) that derive 50% or more of their total revenue from activities outside of the U.S. Although the Fund seeks investments across a number of sectors, from time to time, based on economic conditions, the Fund may have significant positions in particular sectors. The Fund sometimes invests in a smaller number of companies than other mutual funds. The Fund may engage in active and frequent trading. Shareholders of the Fund are exposed to higher risk than the stock market as a whole and could lose money. Since the Fund invests in companies of any size and because there are a larger number of small and less liquid companies that the Fund could invest in, the Fund may bear the short-term risk (volatility) associated with small companies, especially in the early stages of an economic or stock market downturn. The Fund may also exhibit higher volatility due to the use of aggressive investment techniques including futures, options, and leverage. Futures and options may not always be successful hedges, and their prices can be highly volatile. They may not always successfully manage risk. Using futures and options could lower a Funds total return, and the potential loss from the use of futures can exceed a Funds initial investment in such contracts. Leverage created from borrowing may impair the Funds liquidity, cause it to liquidate positions at an unfavorable time, increase volatility or otherwise not achieve its intended objective. Investments in foreign securities can be more volatile than investments in U.S. securities. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. Individual short-sale positions can theoretically expose the Fund to unlimited loss on such positions, although the Adviser seeks to mitigate this potential loss by limiting a single short-sale position to 2.5% of the Funds net assets at the time of opening the position. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Funds performance and may increase share price volatility. Moreover, a higher portfolio turnover rate may result in higher taxes when Fund shares are held in a taxable account. The Fund may invest in a small number of companies, which will likely add to Fund volatility. Aggressive Investors 1 Fund Year by Year % Returns as of 12/31 of Each Year -0.1031 -0.1078 -0.0654 0.0211 -0.0418 0.0234 0.0163 0.0292 0.0219 0.0562 Shareholders of the Fund are exposed to higher risk than the stock market as a whole and could lose money. After-tax returns are calculated using the highest historical individual federal marginal income tax rates and do not reflect the impact of state and local taxes. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. 2003-06-30 0.2834 2008-12-31 Worst Quarter: -0.1801 -0.5616 -0.1031 Investment Objective: Fees and Expenses of the Fund: 0 0.0125 397 Portfolio Turnover: The Fund invests in a diversified portfolio of common stocks of ultra-small companies. Under normal circumstances, the Fund invests at least 80% of its net assets (plus borrowings for investment purposes) in ultra-small company stocks based on company size at the time of purchase. For purposes of the Funds investments, ultra-small companies are defined as those: (i) companies that have a market capitalization the size of the smallest 20% of companies listed on the New York Stock Exchange; or (ii) companies with a capitalization that falls within the range of capitalization of companies included in the Cap-Based Portfolio 9 Index or the Cap-Based Portfolio 10 Index as defined by the University of Chicago's Center for Research in Security Prices ("CRSP"). A majority of these stocks are listed on NASDAQ. On June 30, 2012, the stocks in this group generally had a market capitalization of less than $478 million. Bridgeway Capital Management, Inc. (the Adviser) selects stocks for the Fund using a statistically driven approach. The Fund may invest up to 15% of its total assets in foreign securities. For purposes of the Funds investments, foreign securities means those securities issued by companies: (i) that are domiciled in a country other than the U.S.; and (ii) that derive 50% or more of their total revenue from activities outside of the U.S. Although the Fund seeks investments across a number of sectors, from time to time, based on portfolio positioning to reflect its benchmark, the Fund may have significant positions in particular sectors. The Fund may engage in active and frequent trading. The Fund may purchase stock market index futures in order to hedge cash. The market prices of ultra-small company shares typically exhibit greater volatility than small-company shares and even micro-cap company shares and much greater volatility than large-company shares. Therefore, shareholders of this Fund are exposed to higher risk and could lose money. The Fund is also subject to the risk that ultra-small company stocks will underperform other kinds of investments for a period of time. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Funds performance and may increase share price volatility. Moreover, a higher portfolio turnover rate may result in higher taxes when Fund shares are held in a taxable account. Investments in foreign securities can be more volatile than investments in U.S. securities. The Funds use of futures to manage risk or hedge market volatility may not always be successful hedges, their prices can be highly volatile, they may not always successfully manage risk and they could lower the Funds total return. Ultra-Small Company Fund Year by Year % Returns as of 12/31 of Each Year -0.1464 -0.149 -0.094 -0.1398 0.0953 0.0781 0.0822 0.1011 Therefore, shareholders of this Fund are exposed to higher risk and could lose money. 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. 