485BPOS 1 dfadimensionsgroup485b.htm

As filed with the U.S. Securities and Exchange Commission on July 6, 2007
File No. 2-73948
File No. 811-3258

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. __ [ ]
Post-Effective Amendment No. 91 [X]

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 92

(Check appropriate box or boxes.)

DFA INVESTMENT DIMENSIONS GROUP INC.
(Exact Name of Registrant as Specified in Charter)

1299 Ocean Avenue, Santa Monica CA 90401
(Address of Principal Executive Office) (Zip Code)

Registrant's Telephone Number, including Area Code (310) 395-8005

Catherine L. Newell, Esquire, Vice President and Secretary
DFA Investment Dimensions Group Inc.,
1299 Ocean Avenue, Santa Monica, California 90401
(Name and Address of Agent for Service)

Please send copies of all communications to:

Mark A. Sheehan, Esquire
Stradley, Ronon, Stevens & Young, LLP
2600 One Commerce Square
Philadelphia, PA 19103
(215) 564-8027

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

__ immediately upon filing pursuant to paragraph (b)
X on July 8, 2007 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 designates a new effective date for a
previously filed post-effective amendment.

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Title of Securities Being Registered:

U.S. Social Core Equity 2 Portfolio
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This Post-Effective Amendment No. 91/92 to Registration File Nos.
2-73948/811-3258 includes the following:

1. FACING PAGE

2. CONTENTS PAGE

3. PART A -- Prospectus relating to the Registrant's U.S. Social Core Equity 2
Portfolio series of shares

4. PART A -- Statement of Additional Information relating to the Registrant's
U.S. Social Core Equity 2 series of shares

5. PART C -- Other Information

6. SIGNATURES

P R O S P E C T U S

July 8, 2007

Please carefully read the important information it contains before investing.

DFA INVESTMENT DIMENSIONS GROUP INC.

DFA Investment Dimensions Group Inc. is an investment company that offers a
variety of investment portfolios. The Portfolio described in this Prospectus: o
Has its own investment objective and policies, and is the equivalent of a
separate mutual fund. o Is generally available only to institutional investors
and clients of registered investment advisors. o Does not charge a sales
commission or "load." o Is designed for long-term investors.

U.S. SOCIAL CORE EQUITY 2 PORTFOLIO

The Securities and Exchange Commission has not approved or disapproved these
securities or passed upon the adequacy of this Prospectus. Any representation to
the contrary is a criminal offense.

TABLE OF CONTENTS

RISK/RETURN SUMMARY...........................................................1
ABOUT THE PORTFOLIO..................................................1
MANAGEMENT...........................................................1
EQUITY INVESTMENT APPROACH...........................................1
INVESTMENT OBJECTIVE, STRATEGIES, AND RISKS OF ......................1
THE U.S. SOCIAL CORE EQUITY 2 PORTFOLIO
PRINCIPAL RISKS......................................................2
OTHER RISKS..........................................................2
OTHER INFORMATION....................................................2
RISK AND RETURN BAR CHART AND TABLE..................................2
FEES AND EXPENSES.............................................................3
ANNUAL FUND OPERATING EXPENSES................................................3
EXAMPLE.......................................................................3
HIGHLIGHTS....................................................................4
MANAGEMENT SERVICES..................................................4
PURCHASE, VALUATION, AND REDEMPTION OF SHARES........................4
INVESTMENT OBJECTIVE AND POLICIES.............................................4
APPLYING THE PORTFOLIO'S SOCIAL CRITERIA.............................5
PORTFOLIO TRANSACTIONS........................................................6
SECURITIES LOANS..............................................................6
MANAGEMENT OF THE PORTFOLIO...................................................7
DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES..............................8
DIVIDENDS AND DISTRIBUTIONS..........................................8
TAXES................................................................9
PURCHASE OF SHARES............................................................10
CASH PURCHASES.......................................................10
IN-KIND PURCHASES....................................................10
POLICY REGARDING EXCESSIVE OR SHORT-TERM TRADING..............................11
VALUATION OF SHARES...........................................................13
NET ASSET VALUE......................................................13
PUBLIC OFFERING PRICE................................................14
EXCHANGE OF SHARES............................................................14
REDEMPTION OF SHARES..........................................................15
REDEMPTION PROCEDURE.................................................15
REDEMPTION OF SMALL ACCOUNTS.........................................16
IN-KIND REDEMPTIONS..................................................16
DISCLOSURE OF PORTFOLIO HOLDINGS..............................................16
DELIVERY OF SHAREHOLDER DOCUMENTS.............................................17
SERVICE PROVIDERS.............................................................18

RISK/RETURN SUMMARY

About the Portfolio

The Portfolio:

o Is generally offered to institutional investors and clients of
registered investment advisors.

o Does not charge sales commissions or "loads."

o Is designed for long-term investors.

Management

Dimensional Fund Advisors LP (the "Advisor") is the investment manager for the
Portfolio.

Equity Investment Approach

The Advisor believes that equity investing should involve a long-term view and a
focus on asset class (e.g., U.S. securities) selection, not stock picking. It
places priority on controlling expenses, portfolio turnover, and trading costs.
Many other investment managers concentrate on reacting to price movements and
choosing individual securities.

Portfolio construction: Generally, the Advisor structures the Portfolio by:

l. Selecting a starting universe of securities (for example, all publicly
traded U.S. common stocks).

2. Excluding the securities of certain companies after analyzing various
factors (for example, size or liquidity).

3. Excluding the securities of other companies based upon the Portfolio's
social criteria.

4. Purchasing securities so the Portfolio is generally diversified within
its targeted asset class.

See "INVESTMENT OBJECTIVE AND POLICIES--Applying the Portfolio's Social
Criteria" for a description of the social criteria utilized by the Portfolio.

Investment Objective, Strategies, and Risks of the U.S. Social Core Equity 2
Portfolio

o Investment Objective: Long-term capital appreciation.

o Investment Strategy: Purchase a broad portfolio of securities of U.S.
operating companies with an increased exposure to small capitalization
and value companies, while excluding securities of companies based
upon the Portfolio's social issue screens.

o Principal Risks: Market Risk, Small Company Risk, and Social
Investment Risk.

Principal Risks

Market Risk: Even a long-term investment approach cannot guarantee a profit.
Economic, political, and issuer-specific events will cause the value of
securities, and the Portfolio that owns them, to rise or fall. Because the value
of your investment in the Portfolio will fluctuate, there is the risk that you
may lose money.

Small Company Risk: Securities of small companies are often less liquid than
those of large companies. As a result, small company stocks may fluctuate
relatively more in price.

Social Investment Risk: The Portfolio's social issue screens may limit the
number of investment opportunities available to the Portfolio, and as a result,
at times the Portfolio may produce more modest gains than funds that are not
subject to such special investment conditions. For example, the Portfolio may
decline to purchase certain securities when it is otherwise advantageous to do
so, or the Portfolio may sell certain securities for social reasons when it is
otherwise disadvantageous to do so.

Other Risks

Derivatives: Derivatives are securities, such as futures contracts, whose value
is derived from that of other securities or indices. The Portfolio may use
derivatives, such as futures contracts and options on futures contracts, to gain
market exposure on the Portfolio's uninvested cash pending investment in
securities or to maintain liquidity to pay redemptions. Gains or losses from
derivative investments may be substantially greater than the derivatives'
original cost.

Securities Lending: The Portfolio may lend its portfolio securities to generate
additional income. Securities lending involves the risk that the borrower may
fail to return the securities in a timely manner or at all. As a result, the
Portfolio may lose money and there may be a delay in recovering the loaned
securities. The Portfolio also could lose money if it does not recover the
securities and/or the value of the collateral falls, including the value of
investments made with cash collateral. Securities lending may have certain
potential adverse tax consequences. See "SECURITIES LOANS" for further
information on securities lending.

Other Information

Commodity Pool Operator Exemption: The Portfolio is operated by a person that
has claimed an exclusion from the definition of the term "commodity pool
operator" under the Commodity Exchange Act ("CEA"), and, therefore, such person
is not subject to registration or regulation as a pool operator under the CEA.

Risk and Return Bar Chart and Table

Performance information is not available for the Portfolio because it is new.

FEES AND EXPENSES

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

Shareholder Fees (fees paid directly from your investment): None

ANNUAL FUND OPERATING EXPENSES
(expenses that are deducted from Portfolio assets)

Management Fee.............................................................0.25%
Other Expenses............................................................0.20%*
Acquired Fund Fees & Expenses................................................N/A

Total Annual Operating Expenses............................................0.45%
Fee Waiver.................................................................0.00%

Net Expenses.............................................................0.45%**

* "Other Expenses" are annualized expenses based on anticipated fees and
expenses payable by the Portfolio through the fiscal year ending
November 30, 2007.

** Pursuant to a Fee Waiver Agreement for the Portfolio, the Advisor has
agreed to waive all or a portion of its management fee to the extent
necessary to reduce the Portfolio's ordinary operating expenses (not
including expenses incurred through its investment in other investment
companies) ("Portfolio Expenses") up to the amount of its total
management fee when the Portfolio Expenses exceed 0.60% of the
Portfolio's average net assets on an annualized basis. At any time
that the annualized Portfolio Expenses are less than 0.60% of its
average net assets on an annualized basis, the Advisor retains the
right to seek reimbursement for any fees previously waived to the
extent that such reimbursement will not cause the Portfolio's
annualized expenses to exceed 0.60% of its average net assets. The
Portfolio is not obligated to reimburse the Advisor for fees
previously waived by the Advisor more than thirty-six months before
the date of such reimbursement. The Fee Waiver Agreement will remain
in effect for an initial period until April 1, 2008, and then shall
continue in effect from year to year thereafter, for one-year periods,
unless terminated by DFA Investment Dimensions Group Inc. (the "Fund")
or the Advisor.

EXAMPLE

This Example is meant to help you compare the cost of investing in the
Portfolio with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Portfolio 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 Portfolio's operating expenses remain the same. Although your
actual costs may be higher or lower, based on these assumptions, your costs
would be as follows:

l Year 3 Years
U.S. Social Core Equity 2 Portfolio .............. $46 $144

Because the Portfolio is new, the Example is based on the anticipated
expenses for the Portfolio for the current fiscal year, and does not extend over
five- and ten-year periods.

HIGHLIGHTS

Management Services

The Advisor serves as investment advisor to the Portfolio. See "MANAGEMENT
OF THE PORTFOLIO."

Purchase, Valuation, and Redemption of Shares

The shares of the Portfolio are sold at net asset value. The redemption
price of the shares of the Portfolio is also equal to the net asset value of its
shares. The value of the Portfolio's shares will fluctuate in relation to its
own investment experience. See "PURCHASE OF SHARES," "VALUATION OF SHARES," and
"REDEMPTION OF SHARES."

INVESTMENT OBJECTIVE AND POLICIES

Investment Objective and Policies

The investment objective of the Portfolio is to achieve long-term capital
appreciation. The Portfolio seeks to achieve its investment objective by
purchasing a broad and diverse group of common stocks of U.S. companies with an
increased exposure to small capitalization and value companies relative to the
U.S. Universe, while excluding securities of companies based upon the
Portfolio's social issue screens. The Advisor defines the "U.S. Universe" as a
market capitalization weighted portfolio of U.S. operating companies listed on
the New York Stock Exchange ("NYSE"), American Stock Exchange ("Amex") and
Nasdaq National Market ("Nasdaq"). The increased exposure to small and value
companies may be achieved by decreasing the allocation of the Portfolio's assets
to the largest U.S. growth companies relative to their weight in the U.S.
Universe, which would result in a greater weight allocation to small
capitalization and value companies. An equity issuer is considered a growth
company primarily because it has a low, non-negative book value in relation to
its market capitalization. An equity issuer is considered a value company
primarily because it has a high book value in relation to its market
capitalization. In assessing growth and value, the Advisor may consider
additional factors, such as price-to-cash-flow or price-to-earnings ratios, as
well as economic conditions and developments in the issuer's industry.

The percentage allocation of the assets of the Portfolio to securities of
the largest U.S. growth companies, as defined above, will generally be reduced
from between 5% and 35% of their percentage weight in the U.S. Universe. For
example, as of December 31, 2006, securities of the largest U.S. growth
companies comprised 26% of the U.S. Universe, and if the Portfolio had been in
operation, the Advisor would have allocated 7% of the Portfolio to securities of
the largest U.S. growth companies. The percentage by which the Portfolio's
allocation to securities of the largest U.S. growth companies is reduced will
fluctuate with market movements. Additionally, the range by which the
Portfolio's percentage allocation to the securities of the largest U.S. growth
companies is reduced as compared to the U.S. Universe will change from time to
time.

As a non-fundamental policy, under normal circumstances, the Portfolio will
invest at least 80% of its net assets in equity securities of U.S. companies. If
the Portfolio changes this investment policy, the Portfolio will notify
shareholders at least 60 days before the change, and will change the name of the
Portfolio.

The Portfolio also may invest in exchange-traded funds ("ETFs") and
similarly structured pooled investments for the purpose of gaining exposure to
the U.S. stock market while maintaining liquidity. The Portfolio also may use
derivatives, such as futures contracts and options on futures contracts, to gain
market exposure on uninvested cash pending investment in securities or to
maintain liquidity to pay redemptions. The Portfolio may enter into futures
contracts and options on futures contracts for U.S. equity securities and
indices. In addition to money market instruments and short-term investments, the
Portfolio may invest in affiliated and unaffiliated registered and unregistered
money market funds to manage the Portfolio's cash pending investment in other
securities or to maintain liquidity for the payment of redemptions or other
purposes. Investments in money market funds may involve a duplication of certain
fees and expenses. The above-referenced investments are not subject to, though
they may incorporate, the Portfolio's Social Criteria.

Applying the Portfolio's Social Criteria

The Portfolio seeks to purchase securities that are consistent with the
Portfolio's social issue screens. The Fund has engaged an independent third
party (the "Social Screen Vendor") to monitor the Portfolio's social issue
screens. As of the date of this Prospectus, KLD Research & Analytics, Inc. has
been engaged to be the Social Screen Vendor. The Portfolio seeks to exclude from
its investment portfolio those companies that are identified by the Portfolio's
social issue screens, as further discussed below. The Portfolio's social issue
screens are designed to identify:

o companies that earn at least 20% of their total business revenue
through the production and/or sale of military weapons and/or weapons
of mass destruction;

o companies that are engaged in certain for profit business activities
in or with the Republic of the Sudan;

o companies that earn at least 15% of their total business revenue
through the production and/or sale of tobacco or alcohol products;

o companies that earn at least 20% of their total business revenue from
gambling activities;

o companies that directly participate in abortions;

o companies that manufacture pharmaceuticals, abortive agents or
contraceptives;

o companies that earn at least 15% of their total business revenue from
publishing or selling pornographic materials;

o companies that are for-profit health care providers; and

o companies whose operations have had major recent controversies
relating to child labor infractions in the U.S. or abroad.

The Portfolio may modify this list of social issue screens, at any time, without
prior shareholder approval or notice.

The Portfolio's social issue screens are designed to meet the social
investing needs of shareholders; the exclusion, purchase, or sale of specific
securities in the Portfolio should not be construed as reflecting a judgment by
the Advisor or the Board of Directors of the Fund relating to any social issue.

The Portfolio and the Advisor do not determine which stocks to exclude
pursuant to the Portfolio's social issue screens. Instead, the Portfolio and the
Advisor rely on the social investment research provided by the Social Screen
Vendor. The Social Screen Vendor is generally in the business of providing
social investment research on publicly traded companies. Through its research,
the Social Screen Vendor shall determine if and when a company's activities are
significant enough to warrant exclusion under the Portfolio's social issue
screens. The Social Screen Vendor may periodically modify its social criteria
screening process.

The Portfolio will endeavor not to buy any stock that fails the Portfolio's
social issue screens as indicated in the research provided by the Social Screen
Vendor. Because of this approach, the Portfolio may not invest in certain types
of companies, industries, and segments of the U.S. market. The Advisor will
endeavor to ensure that the Portfolio's investments are consistent with the
social issue screens, but there can be no guarantee that every investment will
do so. Even if an investment is not excluded by the social issue screens, the
Advisor has the option of excluding the investment if it is determined to be
unsuitable.

At times, the Portfolio may hold stocks that do not meet the Portfolio's
social criteria, because for instance the stocks ceased meeting the social
criteria after the Portfolio bought them or the Portfolio obtained the stocks
despite the Portfolio's social criteria due to inadvertent error, corporate
action or otherwise. The Advisor will seek to sell these stocks in an orderly
manner. Although the Advisor will seek to minimize any adverse effect of holding
or selling these stocks on the value of the Portfolio's investments, to the
extent that costs or losses are realized no remuneration will be due the
Portfolio. Ordinarily, the Portfolio will sell the stocks within 90 days of
determining that the stocks do not meet the social criteria. However, the
Portfolio will sell the stocks after a longer period if the Advisor believes
that doing so will avoid a loss to the overall value of the Portfolio's
investments.

PORTFOLIO TRANSACTIONS

Securities will not be purchased or sold based on the prospects for the
economy, the securities markets, or the individual issuers whose shares are
eligible for purchase. Securities that have depreciated in value since their
acquisition will not be sold solely because prospects for the issuer are not
considered attractive or due to an expected or realized decline in securities
prices in general. Securities will not be sold to realize short-term profits,
but when circumstances warrant, they may be sold without regard to the length of
time held. Securities, including those eligible for purchase, may be disposed
of, however, at any time when, in the Advisor's judgment, circumstances warrant
their sale, including, but not limited to, tender offers, mergers, and similar
transactions, or bids made for block purchases at opportune prices. Generally,
securities will be purchased with the expectation that they will be held for
longer than one year and will be held until such time as they are no longer an
appropriate holding in light of the investment policies of the Portfolio.

SECURITIES LOANS

The Portfolio is authorized to lend securities to qualified brokers,
dealers, banks, and other financial institutions for the purpose of earning
additional income. While the Portfolio may earn additional income from lending
securities, such activity is incidental to the investment objective of the
Portfolio. The value of securities loaned may not exceed 33 1/3% of the value of
the Portfolio's total assets, which includes the value of collateral received.
To the extent the Portfolio loans a portion of its securities, the Portfolio
will receive collateral consisting generally of cash or U.S. government
securities, which will be maintained by marking to market daily in an amount
equal to at least (i) 100% of the current market value of the loaned securities,
with respect to securities of the U.S. government or its agencies, (ii) 102% of
the current market value of the loaned securities, with respect to U.S.
securities, and (iii) 105% of the current market value of the loaned securities,
with respect to foreign securities. Subject to its stated investment policies,
the Portfolio may invest the collateral received for the loaned securities in
securities of the U.S. government or its agencies, repurchase agreements
collateralized by securities of the U.S. government or its agencies, and
registered and unregistered money market funds. For purposes of this paragraph,
agencies include both agency debentures and agency mortgage-backed securities.
In addition, the Portfolio will be able to terminate the loan at any time and
will receive reasonable interest on the loan, as well as amounts equal to any
dividends, interest, or other distributions on the loaned securities. However,
dividend income received from loaned securities may not be eligible to be taxed
at qualified dividend income rates. See the Portfolio's Statement of Additional
Information (the "SAI") for a further discussion of the tax consequences related
to securities lending. The Portfolio will be entitled to recall a loaned
security to vote proxies or otherwise obtain rights to vote proxies of loaned
securities if the Portfolio knows that a material event will occur. In the event
of the bankruptcy of the borrower, the Fund could experience delay in recovering
the loaned securities or only recover cash or a security of equivalent value.
See "OTHER RISKS--SECURITIES LENDING" for a discussion of the risks related to
securities lending.

MANAGEMENT OF THE PORTFOLIO

The Advisor serves as investment advisor to the Portfolio. As such, the
Advisor is responsible for the management of the Portfolio's assets. The
Portfolio is managed using a team approach. The investment team includes the
Investment Committee of the Advisor, portfolio managers, and other trading
personnel.

The Investment Committee is composed primarily of certain officers and
directors of the Advisor who are appointed annually. As of the date of this
Prospectus, the Investment Committee has seven members. Investment strategies
for the Portfolio are set by the Investment Committee, which meets on a regular
basis and also as needed to consider investment issues. The Investment Committee
also sets and reviews all investment related policies and procedures and
approves any changes in regards to approved countries, security types, and
brokers.

In accordance with the team approach used to manage the Portfolio, the
portfolio managers and portfolio traders implement the policies and procedures
established by the Investment Committee. The portfolio managers and portfolio
traders also make daily investment decisions regarding the Portfolio, including
running buy and sell programs, based on the parameters established by the
Investment Committee. Robert T. Deere, the portfolio manager for the Portfolio,
coordinates the efforts of all other portfolio managers with respect to the
day-to-day management of the Portfolio and other domestic equity portfolios
managed by the Advisor.

Mr. Deere is a Senior Portfolio Manager and Vice President of the Advisor
and a member of the Investment Committee. Mr. Deere received his MBA from the
University of California at Los Angeles in 1991. He also holds a BS and BA from
the University of California at San Diego. Mr. Deere joined the Advisor in 1991
and has been responsible for the domestic equity portfolios since 1994. The
Portfolio's SAI provides information about Mr. Deere's compensation, other
accounts managed by Mr. Deere, and Mr. Deere's ownership of Portfolio shares.

The Advisor provides the Portfolio with a trading department and selects
brokers and dealers to effect securities transactions. Securities transactions
are placed with a view to obtaining best price and execution. The Advisor's
address is 1299 Ocean Avenue, Santa Monica, CA 90401.

The Fund bears all of its own costs and expenses, including: services of
its independent registered public accounting firm, legal counsel, Social Screen
Vendor, brokerage fees, commissions, and transfer taxes in connection with the
acquisition and disposition of portfolio securities, taxes, insurance premiums,
costs incidental to meetings of its shareholders and directors, the cost of
filing its registration statements under the federal securities laws and the
cost of any filings required under state securities laws, reports to
shareholders, and transfer and dividend disbursing agency, administrative
services, and custodian fees. Expenses allocable to a particular portfolio of
the Fund are so allocated. The expenses of the Fund that are not allocable to a
particular portfolio are borne by each portfolio on the basis of its relative
net assets or equally.

The Advisor has been engaged in the business of providing investment
management services since May 1981. The Advisor is currently organized as a
Delaware limited partnership and is controlled and operated by its general
partner, Dimensional Holdings Inc., a Delaware corporation. Prior to November 3,
2006, the Advisor was named Dimensional Fund Advisors Inc. and was organized as
a Delaware corporation. As of the date of this Prospectus, assets under
management total approximately $150 billion.

A discussion regarding the basis for the Board of Directors' approving the
investment management agreement with respect to the Portfolio will be available
in future annual or semi-annual reports to shareholders of the Portfolio.

DIVIDENDS, CAPITAL GAINS DISTRIBUTIONS AND TAXES

Dividends and Distributions

The Portfolio intends to qualify each year as a regulated investment
company under Subchapter M of the Internal Revenue Code (the "Code"). As such,
the Portfolio generally pays no federal income tax on the income and gains it
distributes to shareholders. Dividends from net investment income of the
Portfolio are distributed quarterly (on a calendar basis) and any net realized
capital gains (after any reductions for capital loss carry-forwards) are
distributed at least annually after November 30. The Portfolio also may make an
additional dividend distribution from net investment income in November of each
year.

Shareholders of the Portfolio will automatically receive all income
dividends and capital gains distributions in additional shares of the Portfolio
at net asset value (as of the business date following the dividend record date),
unless, upon written notice to the Advisor and completion of account
information, the shareholder selects one of the options listed below:

Income Option - to receive income dividends in cash and capital gains
distributions in additional shares at net asset value.

Capital Gains Option - to receive capital gains distributions in cash and
income dividends in additional shares at net asset value.

Cash Option - to receive both income dividends and capital gains
distributions in cash.

Every January, each shareholder will receive a statement that shows the tax
status of dividends and distributions received the previous year. Distributions
declared in December but paid in January are taxable as if they were paid in
December.

If a taxable shareholder invests in the Portfolio shortly before the record
date of a taxable distribution, the distribution will lower the value of the
Portfolio's shares by the amount of the distribution and, in effect, the
shareholder will receive some of his investment back in the form of a taxable
distribution.

Taxes

In general, if a shareholder is a taxable investor, Portfolio distributions
are taxable to the shareholder at either ordinary income or capital gains tax
rates. This is true whether the shareholder reinvests distributions in
additional Portfolio shares or receives them in cash. A distribution of an
amount in excess of the Portfolio's taxable income and capital gains realized
during a taxable year is treated as a non-taxable return of capital that reduces
a shareholder's tax basis in Portfolio shares.

For federal income tax purposes, Portfolio distributions of short-term
capital gains are taxable to you as ordinary income. Portfolio distributions of
long-term capital gains are taxable to you as long-term capital gains no matter
how long you have owned your shares. A portion of income dividends designated by
a Portfolio may be qualified dividend income eligible for taxation by individual
shareholders at long-term capital gains rates provided certain holding period
requirements are met.

The sale of shares of the Portfolio is a taxable event and may result in a
capital gain or loss to shareholders who are subject to tax. Capital gains or
loss may be realized from an ordinary redemption of shares or an exchange of
shares between two Portfolios. Any loss incurred on sale or exchange of the
Portfolio's shares, held for six months or less, will be treated as a long-term
capital loss to the extent of capital gain dividends received with respect to
such shares.

By law, the Portfolio is required to withhold 28% of taxable dividends,
capital gains distributions, and redemption proceeds paid to shareholders who do
not provide their proper taxpayer identification number and certain required
certifications. Shareholders may avoid this withholding requirement by providing
and certifying on the account registration form their correct Taxpayer
Identification Number and by certifying that they are not subject to backup
withholding and are U.S. persons (including U.S. resident aliens). The Portfolio
must also withhold if the IRS instructs it to do so.

Non-U.S. investors are subject to U.S. withholding tax at a 30% or lower
treaty rate on dividends paid by the Portfolio, subject to limited exemptions
for dividends designated as capital gain dividends, short-term capital gain
dividends, interest-related dividends, and exempt-interest dividends. The
exemptions from withholding for short-term capital gain dividends and
interest-related dividends sunset and will no longer apply to dividends paid
with respect to taxable years of the Portfolio beginning after December 31, 2007
unless such exemptions are extended or made permanent. Notwithstanding such
exemptions, non-U.S. investors are subject to backup withholding at a rate of
28% on dividends, capital gains distributions, and redemption proceeds paid to
shareholders who fails to properly certify they are not U.S. persons. Non-U.S.
investors also may be subject to U.S. estate tax.

In addition to federal taxes, shareholders may be subject to state and
local taxes on distributions from a portfolio and on gains arising on redemption
or exchange of the Portfolio's shares. Distributions of interest income and
capital gains realized from certain types of U.S. government securities may be
exempt from state personal income taxes.