2009-06-30 0.3867 Worst Quarter: 2008-12-31 0.0398 -0.4624 -0.1464 Investment Objective: Fees and Expenses of the Fund: Portfolio Turnover: Ultra-Small Company Market Fund Year by Year % Returns as of 12/31 of Each Year Worst Quarter: 2003-06-30 2008-12-31 0.3087 Investment Objective: 0 Fees and Expenses of the Fund: 0.0095 0 0.0576 278 The Fund aims to achieve its objective by approximating the total return of the Cap-Based Portfolio 10 Index (the Index) published by the University of Chicagos Center for Research in Security Prices (CRSP) over longer time periods. Under normal circumstances, the Fund invests at least 80% of its net assets (plus borrowings for investment purposes) in ultra-small company stocks based on company size at the time of purchase. For purposes of the Fund's investments, "ultra-small companies" are defined as those: (i) companies that have a market capitalization the size of the smallest 10% of companies listed on the New York Stock Exchange; or (ii) companies with a capitalization that falls within the range of capitalization of companies included in the Index as defined by CRSP. A majority of the stocks in the Fund are listed on NASDAQ. On June 30, 2012, the stocks in this group generally had a market capitalization of less than $244 million. The Adviser invests in a representative sample of the companies included in the Index. However, the Adviser also may invest in companies that are not included in the Index. Although the Fund seeks investments across a number of sectors, from time to time, based on portfolio positioning to reflect its benchmark, the Fund may have significant positions in particular sectors. The Adviser also seeks to minimize the distribution of capital gains, within the constraints of the investment objective and ultra-small company focus, by offsetting capital gains with capital losses. By paying close attention to trading, the Adviser seeks to conduct such tax management without detriment to the overall Fund return. The Fund may purchase stock market index futures in order to hedge cash. -0.0786 -0.0865 -0.0421 -0.1398 0.0809 0.0757 0.0708 0.1011 Portfolio Turnover: 296 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. Therefore, shareholders of this Fund are exposed to higher risk and could lose money. 0.049 -0.3949 -0.0786 Under normal circumstances, the Fund invests 80% of its net assets (plus borrowings for investment purposes) in equity or equity-related securities (common stocks) of small-cap companies at the time of purchase. The Fund primarily invests in small-cap stocks that are listed on the New York Stock Exchange, NYSE MKT and NASDAQ that the Adviser determines to have positive risk-adjusted momentum (i.e., above-average recent returns) based on a statistically driven approach. The Fund may invest up to 15% of its total assets in foreign securities. For purposes of the Funds investments, foreign securities means those securities issued by companies: i) that are domiciled in a country other than the U.S.; and (ii) that derive 50% or more of their total revenue from activities outside of the U.S. Although the Fund seeks investments across a number of sectors, from time to time, in pursuing the Funds investment strategy, the Fund may have significant positions in particular sectors. The Adviser expects to rebalance the Funds portfolio (selling securities that, in the Advisers opinion, have lower risk-adjusted momentum and buying securities that, in the Advisers opinion, have higher risk-adjusted momentum) no less frequently than quarterly, and thus, the Fund engages in active and frequent trading of portfolio securities. The Fund may purchase stock market index futures in order to hedge cash. The value of the Funds shares will fluctuate as a result of the movement of the overall stock-market or of the value of the individual securities held by the Fund, and shareholders could lose money. Investing in securities with positive risk-adjusted momentum entails investing in securities that may be more volatile than a broad cross-section of stock market securities. Investing in small-cap stocks may involve greater volatility and risk than investing in large- or mid-cap stocks. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. Investments in foreign securities can be more volatile than investments in U.S. securities. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Funds performance and may increase share price volatility. Moreover, a higher portfolio turnover rate may result in higher taxes when Fund shares are held in a taxable account. The Funds use of futures to manage risk or hedge market volatility may not always be successful hedges, their prices can be highly volatile, they may not always successfully manage risk and they could lower the Funds total return. The value of the Funds shares will fluctuate as a result of the movement of the overall stock-market or of the value of the individual securities held by the Fund, and shareholders could lose money. The market price of ultra-small company shares typically exhibits greater volatility than small-company and even micro-cap company shares and much greater volatility than large-company shares. Therefore, shareholders of this Fund are exposed to higher risk and could lose money. The Fund is also subject to the risk that ultra-small company stocks will underperform other kinds of investments for a period of time. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. If too many ultra-small companies in the Fund outgrow the Funds ultra-small-cap mandate or if the Fund experiences extensive redemptions, the Adviser might need to sell some stocks, which could create capital gains. There can be no guarantee that the Fund may not someday distribute substantial capital gains, although the Adviser strongly intends to avoid them. The Funds use of futures to manage risk or hedge market volatility may not always be successful hedges, their prices can be highly volatile, they may not always successfully manage risk and they could lower the Funds total return. 