This discussion of "Dividends, Capital Gains Distributions and Taxes" is
not intended or written to be used as tax advice. Prospective investors should
consult the SAI. Because everyone's tax situation is unique, you should also
consult your tax professional about federal, state, local or foreign tax
consequences before making an investment in the Portfolio.

PURCHASE OF SHARES

Cash Purchases

Investors may purchase shares of the Portfolio by first contacting the
Advisor at (310) 395-8005 to notify the Advisor of the proposed investment. The
Portfolio generally is available for investment only by institutional clients,
clients of registered investment advisors, clients of financial institutions,
and a limited number of certain other investors as approved from time to time by
the Advisor ("Eligible Investors"). Eligible Investors include employees, former
employees, shareholders and directors of the Advisor and the Fund, and friends
and family members of such persons. All investments are subject to approval of
the Advisor, and all investors must complete and submit the necessary account
registration forms in good order. The Fund reserves the right to reject any
initial or additional investment and to suspend the offering of shares of the
Portfolio.

"Good order" with respect to the purchases of shares means that (1) a fully
completed and properly signed Account Registration Form and any additional
supporting legal documentation required by the Advisor have been received in
legible form, and (2) the Advisor has been notified of the purchase by telephone
and, if the Advisor so requests, also in writing, no later than the close of
regular trading on the NYSE (normally 1:00 p.m. PT) on the day of the purchase.
If an order to purchase shares must be cancelled due to nonpayment, the
purchaser will be responsible for any loss incurred by the Fund arising out of
such cancellation. To recover any such loss, the Fund reserves the right to
redeem shares owned by any purchaser whose order is cancelled, and such
purchaser may be prohibited or restricted in the manner of placing further
orders.

Investors having an account with a bank that is a member or a correspondent
of a member of the Federal Reserve System may purchase shares by first calling
the Advisor at (310) 395-8005 to notify the Advisor of the proposed investment,
then requesting the bank to transmit immediately available funds (federal funds)
by wire to PNC Bank, N.A. for the account of DFA Investment Dimensions Group
Inc. (U.S. Social Core Equity 2 Portfolio). Additional investments also may be
made through the wire procedure by first notifying the Advisor. Investors who
wish to purchase shares of the Portfolio by check should send their check to DFA
Investment Dimensions Group Inc., c/o PFPC Inc., P.O. Box 8916, Wilmington,
Delaware 19899-8916.

Payment of the total amount due should be made in U.S. dollars. However,
subject to approval by the Advisor, payment may be made in any freely
convertible currency and the necessary foreign exchange transactions will be
arranged on behalf of, and at the expense of, the applicant. Applicants settling
in any currency other than U.S. dollars are advised that a delay in processing a
purchase or redemption may occur to allow for currency conversion.

Shares also may be purchased and sold by individuals through securities
firms that may charge a service fee or commission for such transactions. No such
fee or commission is charged on shares that are purchased or redeemed directly
from the Fund. Investors who are clients of investment advisory organizations
may also be subject to investment advisory fees under their own arrangements
with such organizations.

In-Kind Purchases

If accepted by the Fund, shares of the Portfolio may be purchased in
exchange for securities that are eligible for acquisition by the Portfolio or
otherwise represented in its portfolio as described in this Prospectus.
Securities accepted by the Fund for exchange and Portfolio shares to be issued
in the exchange will be valued as set forth under "VALUATION OF SHARES" at the
time of the next determination of net asset value after such acceptance. All
dividends, interests, subscription, or other rights pertaining to such
securities shall become the property of the Portfolio and must be delivered to
the Fund by the investor upon receipt from the issuer.

The Fund will not accept securities in exchange for shares of the Portfolio
unless: (1) such securities are, at the time of the exchange, eligible to be
included, or otherwise represented, in the Portfolio and current market
quotations are readily available for such securities; (2) the investor
represents and agrees that all securities offered to be exchanged are not
subject to any restrictions upon their sale by the Portfolio under the
Securities Act of 1933 or under the laws of the country in which the principal
market for such securities exists, or otherwise; and (3) at the discretion of
the Fund, the value of any such security (except U.S. government securities)
being exchanged, together with other securities of the same issuer owned by the
Portfolio, may not exceed 5% of the net assets of the Portfolio immediately
after the transaction. The Fund will accept such securities for investment and
not for resale.

A gain or loss for federal income tax purposes will generally be realized
by investors who are subject to federal taxation upon the exchange depending
upon the cost of the securities or local currency exchanged. Investors
interested in such exchanges should contact the Advisor. Purchases of shares
will be made in full and fractional shares calculated to three decimal places.
In the interest of economy and convenience, certificates for shares will not be
issued.

POLICY REGARDING EXCESSIVE OR SHORT-TERM TRADING

The Portfolio is designed for long-term investors and is not intended for
investors that engage in excessive short-term trading activity that may be
harmful to the Portfolio, including but not limited to market timing. Short-term
or excessive trading into and out of the Portfolio can disrupt portfolio
management strategies, harm performance, and increase Portfolio expenses for all
shareholders, including long-term shareholders who do not generate these costs.

The Board of Directors of the Fund (the "Board") has adopted a policy (the
"Trading Policy") and the Advisor and DFA Securities Inc. (collectively,
"Dimensional") and their agents have implemented the following procedures, which
are designed to discourage and prevent market timing or excessive short-term
trading in the Portfolio: (i) trade activity monitoring and purchase blocking
procedures, and (ii) use of fair value pricing.

The Fund, Dimensional and their agents monitor trades and flows of money in
and out of the Portfolio from time to time in an effort to detect excessive
short-term trading activities, and for consistent enforcement of the Trading
Policy. The Fund reserves the right to take the actions necessary to stop
excessive or disruptive trading activities, including refusing or canceling
purchase or exchange orders for any reason, without prior notice, particularly
purchase or exchange orders that the Fund believes are made on behalf of market
timers. The Fund, Dimensional and their agents reserve the right to restrict,
refuse or cancel any purchase or exchange request made by an investor
indefinitely if the Fund or Dimensional believes that any combination of trading
activity in the accounts is potentially disruptive to the Portfolio. In making
such judgments, the Fund and Dimensional seek to act in a manner that is
consistent with the interests of shareholders. For purposes of applying these
procedures, Dimensional may consider an investor's trading history in the
Portfolio, and accounts under common ownership, influence or control.

In addition to the Fund's general ability to restrict potentially
disruptive trading activity as described above, the Fund also has adopted
purchase blocking procedures. Under the Fund's purchase blocking procedures,
where an investor has engaged in any two purchases and two redemptions
(including redemptions that are part of an exchange transaction) in the
Portfolio in any rolling 30 calendar day monitoring period (i.e., two "round
trips"), the Fund and Dimensional intend to block the investor from making any
additional purchases in the Portfolio for 90 calendar days (a "purchase block").
If implemented, a purchase block will begin at some point after the transaction
that caused the investor to have engaged in the prohibited two round-trips is
detected by the Fund, Dimensional, or their agents. The Fund and Dimensional are
permitted to implement a longer purchase block, or permanently bar future
purchases by an investor, if they determine that it is appropriate.

Under the Fund's purchase blocking procedures, the following purchases and
redemptions will not trigger a purchase block: (i) purchases and redemptions of
shares having a value in each transaction of less than $5,000; (ii) purchases
and redemptions by U.S. registered investment companies that operate as funds of
funds pursuant to Section 12(d)(1)(G) of the 1940 Act or an SEC exemptive order,
and non-U.S. investment companies that operate as funds of funds (subject to
monitoring by Dimensional); (iii) purchases and redemptions by a feeder
portfolio of a master fund's shares; (iv) systematic or automated transactions
where the shareholder, financial advisor or investment fiduciary does not
exercise direct control over the investment decision; (v) retirement plan
contributions, loans, loan repayments and distributions (including hardship
withdrawals) identified as such in the retirement plan recordkeeper's system;
(vi) purchase transactions involving transfers of assets, rollovers, Roth IRA
conversions and IRA recharacterizations; (vii) purchases of shares with
Portfolio dividends or capital gain distributions; (viii) transfers and
reregistrations of shares within the Portfolio; and (ix) transactions by 529
Plans. Notwithstanding the Fund's purchase blocking procedures, all transactions
in Portfolio shares are subject to the right of the Fund and Dimensional to
restrict potentially disruptive trading activity (including purchases and
redemptions described above that will not be subject to the purchase blocking
procedures).

Commencing in October 2007, the Fund, Dimensional or their designees will
have the ability, pursuant to Rule 22c-2 under the 1940 Act, to request
information from financial intermediaries, such as 401(k) plan administrators,
trust companies and broker-dealers (together, "Intermediaries"), concerning
trades placed in omnibus and other multi-investor accounts (together, "Omnibus
Accounts"), in order to attempt to monitor trades that are placed by the
underlying shareholders of these Omnibus Accounts. The Fund, Dimensional and
their designees will use the information obtained from the Intermediaries to
monitor trading in the Fund and to attempt to identify shareholders in Omnibus
Accounts engaged in trading that is inconsistent with the Trading Policy or
otherwise not in the best interests of the Fund. The Fund, Dimensional or their
designees, when they detect trading patterns in shares of the Portfolio (or
other portfolios of the Fund) that may constitute short-term or excessive
trading, will provide written instructions to the Intermediary to restrict or
prohibit further purchases or exchanges of shares of the Portfolio (and other
portfolios of the Fund) by a shareholder that has been identified as having
engaged in excessive or short-term transactions in the Portfolio's shares
(directly or indirectly through the Intermediary's account) that violate the
Trading Policy.

The ability of the Fund and Dimensional to impose these limitations,
including the purchase blocking procedures, on investors investing through
Intermediaries is dependent on the receipt of information necessary to identify
transactions by the underlying investors and the Intermediary's cooperation in
implementing the Trading Policy. Investors seeking to engage in excessive
short-term trading practices may deploy a variety of strategies to avoid
detection, and despite the efforts of the Fund and Dimensional to prevent
excessive short-term trading, there is no assurance that the Fund, Dimensional
or their agents will be able to identify those shareholders or curtail their
trading practices. The ability of the Fund, Dimensional and their agents to
detect and limit excessive short-term trading also may be restricted by
operational systems and technological limitations.

The purchase blocking procedures of the Trading Policy may not apply to
redemptions by shareholders whose shares are held on the books of Intermediaries
if the Intermediaries have not adopted procedures to implement this Policy. The
Fund and Dimensional will work with Intermediaries to develop such policies to
institute the purchase blocking procedures or other procedures that the Fund and
Dimensional determine are reasonably designed to achieve the objective of this
Trading Policy. At the time the Intermediaries adopt these procedures,
shareholders whose accounts are on the books of such Intermediaries will be
subject to the Trading Policy's purchase blocking procedures or another frequent
trading policy that achieves the objective of the purchase blocking procedures.
Investors that invest in the Portfolio through an Intermediary should contact
the Intermediary for information concerning the policies and procedures that
apply to the investor.

As of the date of this Prospectus, the ability of the Fund and Dimensional
to apply the purchase blocking procedures on purchases by all investors and the
ability of the Fund and Dimensional to monitor trades through Omnibus Accounts
maintained by Intermediaries is severely limited due to systems limitations of
both the Fund's service providers and the Intermediaries. The Fund expects that
the application of the Trading Policy as described above, including the purchase
blocking procedures (subject to the limitations described above), will be able
to be implemented on or after compliance with Rule 22c-2 under the 1940 Act is
required of Intermediaries.

In addition, the purchase blocking procedures will not apply to a
redemption transaction in which the Portfolio distributes portfolio securities
to a shareholder in-kind, where the redemption will not disrupt the efficient
portfolio management of the Portfolio and the redemption is consistent with the
interests of the remaining shareholders of the Portfolio.

In addition to monitoring trade activity, the Board has adopted fair value
pricing procedures that govern the pricing of the securities of the Portfolio.
These procedures are designed to help ensure that the prices at which Portfolio
shares are purchased and redeemed are fair, and do not result in dilution of
shareholder interests or other harm to shareholders. See the discussion under
"VALUATION OF SHARES--Net Asset Value" for additional details regarding fair
value pricing of the Portfolio's securities.

Although the procedures are designed to discourage excessive short-term
trading, none of the procedures individually nor all of the procedures taken
together can completely eliminate the possibility that excessive short-term
trading activity in the Portfolio may occur.

VALUATION OF SHARES

Net Asset Value

The net asset value per share of the Portfolio is calculated after the
close of the NYSE (normally, 1:00 p.m. PT) by dividing the total value of the
Portfolio's investments and other assets, less any liabilities, by the total
outstanding shares of the stock of the Portfolio. The Portfolio generally
calculates its net asset value per share and accepts purchase and redemption
orders on days that the NYSE is open for trading. Note: The time at which
transactions and shares are priced may be changed in case of an emergency or if
the NYSE closes at a time other than 1:00 p.m. PT.

The value of shares of the Portfolio will fluctuate in relation to its
investment experience. Securities held by the Portfolio will be valued in
accordance with applicable laws and procedures adopted by the Board, and
generally, as described below.

Securities held by the Portfolio (including over-the-counter securities)
are valued at the last quoted sale price of the day. Securities held by the
Portfolio that are listed on Nasdaq are valued at the Nasdaq Official Closing
Price ("NOCP"). If there is no last reported sales price or NOCP of the day, the
Portfolio values the securities at the mean between the most recent quoted bid
and asked prices. Price information on listed securities is taken from the
exchange where the security is primarily traded. Generally, securities issued by
open-end investment companies are valued using their respective net asset values
or public offering prices, as appropriate, for purchase orders placed at the
close of the NYSE.

The value of the securities and other assets of the Portfolio for which no
market quotations are readily available (including restricted securities), or
for which market quotations have become unreliable, are determined in good faith
at fair value in accordance with procedures adopted by the Board of the Fund.
Fair value pricing may also be used if events that have a significant effect on
the value of an investment (as determined in the discretion of the Investment
Committee of the Advisor) occur before the net asset value is calculated. When
fair value pricing is used, the prices of securities used by the Portfolio may
differ from the quoted or published prices for the same securities on their
primary markets or exchanges.

Valuing securities at fair value involves greater reliance on judgment than
valuing securities that have readily available market quotations. There can be
no assurance that the Portfolio could obtain the fair value assigned to a
security if it were to sell the security at approximately the time at which the
Portfolio determines its net asset value per share. As a result, the sale or
redemption by the Portfolio of its shares at net asset value, at a time when a
holding or holdings are valued at fair value, may have the effect of diluting or
increasing the economic interest of existing shareholders.

Futures contracts are valued using the settlement price established each
day on the exchange on which they are traded. The value of such futures
contracts held by the Portfolio is determined each day as of such close.

Public Offering Price

Provided that the transfer agent has received the investor's Account
Registration Form in good order and the custodian has received the investor's
payment, shares of the Portfolio will be priced at the public offering price,
which is the net asset value of the shares next determined after receipt of the
investor's funds by the custodian. The transfer agent or the Fund may appoint,
from time to time, sub-transfer agents or various financial intermediaries
("Intermediaries") for the receipt of purchase orders, redemption orders, and
funds from certain investors. Intermediaries, in turn, are authorized to
designate other financial intermediaries ("Sub-designees") to receive purchase
and redemption orders for the Portfolio's shares from investors. With respect to
such investors, the shares of the Portfolio will be priced at the public
offering price calculated after receipt of the purchase order by the
Intermediary or Sub-designee, as applicable, that is authorized to receive
purchase orders. If the investor buys shares through an Intermediary or
Sub-designee, the purchase price will be the public offering price next
calculated after the Intermediary or Sub-designee, as applicable, receives the
order, rather than on the day the custodian receives the investor's payment
(provided that the Intermediary or Sub-designee, as applicable, has received the
investor's purchase order in good order, and the investor has complied with the
Intermediary's or Sub-designee's payment procedures). No reimbursement fee or
sales charge is imposed on purchases.

EXCHANGE OF SHARES

Investors may exchange shares of the Portfolio for shares of another
portfolio by first contacting the Advisor at (310) 395-8005 to notify the
Advisor of the proposed exchange and then completing a letter of instruction and
mailing it to: DFA Investment Dimensions Group Inc. as follows:

Attn: Client Operations
1299 Ocean Avenue
Santa Monica, CA 90401

The minimum amount for an exchange is $100,000. Contact the Advisor for
information regarding the portfolios available for exchanges. There is no fee
imposed on an exchange. However, the Fund reserves the right to impose an
administrative fee in order to cover the costs incurred in processing an
exchange. Any such fee will be disclosed in the Prospectus. An exchange is
treated as a redemption and a purchase. Therefore, an investor could realize a
taxable gain or loss on the transaction. The Fund reserves the right to revise
or terminate the exchange privilege, limit the amount of or reject any exchange,
or waive the minimum amount requirement as deemed necessary, at any time.

Investors in the Portfolio also may exchange all or part of their Portfolio
shares into certain portfolios of Dimensional Investment Group Inc., subject to
the minimum purchase requirement set forth in the applicable portfolio's
prospectus. Investors may contact the Advisor at the above-listed phone number
for more information on such exchanges and to request a copy of the prospectuses
of portfolios of Dimensional Investment Group Inc.

The exchange privilege is not intended to afford shareholders a way to
speculate on short-term movements in the markets. Accordingly, in order to
prevent excessive use of the exchange privilege that may potentially disrupt the
management of the Portfolio or otherwise adversely affect the Fund, any proposed
exchange is subject to the approval of the Advisor. Such approval will depend
on: (i) the size of the proposed exchange; (ii) the prior number of exchanges by
that shareholder; (iii) the nature of the underlying securities and the cash
position of the portfolios involved in the proposed exchange; (iv) the
transaction costs involved in processing the exchange; and (v) the total number
of redemptions by exchange already made out of the Portfolio. Excessive use of
the exchange privilege is defined as any pattern of exchanges among portfolios
by an investor that evidences market timing.

The redemption and purchase prices of shares redeemed and purchased by
exchange, respectively, are the net asset values next determined after the
Advisor has received a letter of instruction in good order. "Good order" means a
completed letter of instruction specifying the dollar amount to be exchanged,
signed by all registered owners of the shares; and if the Fund does not have on
file the authorized signatures for the account, proof of authority and a
guarantee of the signature of each registered owner by an "eligible guarantor
institution." Such institutions generally include national or state banks,
savings associations, savings and loan associations, trust companies, savings
banks, credit unions, and members of a recognized stock exchange. Exchanges will
be accepted only if stock certificates have not been issued and the shares of
the Portfolio being acquired are registered in the investor's state of
residence.

REDEMPTION OF SHARES

Redemption Procedure

Investors who desire to redeem shares of the Portfolio must first contact
the Advisor at (310) 395-8005. The Portfolio will redeem shares at the net asset
value of such shares next determined, either: (1) where stock certificates have
not been issued, after receipt of a written request for redemption in good
order, by the transfer agent (or by an Intermediary or a Sub-designee, if
applicable), or (2) if stock certificates have been issued, after receipt of the
stock certificates in good order at the office of the transfer agent. "Good
order" means that the request to redeem shares must include all necessary
documentation, to be received in writing by the Advisor no later than the close
of regular trading on the NYSE (normally 1:00 p.m. PT), including but not
limited to: the stock certificate(s), if issued; a letter of instruction or a
stock assignment specifying the number of shares or dollar amount to be
redeemed, signed by all registered owners (or authorized representatives
thereof) of the shares; and if the Fund does not have on file the authorized
signatures for the account, proof of authority and a guarantee of the signature
of each registered owner by an eligible guarantor institution; and any other
required supporting legal documents. A signature guarantee may be obtained from
a domestic bank or trust company, broker, dealer, clearing agency or savings
association who are participants in a medallion program recognized by the
Securities Transfer Association. The three recognized medallion programs are
Securities Transfer Agents Medallion Program (STAMP), Stock Exchanges Medallion
Program (SEMP), and New York Stock Exchange, Inc. Medallion Signature Program
(MSP). Signature guarantees that are not a part of these programs will not be
accepted.

Shareholders redeeming shares for which certificates have not been issued,
who have authorized redemption payment by wire in writing, may request that
redemption proceeds be paid in federal funds wired to the bank they have
designated in writing. The Fund reserves the right to send redemption proceeds
by check in its discretion; a shareholder may request overnight delivery of such
check at the shareholder's own expense. If the proceeds are wired to the
shareholder's account at a bank that is not a member of the Federal Reserve
System, there could be a delay in crediting the funds to the shareholder's bank
account. The Fund reserves the right at any time to suspend or terminate the
redemption by wire procedure after prior notification to shareholders. No fee is
charged for redemptions. The redemption of all shares in an account will result
in the account being closed. A new Account Registration Form will be required
for future investments. See "PURCHASE OF SHARES." In the interests of economy
and convenience, certificates for shares are not issued.

Although the redemption payments will ordinarily be made within seven days
after receipt, payment to investors redeeming shares that were purchased by
check will not be made until the Fund can verify that the payments for the
purchase have been, or will be, collected, which may take up to ten days or
more. Investors may avoid this delay by submitting a certified check along with
the purchase order.

Redemption of Small Accounts

With respect to the Portfolio, the Fund reserves the right to redeem a
shareholder's account if the value of the shares in the Portfolio is $500 or
less because of redemptions by the shareholder. Before the Fund involuntarily
redeems shares from such an account and sends the proceeds to the shareholder,
the Fund will give written notice of the redemption to the shareholder at least
sixty days before the redemption date. The shareholder will then have sixty days
from the date of the notice to make an additional investment in order to bring
the value of the shares in the account for the Portfolio to more than $500 and
avoid such involuntary redemption. The redemption price to be paid to a
shareholder for shares redeemed by the Fund under this right will be the
aggregate net asset value of the shares in the account at the close of business
on the redemption date.

In-Kind Redemptions

When in the best interests of the Portfolio, it may make a redemption
payment, in whole or in part, by a distribution of portfolio securities in lieu
of cash. Such distributions will be made in accordance with the federal
securities laws and regulations governing mutual funds. Investors may incur
brokerage charges and other transaction costs selling securities that were
received in payment of redemptions.

DISCLOSURE OF PORTFOLIO HOLDINGS

The Portfolio generally will disclose up to its 25 largest portfolio
holdings (other than cash and cash equivalents) and the percentages that each of
these largest portfolio holdings represent of the total assets of the Portfolio,
as of the most recent month-end, online at the Advisor's public website,
http://www.dfaus.com, within 20 days after the end of each month. The Portfolio
also generally will disclose its complete portfolio holdings (other than cash
and cash equivalents), as of month-end, online at the Advisor's public website,
three months following the month-end. Please consult the SAI for a description
of the other policies and procedures that govern disclosure of the portfolio
holdings by the Portfolio.

DELIVERY OF SHAREHOLDER DOCUMENTS

To eliminate duplicate mailings and reduce expenses, the Portfolio may
deliver a single copy of certain shareholder documents, such as this Prospectus
and annual and semi-annual reports, to related shareholders at the same address,
even if accounts are registered in different names. This practice is known as
"householding." The Portfolio will not household personal information documents,
such as account statements. If you do not want the mailings of these documents
to be combined with those of other members of your household, please call us
collect at (310) 395-8005. We will begin sending individual copies of the
shareholder documents to you within 30 days of receiving your request.

SERVICE PROVIDERS

--------------------------------------------------------------------------------------------------------------------
Investment Advisor Accounting Services, Dividend Disbursing, and Transfer
Agent
DIMENSIONAL FUND ADVISORS LP
1299 Ocean Avenue PFPC INC.
Santa Monica, CA 90401 400 Bellevue Parkway
Tel. No. (310) 395-8005 Wilmington, DE 19809
--------------------------------------------------------------------------------------------------------------------
Custodian Legal Counsel

PFPC TRUST COMPANY STRADLEY, RONON, STEVENS & YOUNG, LLP
301 Bellevue Parkway 2600 One Commerce Square
Wilmington, DE 19809 Philadelphia, PA 19103-7098
--------------------------------------------------------------------------------------------------------------------
Independent Registered Public Accounting Firm Social Screen Vendor

PRICEWATERHOUSECOOPERS LLP KLD RESEARCH & ANALYTICS, INC
Two Commerce Square 250 Summer Street, 4th Floor
Suite 1700 Boston, MA 02210
2001 Market Street
Philadelphia, PA 19103-7042
--------------------------------------------------------------------------------------------------------------------

Other Available Information

You can find more information about the Fund and the Portfolio in the
Portfolio's SAI and Annual and Semi-Annual Reports.

Statement of Additional Information. The SAI supplements, and is technically
part of, this Prospectus. It includes an expanded discussion of investment
practices, risks, and fund operations.

Annual and Semi-Annual Reports to Shareholders. These reports focus on Portfolio
holdings and performance. The Annual Report also discusses the market conditions
and investment strategies that significantly affected the Portfolio in its last
fiscal year. The Portfolio is new so these reports are not yet available for the
Portfolio.

Request free copies from:

o Your investment advisor - you are a client of an investment advisor
who has invested in the Portfolio on your behalf.

o The Fund - you represent an institutional investor, registered
investment advisor or other qualifying investor. Call collect at (310)
395-8005.

o Access them on our website at http://www.dfaus.com.

o Access them on the EDGAR Database in the SEC's Internet site at
http://www.sec.gov.

o Review and copy them at the SEC's Public Reference Room in Washington
D.C. (phone 1-800-SEC-0330).

o Request copies from the Public Reference Section of the SEC,
Washington, D.C. 20549-0102 or at publicinfo@sec.gov (you will be
charged a copying fee). Information on the operation of the SEC's
public reference room is available by calling the SEC at
1-202-551-8090.

Dimensional Fund Advisors LP
1299 Ocean Avenue
Santa Monica, CA 90401
(310) 395-8005

DFA Investment Dimensions Group Inc.--Registration No. 811-3258

U.S. SOCIAL CORE EQUITY 2 PORTFOLIO

DFA Investment Dimensions Group Inc.

1299 Ocean Avenue, Santa Monica, California 90401
Telephone: (310) 395-8005

STATEMENT OF ADDITIONAL INFORMATION

July 8, 2007

This statement of additional information ("SAI") relates to the shares of
U.S. Social Core Equity 2 Portfolio (the "Portfolio") of DFA Investment
Dimensions Group Inc. (the "Fund").

This SAI is not a prospectus but should be read in conjunction with the
Prospectus of the Portfolio, dated July 8, 2007, as amended from time to time.
As of July 8, 2007, the Portfolio had not yet commenced operations, so no
financial information is shown for the Portfolio in the Fund's annual report for
the fiscal year ended November 30, 2006. The Prospectus and annual report can be
obtained by writing to the Fund at the above address or by calling the above
telephone number.