2011-12-31 0.188 Worst Quarter: 2011-09-30 -0.0092 -0.043 -0.0044 -0.0418 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. -0.0092 Small-Cap Momentum Fund Annual % Return as of 12/31 0.0099 Investment Objective: Investment Objective: 300 Fees and Expenses of the Fund: Fees and Expenses of the Fund: 0.0105 0.0083 0.0094 -0.055 0 Investment Objective: 0 0.0092 0.0084 -0.4557 0.0105 192 Portfolio Turnover: Investment Objective: Fees and Expenses of the Fund: 268 Portfolio Turnover: Portfolio Turnover: Investment Objective: Small-Cap Value Fund Year by Year % Returns as of 12/31 of Each Year The Fund invests in a broad and diverse group of small-cap stocks that the Adviser determines to be value stocks. Value stocks are those the Adviser determines are priced cheaply relative to some financial measures of worth, such as the ratio of price to book, price to earnings, price to sales, or price to cash flow. The Adviser uses a market capitalization approach to weight the securities in the Funds portfolio. This means that a securitys weight in the Funds portfolio at the time of purchase is roughly proportional to its market capitalization relative to the other securities in the portfolio. Under normal circumstances, the Fund invests 80% of its net assets (plus borrowings for investment purposes) in equity or equity-related securities (common stocks) of small-cap companies at the time of purchase. For purposes of the Funds investments, the Adviser considers small-cap stocks to be those of companies that have a market capitalization generally in the lowest 15% of total market capitalization or smaller than the 1000th largest U.S. company, whichever results in the higher market capitalization break. As of September 30, 2012, the stocks in this group had a market capitalization of less than $4.4 billion. This dollar amount will change with market conditions. The Fund primarily invests in small-cap stocks that are listed on the New York Stock Exchange, the NYSE MKT and NASDAQ. The Adviser will not necessarily sell a stock if it migrates to a different category after purchase. As a result, due to such migration or other market movements, the Fund may have less than 80% of its assets in small-cap stocks at any point in time. Use of the term omni in the name refers to the fact that the Fund intends to invest in a broad and diverse group of small-cap value stocks that approximately reflect the risk and return of all small-cap value stocks as a whole. Although the Fund seeks investments across a number of sectors, from time to time, based on economic conditions and portfolio positioning to reflect a profile of a universe of stocks, the Fund may have significant positions in particular sectors. The Fund may invest up to 15% of its total assets in foreign securities. For purposes of the Funds investments, foreign securities means those securities issued by companies: (i) that are domiciled in a country other than the United States; and (ii) that derive 50% or more of their total revenue from activities outside of the United States. The Fund invests in a diversified portfolio of large stocks that are listed on the New York Stock Exchange, NYSE MKT, and NASDAQ. Under normal circumstances, the Fund invests at least 80% of its net assets (plus borrowings for investment purposes) in stocks from among those in the large-cap growth category at the time of purchase. The Adviser selects stocks within the large-cap growth category for the Fund using a statistically driven approach. Growth stocks are those the Adviser believes have above average prospects for economic growth. Although the Fund seeks investments across a number of sectors, from time to time, based on portfolio positioning to reflect its benchmark, the Fund may have significant positions in particular sectors. While the Fund is actively managed for long-term total return on capital, the Adviser seeks to minimize capital gains distributions as part of a tax management strategy. The successful application of this method is intended to result in a more tax-efficient fund than would otherwise be the case. Fees and Expenses of the Fund: The value of the Funds shares will fluctuate as a result of the movement of the overall stock-market or of the value of the individual securities held by the Fund, and shareholders could lose money. Investing in small-cap stocks may involve greater volatility and risk than investing in large- or mid-cap stocks. Value investing carries the risk that the market will not recognize a securitys intrinsic value for a long time or that a stock judged to be undervalued by various value measures may actually be appropriately priced. In addition, value stocks as a group may be out of favor at times and underperform the overall equity market for long periods while the market concentrates on other types of stocks, such as growth stocks. Investments in foreign securities can be more volatile than investments in U.S. securities. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. Shareholders of the Fund are exposed to significant stock market risk (volatility) and could lose money. Growth stocks may be more volatile than other stocks because they are generally more sensitive to investor perceptions and market movements. In addition, growth stocks as a group may be out of favor at times and underperform the overall equity market for long periods while the market concentrates on other types of stocks, such as value stocks. In addition, large-cap stocks have tended to recover more slowly than small-cap stocks from a market downturn. Consequently, the Fund may expose shareholders to higher inflation risk (the risk that the Fund value will not keep up with inflation) than some other stock market segments. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. If the Fund experiences extensive redemptions, the Adviser might need to sell some stocks, which could create capital gains. There can be no guarantee that the Fund may not someday distribute substantial capital gains, although the Adviser strongly intends to avoid them. Shareholders of the Fund are exposed to significant stock market risk (volatility) and could lose money. The value of the Funds shares will fluctuate as a result of the movement of the overall stock-market or of the value of the individual securities held by the Fund, and shareholders could lose money. 0 0 Fees and Expenses of the Fund: 0.0144 0 The Fund invests in a diversified portfolio of small-cap stocks that are listed on the New York Stock Exchange, NYSE MKT, and NASDAQ. Under normal circumstances, the Fund invests at least 80% of its net assets (plus borrowings for investment purposes) in stocks from among those in the small-cap value category at the time of purchase. The Adviser selects stocks within the small-cap value category for the Fund using a statistically driven approach. Value stocks are those the Adviser believes are priced cheaply relative to some financial measures of worth, such as the ratio of price to earnings, price to sales, or price to cash flow. Although the Fund seeks investments across a number of sectors, from time to time, based on portfolio positioning to reflect its benchmark, the Fund may have significant positions in particular sectors. While the Fund is actively managed for long-term total return on capital, the Adviser seeks to minimize capital gains distributions as part of a tax management strategy. The successful application of this method is intended to result in a more tax-efficient fund than would otherwise be the case. -0.4542 -0.0071 0.0108 Shareholders of the Fund are exposed to above average stock market risk (volatility) and could lose money. Investing in small-cap stocks may involve greater volatility and risk than investing in large- or mid-cap stocks. Value investing carries the risk that the market will not recognize a securitys intrinsic value for a long time or that a stock judged to be undervalued may actually be appropriately priced. In addition, value stocks as a group may be out of favor at times and underperform the overall equity market for long periods while the market concentrates on other types of stocks, such as growth stocks. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. If too many small companies in the Fund outgrow the Funds small-cap mandate or if the Fund experiences extensive redemptions, the Adviser might need to sell some stocks, which could create capital gains. There can be no guarantee that the Fund may not someday distribute substantial capital gains, although the Adviser strongly intends to avoid them. Investment Objective: 2009-06-30 0.1396 Worst Quarter: 2008-12-31 Fees and Expenses of the Fund: 303 -0.0071 -0.0082 -0.0032 0.0264 Portfolio Turnover: Portfolio Turnover: 300 0.2836 2009-06-30 Worst Quarter: 2008-12-31 Portfolio Turnover: The Fund seeks to achieve its objective by approximating the total return of the Bridgeway Ultra-Large 35 Index (the Index), a proprietary Index composed by the Adviser, while minimizing the distribution of capital gains and minimizing costs. Under normal circumstances, the Fund invests at least 80% of its net assets (plus borrowings for investment purposes) in blue chip company stocks included within the Index. As of September 30, 2012, more than 99% of the Funds net assets were invested this way. The Fund invests in the stocks that comprise the Index and seeks to approximately match the Index composition and weighting. The long-term objective of this roughly equally weighted Index is to hold 35 blue-chip companies, excluding any tobacco companies and ensuring reasonable industry diversification. Although the Fund seeks investments across a number of sectors, from time to time, based on portfolio positioning to reflect its benchmark, the Fund may have significant positions in particular sectors. This roughly equally weighted index contrasts with most other market-cap weighted indexes, which give more weight to the stocks that have appreciated the most in price. Therefore, the Index is a more value-oriented index structure. Similar to other index funds, the actual return of this Fund will likely underperform the Index over the long term by an amount similar to the Funds expenses and transaction costs. The Fund may purchase stock market index futures in order to hedge cash. To achieve the objective of providing a high current return with less short-term risk than the stock market, the Fund uses multiple techniques: purchasing or selling stocks, options, futures, and fixed-income securities. Together, these strategies are designed to provide the Fund with more stable returns over a wide range of fixed-income and equity market environments. Up to 75% of the Funds total assets may be invested in common stocks and options on any size companies on which options are traded on a national securities exchange. At all times, at least 25% of the Funds total assets will be invested in equities. The Fund may invest up to 15% of its total assets in foreign securities. For purposes of the Funds investments, foreign securities means those securities issued by companies: (i) that are domiciled in a country other than the U.S.; and (ii) that derive 50% or more of their total revenue from activities outside of the U.S. The Adviser selects stocks for the Fund using a statistically driven approach that spans various investment styles including both growth and value. The Adviser may also select stocks and options according to a more passive strategy, including investing in stock market index futures and options. The Fund may also purchase or sell any financial (but not commodity) futures, puts, or calls within the scope of its investment objective and strategy. Specifically, the Fund may short stock index futures to hedge a similar basket of stocks and sell covered call or put options to reduce the risk of stock ownership. These instruments can be used to hedge cash, manage market risk, dampen volatility in line with its investment objective, arbitrage the difference between stocks and futures and create synthetic option positions. With respect to fixed income investments, the Adviser normally invests at least 25% of the Funds total assets in fixed-income securities: U.S. government obligations, mortgage and asset-backed securities, corporate bonds, collateralized mortgage obligations, and/or other fixed-income instruments. In addition, the Funds strategy with respect to credit rating may vary over time. The Adviser anticipates that fixed-income investments will largely be limited to U.S. government securities and high quality corporate debt. Principal Investment Strategies: The Fund invests in a diversified portfolio of small-cap stocks that are listed on the New York Stock Exchange, NYSE MKT and NASDAQ. Under normal circumstances, the