TABLE OF CONTENTS

PORTFOLIO CHARACTERISTICS AND POLICIES........................................1

BROKERAGE TRANSACTIONS........................................................1

INVESTMENT LIMITATIONS........................................................2

FUTURES CONTRACTS.............................................................3

CASH MANAGEMENT PRACTICES.....................................................4

EXCHANGE TRADED FUNDS.........................................................4

DIRECTORS AND OFFICERS........................................................5

SERVICES TO THE PORTFOLIO....................................................14

ADVISORY FEES................................................................15

PORTFOLIO MANAGER............................................................15

GENERAL INFORMATION..........................................................17

CODES OF ETHICS..............................................................17

SHAREHOLDER RIGHTS............................................................7

PRINCIPAL HOLDERS OF SECURITIES..............................................18

PURCHASE OF SHARES...........................................................18

REDEMPTION AND TRANSFER OF SHARES............................................19

TAXATION OF THE PORTFOLIO....................................................19

PROXY VOTING POLICIES........................................................21

DISCLOSURE OF PORTFOLIO HOLDINGS.............................................24

FINANCIAL STATEMENTS.........................................................28

PERFORMANCE DATA.............................................................28

PORTFOLIO CHARACTERISTICS AND POLICIES

The following information supplements the information set forth in the
Prospectus of the Portfolio. Capitalized terms not otherwise defined in this SAI
have the meaning assigned to them in the Prospectus.

Dimensional Fund Advisors LP (the "Advisor") serves as investment advisor
to the Portfolio. The Advisor is organized as a Delaware limited partnership and
is controlled and operated by its general partner, Delaware Holdings Inc., a
Delaware corporation. Prior to November 3, 2006, the Advisor was named
Dimensional Fund Advisors Inc. and was organized as a Delaware corporation.

The Portfolio is diversified under the federal securities laws and
regulations.

Because the structure of the Portfolio is based on the relative market
capitalizations of eligible holdings, it is possible that the Portfolio might
include at least 5% of the outstanding voting securities of one or more issuers.
In such circumstances, the Portfolio and the issuer would be deemed affiliated
persons and certain requirements under the federal securities laws and
regulations regulating dealings between mutual funds and their affiliates might
become applicable. However, based on the present capitalizations of the groups
of companies eligible for inclusion in the Portfolio and the anticipated amount
of the Portfolio's assets intended to be invested in such securities, management
does not anticipate that the Portfolio will include as much as 5% of the voting
securities of any issuer.

BROKERAGE TRANSACTIONS

Portfolio transactions will be placed with a view to receiving the best
price and execution. In addition, the Advisor will seek to acquire and dispose
of securities in a manner that would cause as little fluctuation in the market
prices of stocks being purchased or sold as possible in light of the size of the
transactions being effected, and brokers will be selected with these goals in
view. The Advisor monitors the performance of brokers that effect transactions
for the Portfolio to determine the effect that their trading has on the market
prices of the securities in which the Portfolio invests. The Advisor also checks
the rate of commission being paid by the Portfolio to its brokers to ascertain
that the rates are competitive with those charged by other brokers for similar
services.

Transactions also may be placed with brokers who provide the Advisor with
investment research, such as reports concerning individual issuers, industries,
and general economic and financial trends, and other research services. The
Investment Advisory Agreement of the Portfolio permits the Advisor knowingly to
pay commissions on these transactions that are greater than another broker,
dealer, or exchange member might charge if the Advisor, in good faith,
determines that the commissions paid are reasonable in relation to the research
or brokerage services provided by the broker or dealer when viewed in terms of
either a particular transaction or the Advisor's overall responsibilities to the
accounts under its management. Research services furnished by brokers through
whom securities transactions are effected may be used by the Advisor in
servicing all of its accounts and not all such services may be used by the
Advisor with respect to the Portfolio.

Subject to obtaining best price and execution, transactions may be placed
with brokers that have assisted in the sale of Fund shares. The Advisor,
however, pursuant to policies and procedures approved by the Board of Directors
of the Fund, is prohibited from selecting brokers and dealers to effect the
Portfolio's portfolio securities transactions based (in whole or in part) on a
broker's or dealer's promotion or sale of shares issued by the Portfolio or any
other registered investment companies.

Some companies eligible for purchase by the Portfolio may be thinly traded
securities. Therefore, the Advisor believes it needs maximum flexibility to
effect trades on a best execution basis. To that end, the Advisor places buy and
sell orders for the Portfolio with market makers, third-party brokers,
electronic communications networks ("ECNs"), and with dealers on an agency
basis. Third-party brokers enable the Advisor to trade with other institutional
holders directly on a net basis. This allows the Advisor sometimes to trade
larger blocks than would be possible by going through a single market maker.

ECNs, such as Instinet, are electronic information and communication
networks whose subscribers include most market makers as well as many
institutions. Such ECNs charge a commission for each trade executed on their
systems. For example, on any given trade, the Portfolio, by trading through an
ECN, could pay a spread to a dealer on the other side of the trade plus a
commission to the ECN. However, placing a buy (or sell) order on an ECN
communicates to many (potentially all) market makers and institutions at once.
This can create a more complete picture of the market and thus increase the
likelihood that the Portfolio can effect transactions at the best available
prices.

Because the Portfolio had not commenced investment operations prior to the
date of this SAI, the Portfolio has not incurred any brokerage commissions that
are required to be reported.

INVESTMENT LIMITATIONS

The Portfolio has adopted certain limitations that may not be changed
without the approval of a majority of the outstanding voting securities of the
Portfolio. A "majority" is defined as the lesser of: (1) at least 67% of the
voting securities of the Portfolio (to be affected by the proposed change)
present at a meeting, if the holders of more than 50% of the outstanding voting
securities of the Portfolio are present or represented by proxy, or (2) more
than 50% of the outstanding voting securities of such Portfolio.

The Portfolio will not:

(1) purchase or sell real estate, unless acquired as a result of ownership
of securities or other instruments and provided that this restriction
does not prevent the Portfolio from investing in issuers that invest,
deal, or otherwise engage in transactions in real estate or interests
therein, or investing in securities that are secured by real estate or
interests therein;

(2) purchase or sell physical commodities, unless acquired as a result of
ownership of securities or other instruments and provided that this
restriction does not prevent the Portfolio from engaging in
transactions involving futures contracts and options thereon or
investing in securities that are secured by physical commodities;

(3) make loans to other persons, except: (a) through the lending of its
portfolio securities; (b) through the purchase of debt securities,
loan participations and/or engaging in direct corporate loans for
investment purposes in accordance with its investment objectives and
policies; and (c) to the extent the entry into a repurchase agreement
is deemed to be a loan;

(4) purchase the securities of any one issuer (other than the U.S.
government or any of its agencies or instrumentalities or securities
of other investment companies) if immediately after such investment
(a) more than 5% of the value of the Portfolio's total assets would be
invested in such issuer or (b) more than 10% of the outstanding voting
securities of such issuer would be owned by the Portfolio, except that
up to 25% of the value of the Portfolio's total assets may be invested
without regard to such 5% and 10% limitations;

(5) borrow money, except that it may: (a) borrow from banks (as defined in
the 1940 Act) or other financial institutions in amounts up to 33 1/3%
of its total assets (including the amount borrowed), and (b) to the
extent permitted by applicable law, borrow up to an additional 5% of
its total assets for temporary purposes;

(6) issue senior securities (as such term is defined in Section 18(f) of
the 1940 Act), except to the extent permitted under the 1940 Act;

(7) engage in the business of underwriting securities issued by others;
and

(8) concentrate (invest more than 25% of its net assets) in securities of
issuers in a particular industry (other than securities issued or
guaranteed by the U.S. government or any of its agencies or securities
of other investment companies).

Although not a fundamental policy subject to shareholder approval, the
Portfolio does not intend to invest more than 15% of its net assets in illiquid
securities.

With respect to the investment limitation described in 5(a) above, the
Portfolio will maintain asset coverage of at least 300% (as described in the
1940 Act), inclusive of any amounts borrowed. With respect to the investment
limitation described in 5(b) above, the Portfolio will segregate assets to cover
the amount borrowed by the Portfolio. The Portfolio does not currently intend to
borrow money for investment purposes.

Subject to future regulatory guidance, for purposes of those investment
limitations identified above that are based on total assets, "total assets"
refers to the assets that the Portfolio owns, and does not include assets that
the Portfolio does not own but over which it has effective control. For example,
when applying a percentage investment limitation that is based on total assets,
the Portfolio will exclude from its total assets those assets that represent
collateral received by the Portfolio for its securities lending transactions.

Unless otherwise indicated, all limitations applicable to the Portfolio's
investments apply only at the time that a transaction is undertaken. Any
subsequent change in a rating assigned by any rating service to a security or
change in the percentage of the Portfolio's assets invested in certain
securities or other instruments resulting from market fluctuations or other
changes in the Portfolio's total assets will not require the Portfolio to
dispose of an investment until the Advisor determines that it is practicable to
sell or closeout the investment without undue market or tax consequences. In the
event that ratings services assign different ratings to the same security, the
Advisor will determine which rating the Advisor believes best reflects the
security's quality and risk at that time, which may be the higher of the several
assigned ratings.

FUTURES CONTRACTS

The Portfolio may use futures contracts and options on futures contracts
for non-hedging purposes as a substitute for direct investment or to allow the
Portfolio to remain fully invested while maintaining the liquidity required to
pay redemptions.

Futures contracts provide for the future sale by one party and purchase by
another party of a specified amount of defined securities at a specified future
time and at a specified price. Futures contracts that are standardized as to
maturity date and underlying financial instrument are traded on national futures
exchanges. The Portfolio will be required to make a margin deposit in cash or
government securities with a futures commission merchant (an "FCM") to initiate
and maintain positions in futures contracts. Minimal initial margin requirements
are established by the futures exchange and FCMs may establish margin
requirements that are higher than the exchange requirements. After a futures
contract position is opened, the value of the contract is marked to market
daily. If the futures contract price changes, to the extent that the margin on
deposit does not satisfy margin requirements, payment of additional "variation"
margin to be held by the FCM will be required. Conversely, reduction in the
contract value may reduce the required margin resulting in a repayment of excess
margin to the custodial account of the Portfolio. Variation margin payments may
be made to and from the futures broker for as long as the contract remains open.
The Portfolio expects to earn income on its margin deposits. The Portfolio
intends to limit its futures-related investment activity so that other than with
respect to bona fide hedging activity (as defined in Commodity Futures Trading
Commission ("CFTC") General Regulations Section 1.3(z)): (i) the aggregate
initial margin and premiums paid to establish commodity futures and commodity
option contract positions (determined at the time the most recent position was
established) do not exceed 5% of the liquidation value of the Portfolio's
portfolio, after taking into account unrealized profits and unrealized losses on
any such contracts the Portfolio has entered into (provided that, in the case of
an option that is in-the-money at the time of purchase, the in-the-money amount
may be excluded in calculating such 5% limitation), or (ii) the aggregate net
"notional value" (i.e., the size of a commodity futures or commodity option
contract in contract units (taking into account any multiplier specified in the
contract), multiplied by the current market price (for a futures contract) or
strike price (for an option contract) of each such unit) of all non-hedge
commodity futures and commodity option contracts that the Portfolio has entered
into (determined at the time the most recent position was established) does not
exceed the liquidation value of the Portfolio's portfolio, after taking into
account unrealized profits and unrealized losses on any such contracts that the
Portfolio has entered into.

Positions in futures contracts may be closed out only on an exchange that
provides a secondary market. However, there can be no assurance that a liquid
secondary market will exist for any particular futures contract at any specific
time. Therefore, it might not be possible to close a futures position and, in
the event of adverse price movements, the Portfolio would continue to be
required to make variation margin deposits. In such circumstances, if the
Portfolio has insufficient cash, it might have to sell portfolio securities to
meet daily margin requirements at a time when it might be disadvantageous to do
so. Management intends to minimize the possibility that it will be unable to
close out a futures contract by only entering into futures that are traded on
national futures exchanges and for which there appears to be a liquid secondary
market. Pursuant to published positions of the Securities and Exchange
Commission (the "SEC") and interpretations of the staff of the SEC, the
Portfolio (or its custodian) is required to maintain segregated accounts or to
segregate assets through notations on the books of the custodian, consisting of
liquid assets (or, as permitted under applicable regulations, enter into
offsetting positions) in connection with its futures contract transactions in
order to cover its obligations with respect to such contracts. These
requirements are designed to limit the amount of leverage that the Portfolio may
use by entering into future transactions.

CASH MANAGEMENT PRACTICES

The Portfolio engages in cash management practices in order to earn income
on uncommitted cash balances. Generally, cash is uncommitted pending investment
in other securities, payment of redemptions, or in other circumstances where the
Advisor believes liquidity is necessary or desirable. For example, the Portfolio
may make cash investments for temporary defensive purposes during periods in
which market, economic, or political conditions warrant.

The Portfolio may invest cash in short-term repurchase agreements. In
addition, the Portfolio may invest a portion of its assets, ordinarily not more
than 20%, in money market instruments, debt securities that at the time of
purchase have an investment grade rating by a rating agency or are deemed to be
investment grade by the Advisor, freely convertible currencies, shares of
affiliated and unaffiliated registered and unregistered money market funds,
index futures contracts, and options thereon. Investments in money market mutual
funds may involve a duplication of certain fees and expenses. The 20% guideline
is not an absolute limitation, but the Portfolio does not expect to exceed this
guideline under normal circumstances.

EXCHANGE TRADED FUNDS

The Portfolio also may invest in exchange-traded funds ("ETFs") and
similarly structured pooled investments for the purpose of gaining exposure to
the equity markets while maintaining liquidity. An ETF is an investment company
whose goal is to track or replicate a desired index, such as a sector, market or
global segment. ETFs are passively managed, and traded similarly to a publicly
traded company. The risks and costs of investing in ETFs are similar to those of
investing in a publicly traded company. The goal of an ETF is to correspond
generally to the price and yield performance, before fees and expenses, of its
underlying index. The risk of not correlating to the index is an additional risk
to the investors of ETFs. When the Portfolio invests in an ETF, shareholders of
the Portfolio bear their proportionate share of the underlying ETF's fees and
expenses. ETFs in which the Portfolio invests are not subject to, though they
may incorporate, the Portfolio's Social Criteria. (See the Portfolio's
Prospectus for information regarding the Portfolio's Social Criteria.)

DIRECTORS AND OFFICERS

The Board of Directors of the Fund is responsible for establishing the
Fund's policies and for overseeing the management of the Fund.

The Board of Directors has two standing committees, the Audit Committee and
the Portfolio Performance and Service Review Committee (the "Performance
Committee"). The Audit Committee is comprised of George M. Constantinides, Roger
G. Ibbotson, and Abbie J. Smith. Each member of the Audit Committee is a
disinterested Director. The Audit Committee for the Board oversees the Fund's
accounting and financial reporting policies and practices, the Fund's internal
controls, the Fund's financial statements and the independent audits thereof,
and performs other oversight functions as requested by the Board. The Audit
Committee for the Board recommends the appointment of the Fund's independent
registered public accounting firm and also acts as a liaison between the Fund's
independent registered public accounting firm and the full Board. There were
four Audit Committee meetings for the Fund held during the fiscal year ended
November 30, 2006.

The Performance Committee is comprised of Messrs. Constantinides and
Ibbotson, Ms. Smith, John P. Gould, Myron S. Scholes, and Robert C. Merton. Each
member of the Fund's Performance Committee is a disinterested Director. The
Performance Committee regularly reviews and monitors the investment performance
of the Fund's series, including the Portfolio, and reviews the performance of
the Fund's service providers. There were three Performance Committee meetings
held during the fiscal year ended November 30, 2006.

Certain biographical information for each disinterested Director and each
interested Director of the Fund is set forth in the tables below, including a
description of each Director's experience as a Director of the Fund and as a
director or trustee of other funds, as well as other recent professional
experience.

Disinterested Directors

---------------------- --------- ---------- -------------------------------- ---------------- ------------------------
Term of
Office(1)
and Portfolios
Length within the DFA
of Principal Occupation During Fund Complex(2) Other Directorships of
Name, Address and Age Position Service Past 5 Years Overseen Public Companies Held
---------------------- --------- ---------- -------------------------------- ---------------- ------------------------
George M. Director Since Leo Melamed Professor of 87 portfolios
Constantinides 1983 Finance, Graduate School of in 4
Graduate School of Business, University of investment
Business, University Chicago. companies
of Chicago
5807 S. Woodlawn
Avenue
Chicago, IL 60637
Age: 59
---------------------- --------- ---------- -------------------------------- ---------------- ------------------------
John P. Gould Director Since Steven G. Rothmeier 87 portfolios Trustee, Harbor Fund
Graduate School of 1986 Distinguished Service in 4 (registered investment
Business, University Professor of Economics, investment company) (14
of Chicago Graduate School of Business, companies Portfolios) (since
5807 S. Woodlawn University of Chicago (since 1994).
Avenue 1965). Member of the Board of
Chicago, IL 60637 Milwaukee Mutual Insurance
Age: 68 Company (since 1997). Member
Competitive Markets Advisory
Committee, Chicago Mercantile
Exchange (futures trading
exchange) (since 2004).
Formerly, Director of UNext
Inc. (1999 - 2006). Formerly,
Senior Vice President, Lexecon
Inc. (economics, law,
strategy, and finance
consulting) (1994 - 2004).
Formerly, President, Cardean
University (division of UNext)
(1999 - 2001).
---------------------- --------- ---------- -------------------------------- ---------------- ------------------------
Roger G. Ibbotson Director Since Professor in Practice of 87 portfolios
Yale School of 1981 Finance, Yale School of in 4
Management Management (since 1984). investment
P.O. Box 208200 Director, BIRR Portfolio companies
New Haven, CT Analysis, Inc. (software
06520-8200 products) (since 1990).
Age: 64 Consultant to Morningstar,
Inc. (since 2006). Chairman,
CIO and Partner, Zebra Capital
Management, LLC (hedge fund
manager) (since 2001).
Formerly, Chairman, Ibbotson
Associates, Inc., Chicago, IL
(software, data, publishing
and consulting) (1977 - 2006).
---------------------- --------- ---------- -------------------------------- ---------------- ------------------------
Robert C. Merton Director Since John and Natty McArthur 87 portfolios Director, Vical
Harvard Business 2003 University Professor, Graduate in 4 Incorporated
School School of Business investment (biopharmaceutical
353 Baker Library Administration, Harvard companies product development)
Soldiers Field University (since 1998). (since 2002).
Boston, MA 02163 George Fisher Baker Professor
Age: 62 of Business Administration,
Graduate School of Business
Administration, Harvard
University (1988-1998).
Co-founder, Chief Science
Officer and Director, Trinsum
Group, a successor to
Integrated Finance Limited
(investment banking advice and
strategic consulting) (since
2002). Director, MFRisk, Inc.
(risk management software)
(since 2001). Director,
Peninsula Banking Group (bank)
(since 2003). Director,
Community First Financial
Group (bank holding company)
(since 2003). Advisory Board
Member, Alpha Simplex Group
(hedge fund) (since 2001).
Member Competitive Markets
Advisory Council, Chicago
Mercantile Exchange (futures
trading exchange) (since
2004). Formerly, Advisory
Board Member, NuServe
(insurance software)
(2001-2003).
---------------------- --------- ---------- -------------------------------- ---------------- ------------------------
Myron S. Scholes Director Since Frank E. Buck Professor 87 portfolios Director, American
Platinum Grove Asset 1981 Emeritus of Finance, Stanford in 4 Century Fund Complex
Management, L.P. University (since 1981). investment (registered investment
Reckson Executive Chairman, Platinum Grove Asset companies companies) (37
Park Management L.P. (hedge fund) Portfolios) (since
1100 King Street, (formerly, Oak Hill Platinum 1981); and Director,
Building 4 Partners) (since 1999). Chicago Mercantile
Rye Brook, NY 10573 Formerly, Managing Partner, Exchange Holdings Inc.
Age: 66 Oak Hill Capital Management (since 2000).
(private equity firm) (until
2004). Director, Chicago
Mercantile Exchange (since
2001).
---------------------- --------- ---------- -------------------------------- ---------------- ------------------------
Abbie J. Smith Director Since Boris and Irene Stern 87 portfolios Director, HNI
Graduate School of 2000 Professor of Accounting, in 4 Corporation (formerly
Business, University Graduate School of Business, investment known as HON
of Chicago University of Chicago (since companies Industries Inc.)
5807 S. Woodlawn 1980). Formerly, Marvin Bower (office furniture)
Avenue Fellow, Harvard Business (since 2000) and
Chicago, IL 60637 School (2001-2002). Director, Ryder System
Age: 54 Inc. (transportation,
logistics and
supply-chain
management) (since
2003).
---------------------- --------- ---------- -------------------------------- ---------------- ------------------------

Interested Directors

The following Interested Directors are described as such because they are
deemed to be "interested persons," as that term is defined under the 1940 Act,
due to their positions with the Advisor.

------------------- -------------- -------------- ------------------------------ -------------- ----------------------
Portfolios
Term of within the
Office(1) DFA Fund
Name Address and and Length Principal Occupation During Complex(2) Other Directorships of
Age Position of Service Past 5 Years Overseen Public Companies Held
------------------- -------------- -------------- ------------------------------ -------------- ----------------------
David G. Booth Chairman, Since 1981 Chairman, Director/Trustee, 87
1299 Ocean Avenue Director, President, Chief Executive portfolios
Santa Monica, CA President Officer and, formerly, Chief in 4
90401 and Chief Investment Officer (2003 to investment
Age: 60 Executive 3/30/2007) of the following companies
Officer companies: Dimensional Fund
Advisors LP, DFA Securities
Inc., Dimensional Emerging
Markets Value Fund Inc.,
DFAIDG, DIG and The DFA
Investment Trust Company.
Chairman, Director,
President, Chief Executive
Officer, and Chief
Investment Officer of
Dimensional Holdings Inc.
Director of Dimensional Fund
Advisors Ltd. and formerly,
Chief Investment Officer.
Director, President and
Chief Investment Officer
(beginning in 2003) of DFA
Australia Limited. Director
of Dimensional Funds PLC.
Limited Partner, Oak Hill
Partners. Director,
University of Chicago
Business School. Formerly,
Director, SA Funds
(registered investment
company). Chairman, Director
and Chief Executive Officer
of Dimensional Fund Advisors
Canada Inc. Formerly,
Director of Assante
Corporation (investment
management).
------------------- -------------- -------------- ------------------------------ -------------- ----------------------
Rex A. Sinquefield Director Since 1981 Director/Trustee (and prior 87
The Show Me to 2006, Chairman, and prior portfolios
Institute to 2003, Chief Investment in 4
7777 Bonhomme Officer) of the following investment
Ave., Ste. 2150 companies: Dimensional Fund companies
St. Louis, MO Advisors LP, Dimensional
63105 Emerging Markets Value Fund
Age: 62 Inc., DFAIDG, DIG and The
DFA Investment Trust
Company. Director of
Dimensional Holdings Inc.
Prior to 2006, Director (and
prior to 2003, Chief
Investment Officer) of DFA
Australia Limited and DFA
Securities Inc. Prior to
2006, Director of
Dimensional Fund Advisors
Ltd., Dimensional Funds PLC
and Dimensional Fund
Advisors Canada Inc. Trustee
and Member of Investment
Committee, St. Louis
University (since 2003).
Life Trustee and Member of
Investment Committee, DePaul
University. Director, The
German St. Vincent Orphan
Home. Member of Investment
Committee, Archdiocese of
St. Louis. Trustee and
Member of Investment
Committee, St. Louis Art
Museum (since 2005).
President and Director, The
Show Me Institute (public
policy research) (since
2006). Trustee, St. Louis
Symphony Orchestra (since
2005). Trustee, Missouri
Botanical Garden (since
2005).
------------------- -------------- -------------- ------------------------------ -------------- ----------------------

(1) Each Director holds office for an indefinite term until his or her
successor is elected and qualified.

(2) Each Director is a director or trustee of each of the four registered
investment companies within the DFA Fund Complex, which include: the Fund;
Dimensional Investment Group Inc.; The DFA Investment Trust Company; and
Dimensional Emerging Markets Value Fund Inc.

Information relating to each Director's ownership (including the ownership
of his or her immediate family) in the Portfolio and in all registered
investment companies in the DFA Fund Complex as of December 31, 2006 is set
forth in the chart below.

----------------------------------- ----------------------------------- -----------------------------------
Aggregate Dollar Range of Shares
Owned in All Funds Overseen by
Dollar Range of Portfolio Shares Director in Family of Investment
Name Owned Companies
----------------------------------- ----------------------------------- -----------------------------------
Disinterested Directors:
----------------------------------- ----------------------------------- -----------------------------------
George M. Constantinides None None
----------------------------------- ----------------------------------- -----------------------------------
John P. Gould None None
----------------------------------- ----------------------------------- -----------------------------------
Roger G. Ibbotson None Over $100,000
----------------------------------- ----------------------------------- -----------------------------------
Robert C. Merton None None
----------------------------------- ----------------------------------- -----------------------------------
Myron S. Scholes None $50,000-100,000
----------------------------------- ----------------------------------- -----------------------------------
Abbie J. Smith None None
----------------------------------- ----------------------------------- -----------------------------------

----------------------------------- ----------------------------------- -----------------------------------
Interested Directors:
----------------------------------- ----------------------------------- -----------------------------------
David G. Booth None Over $100,000
----------------------------------- ----------------------------------- -----------------------------------
Rex A. Sinquefield None Over $100,000
----------------------------------- ----------------------------------- -----------------------------------

Set forth below is a table listing, for each Director entitled to receive
compensation, the compensation received from the Fund during the fiscal year
ended November 30, 2006 and the total compensation received from all four
registered investment companies for which the Advisor served as investment
advisor during that same fiscal year. The table also provides the compensation
paid by the Fund to the Fund's Chief Compliance Officer for the fiscal year
ended November 30, 2006.

Pension or Total
Retirement Estimated Compensation from
Aggregate Benefits as Annual Funds and DFA
Compensation Part of Benefit upon Fund Complex Paid
Name and Position from the Fund* Expenses Retirement to Directors+
----------------------------------------------------------------------------------------------------------
George M. Constantinides...... $63,614 N/A N/A $130,000
Director
John P. Gould................. $63,614 N/A N/A $130,000
Director
Roger G. Ibbotson............. $67,281 N/A N/A $137,500
Director
Robert C. Merton.............. $63,614 N/A N/A $130,000
Director
Myron S. Scholes.............. $63,614 N/A N/A $130,000
Director
Abbie J. Smith................ $63,614 N/A N/A $130,000
Director
Christopher S. Crossan........ $128,703 N/A N/A N/A
Chief Compliance Officer

+ The term DFA Fund Complex refers to the four registered investment
companies for which the Advisor performs advisory or administrative
services and for which the individuals listed above serve as
directors/trustees on the Boards of Directors/Trustees of such companies.