Fund invests at least 80% of its net assets (plus borrowings for investment purposes) in stocks from among those in the small-cap growth category at the time of purchase. The Adviser selects stocks within the small-cap growth category for the Fund using a statistically driven approach. Growth stocks are those the Adviser believes have above average prospects for economic growth. Although the Fund seeks investments across a number of sectors, from time to time, based on portfolio positioning to reflect its benchmark, the Fund may have significant positions in particular sectors. While the Fund is actively managed for long-term return on capital, the Adviser seeks to minimize capital gains distributions as part of a tax management strategy. The successful application of this method is intended to result in a more tax-efficient fund than would otherwise be the case. Shareholders of this Fund are exposed to significant stock market related risk (volatility) and could lose money. While large companies tend to exhibit less price volatility than small companies, historically they have not recovered as fast from a market decline. Consequently, this Fund may expose shareholders to higher inflation risk (the risk that the Fund value will not keep up with inflation) than some other stock market investments. The Fund is also subject to the risk that blue chip company stocks will underperform other kinds of investments for a period of time. This risk is true of any market segment. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. There is risk that the Funds total return may be lower than the total return of the Index that the Fund seeks to approximate. The Funds use of futures to manage risk or hedge market volatility may not always be successful hedges, their prices can be highly volatile, they may not always successfully manage risk and they could lower the Funds total return. 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. Shareholders of the Fund are exposed to significant stock market risk (volatility) and could lose money. Investing in small-cap stocks may involve greater volatility and risk than investing in large- or mid-cap stocks. Growth stocks may be more volatile than other stocks because they are generally more sensitive to investor perceptions and market movements. In addition, growth stocks as a group may be out of favor at times and underperform the overall equity market for long periods while the market concentrates on other types of stocks, such as value stocks. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. If too many small companies in the Fund outgrow the Funds small-cap mandate or if the Fund experiences extensive redemptions, the Adviser might need to sell some stocks, which could create capital gains. There can be no guarantee that the Fund may not someday distribute substantial capital gains, although the Adviser strongly intends to avoid them. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. The Funds stock holdings are subject to market risk. The protective qualities inherent in option writing are partial. In addition, the Adviser may not always write options on the full number of shares of stock it owns, thus exposing the Fund to the full market risk of these shares. Therefore, shareholders of this Fund are exposed to risk and could lose money. The Fund invests in companies of any size for which exchange-traded options are available. Small companies are more vulnerable to financial and other risks than large companies. The Funds fixed-income holdings are subject to three types of risk: interest rate risk, credit risk and prepayment risk. The Funds use of futures to manage risk or hedge market volatility may not always be successful hedges, their prices can be highly volatile, they may not always successfully manage risk and they could lower the Funds total return. The Funds investments in stock index futures are subject to the risk that the returns of the basket of stocks to which they are hedged are reduced by losses on the futures in a rising market. A covered call position will result in a loss on its expiration date if the underlying stock price has fallen since the purchase by an amount greater than the price for which the option was sold. Thus, the Funds option strategies may not fully protect it against declines in the value of its stocks. In addition, the option writing strategy limits the upside profit potential normally associated with stocks. In addition, the Funds investments in covered call and put options are subject to the risk that they may not provide sufficient protection to compensate for a decline in the underlying stock. Investments in foreign securities can be more volatile than investments in U.S. securities. The Fund could experience a loss in the stock, option, and fixed-income portions of its holdings at the same time. Shareholders of the Fund are exposed to above average stock market risk (volatility) and could lose money. Therefore, shareholders of this Fund are exposed to risk and could lose money. -0.4348 -0.0063 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. -0.0063 -0.0063 -0.0041 -0.0291 Shareholders of the Fund are exposed to significant stock market risk (volatility) and could lose money. 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. 0 0.0029 48 0.0317 0.0283 0.0248 0.0211 0.0271 -0.0351 0.0229 0.0215 0.0292 -0.1938 2011-12-31 0.1995 Worst Quarter: 2011-09-30 0.0194 -0.1802 -0.333 0.0317 2011-12-31 0.0898 Worst Quarter: 2008-12-31 Shareholders of this Fund are exposed to significant stock market related risk (volatility) and could lose money. 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. 