* Under a deferred compensation plan (the "Plan") adopted effective January
1, 2002, the disinterested Directors of the Fund may defer receipt of all
or a portion of the compensation for serving as members of the four Boards
of Directors/Trustees of the investment companies in the DFA Fund Complex
(the "DFA Funds"). Amounts deferred under the Plan are treated as though
equivalent dollar amounts had been invested in shares of a cross-section of
the DFA Funds (the "Reference Funds"). The amounts ultimately received by
the disinterested Directors under the Plan will be directly linked to the
investment performance of the Reference Funds. Deferral of fees in
accordance with the Plan will have a negligible effect on a fund's assets,
liabilities, and net income per share, and will not obligate a fund to
retain the services of any disinterested Director or to pay any particular
level of compensation to the disinterested Director. The total amount of
deferred compensation accrued by the disinterested Directors from the DFA
Fund Complex who participated in the Plan during the fiscal year ended
November 30, 2006 is as follows: $130,000 (Mr. Gould), $137,500 (Mr.
Ibbotson); $130,000 (Mr. Scholes); and $130,000 (Ms. Smith). A
disinterested Director's deferred compensation will be distributed at the
earlier of: (a) January in the year after the disinterested Director's
resignation from the Boards of Directors/Trustees of the DFA Funds, or
death or disability, or (b) five years following the first deferral, in
such amounts as the disinterested Director has specified. The obligations
of the DFA Funds to make payments under the Plan will be unsecured general
obligations of the DFA Funds, payable out of the general assets and
property of the DFA Funds.

Officers

Below is the name, age, information regarding positions with the Fund and
the principal occupation for each officer of the Fund. The address of each
officer is 1299 Ocean Avenue, Santa Monica, CA 90401. Each of the officers
listed below holds the same office (except as otherwise noted) in the following
entities: Dimensional Fund Advisors LP, Dimensional Holdings Inc., DFA
Securities Inc., the Fund, Dimensional Investment Group Inc., The DFA Investment
Trust Company, and Dimensional Emerging Markets Value Fund Inc. (collectively,
the "DFA Entities").

------------------------------ ---------------------- ---------- -----------------------------------------------------
Term of
Office(1)
and
Length
of
Name and Age Position Service Principal Occupation During Past 5 Years
------------------------------ ---------------------- ---------- -----------------------------------------------------
M. Akbar Ali Vice President Since Vice President of all the DFA Entities. Portfolio
Age: 36 2005 Manager of Dimensional Fund Advisors LP (since
August 2002). Formerly, Graduate Student at the
University of California, Los Angeles (August 2000
to June 2002); Senior Technology Office at JPMorgan
Chase & Co. (February 1997 to June 2000).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Darryl Avery Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 40 2005 institutional client service representative of
Dimensional Fund Advisors LP (June 2002 to January
2005); institutional client service and marketing
representative for Metropolitan West Asset
Management (February 2001 to February 2002);
institutional client service and marketing
representative for Payden & Rygel (June 1990 to
January 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Arthur H. Barlow Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 51 1993 Vice President of DFA Australia Limited and
Dimensional Fund Advisors Ltd.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Scott A. Bosworth Vice President Since Vice President of all the DFA Entities. Regional
Age: 38 2007 Director of Dimensional Fund Advisors LP (since
November 1997).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Valerie A. Brown Vice President and Since Vice President and Assistant Secretary of all the
Age: 40 Assistant Secretary 2001 DFA Entities, DFA Australia Limited, Dimensional
Fund Advisors Ltd., and Dimensional Fund Advisors
Canada Inc. Legal counsel for Dimensional Fund
Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
David P. Butler Vice President Since Vice President of all the DFA Entities. Director of
Age: 42 2007 US Financial Services of Dimensional Fund Advisors
LP (since January 2005). Formerly, Regional
Director of Dimensional Fund Advisors LP (January
1995 to January 2005).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Patrick Carter Vice President Since Vice President of all the DFA Entities. Regional
Age: 45 2007 Director of Dimensional Fund Advisors LP (since
March 2006). Formerly, Director of Merrill Lynch
Retirement Group (December 1998 to March 2006).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Stephen A. Clark Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 34 2004 Portfolio Manager of Dimensional Fund Advisors LP
(April 2001 to April 2004); Graduate Student at the
University of Chicago (September 1998 to March
2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Robert P. Cornell Vice President Since Vice President of all the DFA Entities. Regional
Age: 58 2007 Director of Financial Services Group of Dimensional
Fund Advisors LP (since August 1993).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Christopher S. Crossan Vice President and Since Vice President and Chief Compliance Officer of all
Age: 41 Chief Compliance 2004 the DFA Entities. Formerly, Senior Compliance
Officer Officer of INVESCO Institutional, Inc. and its
affiliates (August 2000 to January 2004).
------------------------------ ---------------------- ---------- -----------------------------------------------------
James L. Davis Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 50 1999 Vice President of DFA Australia Limited and
Dimensional Fund Advisors Ltd.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Robert T. Deere Vice President Since Vice President of all the DFA Entities and DFA
Age: 49 1994 Australia Limited.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Robert W. Dintzner Vice President Since Vice President of all the DFA Entities. Prior to
Age: 37 2001 April 2001, marketing supervisor and marketing
coordinator for Dimensional Fund Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Kenneth Elmgren Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 53 2007 Managing Principal of Beverly Capital (May 2004 to
September 2006); Principal of Wydown Capital
(September 2001 to May 2004).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Richard A. Eustice Vice President and Since Vice President and Assistant Secretary of all the
Age: 41 Assistant Secretary 1998 DFA Entities and DFA Australia Limited. Formerly,
Vice President of Dimensional Fund Advisors Ltd.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Eugene F. Fama, Jr. Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 46 1993 Vice President of DFA Australia Limited and
Dimensional Fund Advisors Ltd.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Gretchen A. Flicker Vice President Since Vice President of all the DFA Entities. Prior to
Age: 36 2004 April 2004, institutional client service
representative of Dimensional Fund Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Glenn S. Freed Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 45 2001 Professor and Associate Dean of the Leventhal
School of Accounting (September 1998 to August
2001) and Academic Director Master of Business
Taxation Program (June 1996 to August 2001) at the
University of Southern California Marshall School
of Business.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Jennifer Fromm Vice President Since Vice President of all of the DFA Entities. Prior
Age: 33 2006 to July 2006, counsel of Dimensional Fund Advisors
LP. Formerly, Vice President, Secretary and Chief
Compliance Officer for SA Funds-Investment Trust,
an investment company (September 2000 to February
2005), and various positions including Associate
General Counsel for Loring Ward Group Inc. and its
registered investment advisor subsidiaries
(September 2000 to September 2004). Prior to
September 2004, Associate Counsel for State Street
Corporation.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Mark R. Gochnour Vice President Since Vice President of all the DFA Entities. Regional
Age: 39 2007 Director of Dimensional Fund Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Henry F. Gray Vice President Since Vice President of all the DFA Entities. Prior to
Age: 39 2000 July 2000, Portfolio Manager of Dimensional Fund
Advisors LP. Formerly, Vice President of DFA
Australia Limited.
------------------------------ ---------------------- ---------- -----------------------------------------------------
John T. Gray Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 32 2007 Regional Director of Dimensional Fund Advisors LP
(January 2005 to February 2007); Client Services
Coordinator of Dimensional Fund Advisors LP
(December 1999 to December 2002).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Darla Hastings Vice President Since Vice President of all the DFA Entities. Chief
Age: 52 2007 Marketing Officer of Dimensional Fund Advisors LP.
Formerly, Senior Vice President, Customer
Experience for Benchmark Assisted Living (May 2005
to April 2006); Executive Vice President and Chief
Marketing Officer of State Street Corporation
(September 2001 to October 2005).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Joel H. Hefner Vice President Since Vice President of all the DFA Entities.
Age: 39 2007
------------------------------ ---------------------- ---------- -----------------------------------------------------
Julie C. Henderson Vice President and Since Vice President of all the DFA Entities. Formerly,
Age: 33 Fund Controller 2005 Senior Manager at PricewaterhouseCoopers LLP (July
1996 to April 2005).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Kevin B. Hight Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 39 2005 Regional Director of Dimensional Fund Advisors LP
(March 2003 to March 2005); Vice President and
Portfolio Manager for Payden & Rygel (July 1999 to
February 2003).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Christine W. Ho Vice President Since Vice President of all the DFA Entities. Prior to
Age: 39 2004 April 2004, Assistant Controller of Dimensional
Fund Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Jeff J. Jeon Vice President Since Vice President of all the DFA Entities. Prior to
Age: 33 2004 April 2004, Counsel of Dimensional Fund Advisors
LP. Formerly, Associate at Gibson, Dunn & Crutcher
LLP (September 1997 to August 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Patrick M. Keating Vice President Since Vice President of all the DFA Entities and Chief
Age: 52 2003 Operating Officer of Dimensional Fund Advisors LP.
Director and Vice President of Dimensional Fund
Advisors Canada Inc. Formerly, Director, President
and Chief Executive Officer of Assante Asset
Management Inc. (October 2000 to December 2002);
Director of Assante Capital Management (October
2000 to December 2002); President and Chief
Executive Officer of Assante Capital Management
(October 2000 to April 2001); Executive Vice
President of Assante Corporation (May 2001 to
December 2002); Director of Assante Asset
Management Ltd. (September 1997 to December 2002);
President and Chief Executive Officer of Assante
Asset Management Ltd. (September 1998 to May 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Joseph F. Kolerich Vice President Since Vice President of all the DFA Entities. Portfolio
Age: 35 2004 Manager for Dimensional Fund Advisors LP (April
2001 to April 2004). Prior to April 2004, a trader
at Lincoln Capital Fixed Income Management
(formerly Lincoln Capital Management Company).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Michael F. Lane Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 39 2004 Vice President of Advisor Services at TIAA-CREF
(July 2001 to September 2004); President of AEGON,
Advisor Resources (September 1994 to June 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Kristina M. LaRusso Vice President Since Vice President of all DFA Entities. Formerly,
Age: 31 2006 Operations Supervisor of Dimensional Fund Advisors
LP (March 2003 to December 2006); Operations
Coordinator of Dimensional Fund Advisors LP (March
1998 to March 2003).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Juliet H. Lee Vice President Since Vice President of all the DFA Entities. Human
Age: 36 2005 Resources Manager of Dimensional Fund Advisors LP
(since January 2004). Formerly, Assistant Vice
President for Metropolitan West Asset Management
LLC (February 2001 to December 2003) and Director
of Human Resources for Icebox, LLC (March 2000 to
February 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
David R. Martin Vice President, Since Vice President, Chief Financial Officer and
Age: 50 Chief Financial 2007 Treasurer of all the DFA Entities. Formerly,
Officer and Treasurer Executive Vice President and Chief Financial
Officer of Janus Capital Group Inc. (June 2005 to
March 2007); Senior Vice President of Finance at
Charles Schwab & Co., Inc. (March 1999 to May 2005).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Heather E. Mathews Vice President Since Vice President of all the DFA Entities and
Age: 37 2004 Dimensional Fund Advisors Ltd. Prior to April 2004,
Portfolio Manager for Dimensional Fund Advisors LP.
Formerly, Graduate Student at Harvard University
(August 1998 to June 2000).
------------------------------ ---------------------- ---------- -----------------------------------------------------
David M. New Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 47 2003 Client Service Manager of Dimensional Fund Advisors
LP. Formerly, Director of Research, Wurts and
Associates (investment consulting firm) (December
2000 to June 2002).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Catherine L. Newell Vice President and Vice Vice President and Secretary of all the DFA
Age: 43 Secretary President Entities. Vice President and Assistant Secretary of
since DFA Australia Limited. Director, Vice President and
1997 and Secretary of Dimensional Fund Advisors Ltd. (since
Secretary February 2002, April 1997, and May 2002,
since respectively). Vice President and Secretary of
2000 Dimensional Fund Advisors Canada Inc. Director of
Dimensional Funds PLC and Dimensional Funds II PLC
(since 2002 and 2006, respectively). Formerly,
Assistant Secretary of all DFA Entities and
Dimensional Fund Advisors Ltd.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Gerard K. O'Reilly Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 30 2007 Research Associate of Dimensional Fund Advisors LP
(2004 to 2006); Research Assistant in PhD program,
Aeronautics Department California Institute of
Technology (1998 to 2004).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Carmen Palafox Vice President Since Vice President of all the DFA Entities. Operations
Age: 32 2006 Manager of Dimensional Fund Advisors LP (since May
1996).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Sonya K. Park Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 35 2005 Institutional client service representative of
Dimensional Fund Advisors LP (February 2002 to
January 2005); Associate Director at Watson
Pharmaceuticals Inc. (January 2001 to February
2002); Graduate student at New York University
(February 2000 to December 2000).
------------------------------ ---------------------- ---------- -----------------------------------------------------
David A. Plecha Vice President Since Vice President of all the DFA Entities, DFA
Age: 45 1993 Australia Limited and Dimensional Fund Advisors Ltd.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Eduardo A. Repetto Vice President and Vice Chief Investment Officer (beginning March 2007) and
Age: 40 Chief Investment President Vice President of all the DFA Entities and
Officer since Dimensional Fund Advisors LP. Formerly, Research
2002 and Associate for Dimensional Fund Advisors LP (June
Chief 2000 to April 2002); Research scientist (August
Investment 1998 to June 2000), California Institute of
Officer Technology.
since
2007
------------------------------ ---------------------- ---------- -----------------------------------------------------
L. Jacobo Rodriguez Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 36 2005 Institutional client service representative of
Dimensional Fund Advisors LP (August 2004 to July
2005); Financial Services Analyst, Cato Institute
(September 2001 to June 2004); Book Review Editor,
Cato Journal, Cato Institute (May 1996 to June
2004); Assistant Director, Project on Global
Economic Liberty, Cato Institute (January 1996 to
August 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Michael T. Scardina Vice President Since Vice President of all the DFA Entities, DFA
Age: 51 1993 Australia Limited, and Dimensional Fund Advisors
Canada Inc. Formerly, Director of Dimensional Fund
Advisors Ltd. (February 2002 to April 2007) and
Dimensional Funds PLC (January 2002 to April 2007);
Chief Financial Officer and Treasurer of all the
DFA Entities (1993 to March 2007); and Vice
President, Chief Financial Officer and Treasurer of
Dimensional Fund Advisors Ltd..
------------------------------ ---------------------- ---------- -----------------------------------------------------
David E. Schneider Vice President Since Vice President of all the DFA Entities. Currently,
Age: 61 2001 Director of Institutional Services. Prior to 2001,
Regional Director of Dimensional Fund Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Ted R. Simpson Vice President Since Vice President of all the DFA Entities. Regional
Age: 38 2007 Director of Dimensional Fund Advisors (since
December 2002). Formerly, contract employee with
Dimensional Fund Advisors (April 2002 to December
2002).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Bryce D. Skaff Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 32 2007 Regional Director of Dimensional Fund Advisors
(December 1999 to January 2007).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Grady M. Smith Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 51 2004 Portfolio Manager of Dimensional Fund Advisors LP
(August 2001 to April 2004); Principal of William
M. Mercer, Incorporated (July 1995 to June 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Carl G. Snyder Vice President Since Vice President of all the DFA Entities. Prior to
Age: 44 2000 July 2000, Portfolio Manager of Dimensional Fund
Advisors LP. Formerly, Vice President of DFA
Australia Limited.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Lawrence R. Spieth Vice President Since Vice President of all the DFA Entities. Prior to
Age: 59 2004 April 2004, Regional Director of Dimensional Fund
Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Bradley G. Steiman Vice President Since Vice President of all the DFA Entities and Director
Age: 34 2004 and Vice President of Dimensional Fund Advisors
Canada Inc. Prior to April 2002, Regional Director
of Dimensional Fund Advisors LP. Formerly, Vice
President and General Manager of Assante Global
Advisors (July 2000 to April 2002); Vice President
of Assante Asset Management Inc. (March 2000 to
July 2000); and Private Client Manager at Loring
Ward Investment Counsel Ltd. (June 1997 to February
2002).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Karen E. Umland Vice President Since Vice President of all the DFA Entities, DFA
Age: 41 1997 Australia Limited, Dimensional Fund Advisors Ltd.,
and Dimensional Fund Advisors Canada Inc.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Carol W. Wardlaw Vice President Since Vice President of all the DFA Entities. Prior to
Age: 48 2004 April 2004, Regional Director of Dimensional Fund
Advisors LP.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Weston J. Wellington Vice President Since Vice President of all the DFA Entities. Formerly,
Age: 56 1997 Vice President of DFA Australia Limited.
------------------------------ ---------------------- ---------- -----------------------------------------------------
Daniel M. Wheeler Vice President Since Vice President of all the DFA Entities. Prior to
Age: 62 2001 2001 and currently, Director of Global Financial
Advisor Services of Dimensional Fund Advisors LP.
Director of Dimensional Fund Advisors Ltd. (since
October 2003) and President of Dimensional Fund
Advisors Canada Inc. (since June 2003).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Ryan Wiley Vice President Since Vice President of all the DFA Entities. Senior
Age: 30 2007 Trader of Dimensional Fund Advisors LP. Formerly,
Portfolio Manager (2006 to 2007); Trader (2001 to
2006); and Trading Assistant of Dimensional Fund
Advisors LP (1999 to 2001).
------------------------------ ---------------------- ---------- -----------------------------------------------------
Paul E. Wise Vice President Since Vice President of all the DFA Entities. Chief
Age: 52 2005 Technology Officer for Dimensional Fund Advisors LP
(since 2004). Formerly, Principal of Turnbuckle
Management Group (January 2002 to August 2004);
Vice President of Information Technology of AIM
Management Group (March 1997 to January 2002).
------------------------------ ---------------------- ---------- -----------------------------------------------------