0.0194 0.0185 0.0138 0.0211 0.0174 0.0377 0.0322 0.0301 0.0292 0.033 2003-06-30 0.1607 Worst Quarter: 2008-12-31 Investment Objective: Fees and Expenses of the Fund: 0 0.009 192 Portfolio Turnover: Principal Investment Strategies: The Fund invests in a broad and diverse group of small-cap stocks that the Adviser determines to be value stocks. Value stocks are those the Adviser determines are priced cheaply relative to some financial measures of worth, such as the ratio of price to book, price to earnings, price to sales, or price to cash flow. The Adviser uses a market capitalization approach to weight the securities in the Funds portfolio. This means that a securitys weight in the Funds portfolio at the time of purchase is roughly proportional to its market capitalization relative to the other securities in the portfolio. Under normal circumstances, the Fund invests 80% of its net assets (plus borrowings for investment purposes) in equity or equity-related securities (common stocks) of small-cap companies at the time of purchase. For purposes of the Funds investments, the Adviser considers small-cap stocks to be those of companies that have a market capitalization generally in the lowest 15% of total market capitalization or smaller than the 1000th largest U.S. company, whichever results in the higher market capitalization break. As of September 30, 2012, the stocks in this group had a market capitalization of less than $4.4 billion. This dollar amount will change with market conditions. The Fund primarily invests in small-cap stocks that are listed on the New York Stock Exchange, the NYSE MKT and NASDAQ. The Advisers tax management strategies seek to minimize the distribution of capital gains, within the constraints of the investment objective and small company focus, by offsetting capital gains with capital losses, minimizing short-term capital gains, and reducing the receipt of dividends when possible. The Adviser will not necessarily sell a stock if it migrates to a different category after purchase. As a result, due to such migration or other market movements, the Fund may have less than 80% of its assets in small-cap stocks at any point in time. Use of the term omni in the name refers to the fact that the Fund intends to invest in a broad and diverse group of small-cap value stocks that approximately reflect the risk and return of all small-cap value stocks as a whole. Although the Fund seeks investments across a number of sectors, from time to time, based on economic conditions and portfolio positioning to reflect a profile of a universe of stocks, the Fund may have significant positions in particular sectors. The Fund may invest up to 15% of its total assets in foreign securities. For purposes of the Funds investments, foreign securities means those securities issued by companies: (i) that are domiciled in a country other than the United States; and (ii) that derive 50% or more of their total revenue from activities outside of the United States. The value of the Funds shares will fluctuate as a result of the movement of the overall stock-market or of the value of the individual securities held by the Fund, and shareholders could lose money. Investing in small-cap stocks may involve greater volatility and risk than investing in large- or mid-cap stocks. Value investing carries the risk that the market will not recognize a securitys intrinsic value for a long time or that a stock judged to be undervalued by various value measures may actually be appropriately priced. In addition, value stocks as a group may be out of favor at times and underperform the overall equity market for long periods while the market concentrates on other types of stocks, such as growth stocks. Tax management strategies carry the risk of altering investment decisions and affecting portfolio holdings and may result in lower returns, as compared to funds that are not tax managed. Investments in foreign securities can be more volatile than investments in U.S. securities. Companies with similar characteristics may be grouped together in broad categories called sectors. A certain sector may underperform other sectors or the market as a whole. As the Adviser allocates more of the Funds portfolio holdings to a particular sector, the Funds performance will be more susceptible to any economic, business or other developments which generally affect that sector. -0.0541 -0.0548 -0.0342 -0.055 -0.0541 2011-12-31 0.1578 Worst Quarter: 2011-09-30 The value of the Funds shares will fluctuate as a result of the movement of the overall stock-market or of the value of the individual securities held by the Fund, and shareholders could lose money. 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. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. 2012-10-31 2012-10-31 false The Aggressive Investors 1 Fund (the Fund) seeks to exceed the stock market total return (primarily through capital appreciation) at a level of total risk roughly equal to that of the stock market over longer periods of time (three year intervals or more). 0 0 0.009 0 0.0043 1601 Principal Risks: Performance: The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. In addition, the Funds performance is compared to the Russell 2000® Index, an unmanaged, market value weighted index that measures the performance of the 2,000 companies that are between the 1,000th and 3,000th largest in the market with dividends reinvested. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. -0.0629 -0.07 -0.0507 -0.0025 0.0015 1.25 Past performance (before and after taxes) does not guarantee future results. Best Quarter: -0.328 Return from 1/1/12 through 9/30/12 0.1221 0.1493 0.0711 0.258 0.2398 0.1782 The Ultra-Small Company Fund (the Fund) seeks to provide a long-term total return on capital, primarily through capital appreciation. 0 0 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedAggressiveInvestors1Fund column period compact * ~</div> 0.009 0 0.0003 0.0032 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedAggressiveInvestors1Fund column period compact * ~</div> 1511 Principal Risks: Performance: The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. -0.0387 -0.044 -0.0326 -0.0086 0.93 Past performance (before and after taxes) does not guarantee future results. Best Quarter: -0.2719 Return from 1/1/12 through 9/30/12 0.2333 0.0299 0.2155 -0.0277 0.4893 0.2355 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedUltra-SmallCompanyFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedUltra-SmallCompanyFund column period compact * ~</div> Principal Risks: Performance: Best Quarter: -0.2794 The Small-Cap Momentum Fund (the Fund) seeks to provide long-term total return on capital, primarily through capital appreciation. 0 0.005 0 0.0012 0.0033 0.0087 0 -0.02 0.0055 0 0.0003 0.0518 0.0093 1073 0.31 The Ultra-Small Company Market Fund (the Fund) seeks to provide a long-term total return on capital, primarily through capital appreciation. The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. Past performance (before and after taxes) does not guarantee future results. -0.0367 -0.0437 -0.0322 -0.0086 1143 Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. 0.2012 0.0408 0.1148 -0.054 0.2595 0.2486 Return from 1/1/12 through 9/30/12 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedUltra-SmallCompanyMarketFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedUltra-SmallCompanyMarketFund column period compact * ~</div> Principal Risks: Performance: The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for the period compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. -0.02 Past performance (before and after taxes) does not guarantee future results. Return from 1/1/12 through 9/30/12 Best Quarter: -0.2268 0.1084 0.0837 0.0789 0.0878 2.3 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedSmall-CapMomentumFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedSmall-CapMomentumFund column period compact * ~</div> 0.0055 0 0.0044 0.0094 The Large-Cap Growth Fund (the Fund) seeks to provide long-term total return on capital, primarily through capital appreciation. 1155 The Omni Small-Cap Value Fund (the Fund) seeks to provide long-term total return on capital, primarily through capital appreciation. -0.0274 -0.0283 -0.0232 -0.0187 0.0427 0.042 0.0369 0.0549 0 0 0 0 0.0041 0 0.0051 0.0084 0.005 0 The Small-Cap Growth Fund (the Fund) seeks to provide long-term total return on capital, primarily through capital appreciation. 0.0034 0.006 0.1892 0.1277 0.0693 0.2698 0.1655 750 0.1733 1037 Principal Risks: Performance: 0.55 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedSmall-CapValueFund column period compact * ~</div> Principal Risks: The Managed Volatility Fund (the Fund) seeks to provide a high current return with short-term risk less than or equal to 40% of the stock market. Principal Risks: Performance: Performance information is not provided because the Fund has not had a full calendar year of operations. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedSmall-CapValueFund column period compact * ~</div> 0.08 Performance: The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. 0 Performance information is not provided because the Fund has not had a full calendar year of operations. 0 0 0 Past performance (before and after taxes) does not guarantee future results. 0.006 0 0.0083 0.0095 0 0 0.0933 0.0499 0.1901 0.3666 0.1334 0.0048 0 0.006 0.0094 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedOmniSmall-CapValueFund column period compact * ~</div> Return from 1/1/12 through 9/30/12 The Blue Chip 35 Index Fund (the Fund) seeks to provide a long-term total return on capital, primarily through capital appreciation, but also some income. Best Quarter: -0.2649 1166 -0.0002 -0.0011 -0.0003 0.025 0.0293 0.0286 0.0251 0.046 0.41 Best Quarter: 1155 -0.2858 Principal Risks: 0.49 Principal Risks: Principal Risks: Return from 1/1/12 through 9/30/12 was 17.85% Performance: Performance: The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. Small-Cap Growth Fund Year by Year % Returns as of 12/31 of Each Year The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. Blue Chip 35 Index Fund Year by Year % Returns as of 12/31 of Each Year 0.1159 0.1824 0.0531 0.0687 0.1504 0.1177 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedLarge-CapGrowthFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedLarge-CapGrowthFund column period compact * ~</div> Past performance (before and after taxes) does not guarantee future results. -0.0505 -0.0507 -0.0422 0.0209 0.0119 0.0118 0.0101 0.0553 0.63 0.0677 Large-Cap Growth Fund Year by Year % Returns as of 12/31 of Each Year Past performance (before and after taxes) does not guarantee future results. 0 0 Managed Volatility Fund Year by Year % Returns as of 12/31 of Each Year 0.0008 Performance: 0 The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for various periods compare with those of a broad measure of market performance. In addition, the Funds performance is compared to the Bloomberg/EFFAS U.S. Government 1-3 Year Total Return Bond Index, a transparent benchmark for the total return of the one- to three-year U.S. Government bond market. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgeway.com or by calling 800-661-3550. 0.0021 0.0015 192 0.0044 Return from 1/1/12 through 9/30/12 0.001 0.0031 -0.0025 0.0761 Best Quarter: 0.0696 0.0665 0.0658 0.1239 0.0541 -0.2649 0.0479 0.0005 0.1542 0.0607 0.2661 0.106 Return from 1/1/12 through 9/30/12 Best Quarter: 0.33 -0.0919 The Small-Cap Value Fund (the Fund) seeks to provide long-term total return on capital, primarily through capital appreciation. Past performance (before and after taxes) does not guarantee future results. Past performance (before and after taxes) does not guarantee future results. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedSmall-CapGrowthFund column period compact * ~</div> 0.0074 0.0017 0.004 -0.0025 0.0377 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedSmall-CapGrowthFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedBlueChip35IndexFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedBlueChip35IndexFund column period compact * ~</div> Best Quarter: -0.1901 Return from 1/1/12 through 9/30/12 <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedManagedVolatilityFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedManagedVolatilityFund column period compact * ~</div> 0.0001 The Omni Tax-Managed Small-Cap Value Fund (the Fund) seeks to provide long-term total return on capital, primarily through capital appreciation. 0 0 0.005 0 0.004 0.006 750 Principal Risks: Performance: The bar chart and table below provide an indication of the risk of investing in the Fund. The bar chart shows how the Funds performance has varied on a calendar year basis. The table shows how the Funds average annual returns for the period compare with those of a broad measure of market performance. This information is based on past performance. Past performance (before and after taxes) does not guarantee future results. Updated performance information is available on the Funds website at www.bridgewayomni.com or by calling 800-661-3550. Omni Tax-Managed Small-Cap Value Fund Annual % Return as of 12/31 Return from 1/1/12 through 9/30/12 Best Quarter: -0.235 Past performance (before and after taxes) does not guarantee future results. <div style="display:none">~ http://www.bridgeway.com/role/ScheduleExpenseExampleTransposedOmniTax-ManagedSmall-CapValueFund column period compact * ~</div> <div style="display:none">~ http://www.bridgeway.com/role/ScheduleAverageAnnualTotalReturnsTransposedOmniTax-ManagedSmall-CapValueFund column period compact * ~</div> 0.26 The management fee for the Fund has been restated to reflect only the base management fee payable under the Fund's performance-based management fee structure. The total actual management fee for the fiscal year ended June 30, 2012 was -0.47% (see page 63 for more details). The actual total management fee for the prior fiscal year was negative due to the negative performance adjustment of the investment management fee under the Fund's performance-based management fee structure. As a result of the restatement, the management fee shown in the table above will be higher than that included in the expense ratio shown in the Financial Highlights table for the Fund. After-tax returns are calculated using the highest historical individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown. Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. Acquired Fund Fees and Expenses are expenses incurred by the Fund through its ownership of shares in other investment companies, including business development companies. Total Annual Fund Operating Expenses do not correlate to the expense ratio in the Financial Highlights, which reflects operating expenses of the Fund and does not include Acquired Fund Fees and 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 an investor's tax situation and may differ from those shown. Return After Taxes on Distributions and Sale of Fund Shares may be higher than other returns for the same period due to a tax benefit of realizing a capital loss upon the sale of Fund shares. After-tax returns shown are not relevant to investors who hold their Fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement plans. Bridgeway Capital Management, Inc. (the "Adviser"), the investment adviser to the Fund, pursuant to its Management Agreement with Bridgeway Funds, Inc. ("Bridgeway Funds"), is contractually obligated to waive fees and/or pay Fund expenses, if necessary, to ensure that net expenses do not exceed 0.75%. Acquired Fund Fees and Expenses are not included in the 0.75% expense limitation. Any material change to this Fund policy would require a vote by shareholders. Total Annual Fund Operating Expenses (After Fee Waiver/Expense Reimbursement) do not correlate to the expense ratio in the Financial Highlights, which reflects operating expenses of the Fund and does not include Acquired Fund Fees and Expenses. Bridgeway Capital Management, Inc. (the "Adviser"), the investment adviser to the Fund, pursuant to its Management Agreement with Bridgeway Funds, Inc. ("Bridgeway Funds"), is contractually obligated to waive fees and/or pay Fund expenses, if necessary, to ensure that net expenses do not exceed 0.90%. Acquired Fund Fees and Expenses are not included in the 0.90% expense limitation. The expense limitation cannot be changed or eliminated without shareholder approval. The Fund is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, provided, however, that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement. Bridgeway Capital Management, Inc. (the "Adviser"), the investment adviser to the Fund, pursuant to its Management Agreement with Bridgeway Funds, Inc. ("Bridgeway Funds"), is contractually obligated to waive fees and/or pay Fund expenses, if necessary, to ensure that net expenses do not exceed 0.60%. The expense limitation cannot be changed or eliminated without shareholder approval. The Fund is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, provided, however, that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement. Bridgeway Capital Management, Inc. (the "Adviser"), the investment adviser to the Fund, pursuant to its Management Agreement with Bridgeway Funds, Inc. ("Bridgeway Funds"), is contractually obligated to waive fees and/or pay Fund expenses, if necessary, to ensure that net expenses do not exceed 0.84%. Any material change to this Fund policy would require a vote by shareholders. Bridgeway Capital Management, Inc. (the "Adviser"), the investment adviser to the Fund, pursuant to its Management Agreement with Bridgeway Funds, Inc. ("Bridgeway Funds"), is contractually obligated to waive fees and/or pay Fund expenses, if necessary, to ensure that net expenses do not exceed 0.94%. Acquired Fund Fees and Expenses are not included in the 0.94% expense limitation. Any material change to this Fund policy would require a vote by shareholders. Bridgeway Capital Management, Inc. (the "Adviser"), the investment adviser to the Fund, pursuant to its Management Agreement with Bridgeway Funds, Inc. ("Bridgeway Funds"), is contractually obligated to waive fees and/or pay Fund expenses, if necessary, to ensure that net expenses do not exceed 0.94%. Any material change to this Fund policy would require a vote by shareholders. Bridgeway Capital Management, Inc. (the "Adviser"), the investment adviser to the Fund, pursuant to its Management Agreement with Bridgeway Funds, Inc. ("Bridgeway Funds"), is contractually obligated to waive fees and/or pay Fund expenses, if necessary, to ensure that net expenses do not exceed 0.15%. Any material change to this Fund policy would require a vote by shareholders. 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