1 Each officer holds office for an indefinite term at the pleasure of the
Boards of Directors and until his or her successor is elected and
qualified.

Because the Portfolio has not been offered prior to the date of this SAI,
Directors and officers as a group own less than 1% of the outstanding shares of
the Portfolio.

SERVICES TO THE PORTFOLIO

Administrative Services

PFPC Inc. ("PFPC"), 301 Bellevue Parkway, Wilmington, DE 19809, serves as
the accounting services, dividend disbursing, and transfer agent for the
Portfolio. The services provided by PFPC are subject to supervision by the
executive officers and the Board of Directors of the Fund and include day-to-day
keeping and maintenance of certain records, calculation of the offering price of
the shares, preparation of reports, liaison with its custodian, and transfer and
dividend disbursing agency services. For the administrative and accounting
services provided by PFPC, the Portfolio pays PFPC annual fees that are
calculated daily and paid monthly according to a fee schedule based on the
aggregate average net assets in the Fund Complex, which includes four registered
investment companies and a group trust. The fee schedule is set forth in the
table below:

.0110% of the Fund Complex's first $50 billion of average net assets;
.0085% of the Fund Complex's next $25 billion of average net assets; and
.0075% of the Fund Complex's average net assets in excess of $75 billion.

The fees charged to the Portfolio under the fee schedule are allocated to the
Portfolio based on the Portfolio's pro rata portion of the aggregate net assets
of the Fund Complex.

The Portfolio is also subject to a monthly base fee of $1,666. The
Portfolio also pays separate fees to PFPC with respect to the services PFPC
provides as transfer agent and dividend disbursing agent.

Custodian

PFPC Trust Company, 301 Bellevue Parkway, Wilmington, DE 19809, serves as
the custodian for the Portfolio. The custodian maintains a separate account or
accounts for the Portfolio; receives, holds, and releases portfolio securities
on account of the Portfolio; makes receipts and disbursements of money on behalf
of the Portfolio; and collects and receives income and other payments and
distributions on account of the Portfolio's portfolio securities.

Distributor

The Fund's shares are distributed by DFA Securities Inc. ("DFAS"), a
wholly-owned subsidiary of the Advisor. DFAS is registered as a limited purpose
broker-dealer under the Securities Exchange Act of 1934 and is a member of the
National Association of Securities Dealers, Inc. The principal business address
of DFAS is 1299 Ocean Avenue, Santa Monica, California 90401.

DFAS acts as an agent of the Fund by serving as the principal underwriter
of the Fund's shares. Pursuant to the Distribution Agreement with the Fund, DFAS
uses its best efforts to seek or arrange for the sale of shares of the Fund,
which are continuously offered. No sales charges are paid by investors or the
Fund. No compensation is paid by the Fund to DFAS under the Distribution
Agreement.

Legal Counsel

Stradley, Ronon, Stevens & Young, LLP serves as legal counsel to the Fund.
Its address is 2600 One Commerce Square, Philadelphia, PA 19103-7098.

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP ("PwC") is the independent registered public
accounting firm to the Fund and audits the annual financial statements of the
Fund. PwC's address is Two Commerce Square, Suite 1700, 2001 Market Street,
Philadelphia, PA 19103-7042.

ADVISORY FEES

David G. Booth and Rex A. Sinquefield, as directors and/or officers of the
Advisor and shareholders of the outstanding stock of the Advisor's general
partner, may be deemed controlling persons of the Advisor. For the services it
provides as investment advisor to the Portfolio, the Advisor is paid a monthly
fee calculated as a percentage of average net assets of the Portfolio. As of the
date of this SAI, the Portfolio had not yet commenced operations, so the
Portfolio has not paid any management fees.

Pursuant to a Fee Waiver Agreement for the Portfolio, the Advisor has
agreed to waive all or a portion of its management fee to the extent necessary
to reduce the Portfolio's ordinary operating expenses (not including expenses
incurred through its investment in other investment companies) ("Portfolio
Expenses") up to the amount of its total management fee when the Portfolio
Expenses exceed 0.60% of the Portfolio's average net assets on an annualized
basis. At any time that the annualized Portfolio Expenses are less than 0.60% of
its average net assets on an annualized basis, the Advisor retains the right to
seek reimbursement for any fees previously waived to the extent that such
reimbursement will not cause the Portfolio's annualized expenses to exceed 0.60%
of its average net assets. The Portfolio is not obligated to reimburse the
Advisor for fees previously waived by the Advisor more than thirty-six months
before the date of such reimbursement. The Fee Waiver Agreement will remain in
effect for an initial period until April 1, 2008, and then shall continue in
effect from year to year thereafter, for one-year periods, unless terminated by
the Fund or the Advisor.

PORTFOLIO MANAGER

In accordance with the team approach used to manage the Portfolio, the
portfolio managers and portfolio traders implement the policies and procedures
established by the Investment Committee. The portfolio managers and portfolio
traders also make daily investment decisions regarding the Portfolio, including
running buy and sell programs based on the parameters established by the
Investment Committee. Robert T. Deere, the portfolio manager for the domestic
equity portfolios, including the Portfolio, coordinates the efforts of all other
portfolio managers with respect to the day-to-day management of the Portfolio.
Because the Portfolio had not commenced operations prior to the date of this
SAI, Mr. Deere does not own any shares of the Portfolio.

Description of Compensation Structure

Portfolio managers receive a base salary and bonus. Compensation of a
portfolio manager is determined at the discretion of the Advisor and is based on
a portfolio manager's experience, responsibilities, the perception of the
quality of his or her work efforts, and other subjective factors. The
compensation of portfolio managers is not directly based upon the performance of
the Portfolio or other accounts that the portfolio managers manage. The Advisor
reviews the compensation of each portfolio manager annually and may make
modifications in compensation as its Compensation Committee deems necessary to
reflect changes in the market. Each portfolio manager's compensation consists of
the following:

o Base salary. Each portfolio manager is paid a base salary. The Advisor
considers the factors described above to determine each portfolio
manager's base salary.

o Semi-Annual Bonus. Each portfolio manager may receive a semi-annual
bonus. The amount of the bonus paid to each portfolio manager is based
upon the factors described above.

Portfolio managers may be awarded the right to purchase restricted shares
of the Advisor's stock as determined from time to time by the Board of Directors
of the Advisor or its delegees. Portfolio managers also participate in benefit
and retirement plans and other programs available generally to all employees.

Other Managed Accounts

In addition to the Portfolio, Mr. Deere manages: (i) other U.S. registered
investment companies advised or sub-advised by the Advisor; (ii) other pooled
investment vehicles that are not U.S. registered mutual funds; and (iii) other
accounts managed for organizations and individuals. The following table sets
forth information regarding the total accounts for which Mr. Deere has the
primary responsibility for coordinating the day-to-day management
responsibilities:

Number of Accounts Managed and Total Assets by Category
as of November 30, 2006

o 23 U.S. registered mutual funds with $45,702 million in total assets
under management.
o 8 unregistered pooled investment vehicles with $10,498 million in
total assets under management. Out of these unregistered pooled
investment vehicles, one client with an investment of $304 million in
an unregistered pooled investment vehicle pays a performance-based
advisory fee.
o 41 other accounts with $3,371 million in total assets under
management.

Potential Conflicts of Interest

Actual or apparent conflicts of interest may arise when a portfolio manager
has the primary day-to-day responsibilities with respect to more than one
portfolio and other accounts. Other accounts include registered mutual funds
(other than the Portfolio), other unregistered pooled investment vehicles, and
other accounts managed for organizations and individuals ("Accounts"). An
Account may have similar investment objectives to the Portfolio, or may
purchase, sell, or hold securities that are eligible to be purchased, sold, or
held by the Portfolio. Actual or apparent conflicts of interest include:

o Time Management. The management of multiple portfolios and/or Accounts
may result in a portfolio manager devoting unequal time and attention
to the management of each portfolio and/or Account. The Advisor seeks
to manage such competing interests for the time and attention of
portfolio managers by having portfolio managers focus on a particular
investment discipline. Most Accounts managed by a portfolio manager
are managed using the same investment models that are used in
connection with the management of the portfolios.

o Investment Opportunities. It is possible that at times identical
securities will be held by more than one portfolio and/or Account.
However, positions in the same security may vary and the length of
time that any portfolio or Account may choose to hold its investment
in the same security may likewise vary. If a portfolio manager
identifies a limited investment opportunity that may be suitable for
more than one portfolio or Account, a portfolio may not be able to
take full advantage of that opportunity due to an allocation of filled
purchase or sale orders across all eligible portfolios and Accounts.
To deal with these situations, the Advisor has adopted procedures for
allocating portfolio transactions across multiple portfolios and
Accounts.

o Broker Selection. With respect to securities transactions for the
portfolios the Advisor determines which broker to use to execute each
order, consistent with the Advisor's duty to seek best execution of
the transaction. However, with respect to certain Accounts (such as
separate accounts), the Advisor may be limited by the client with
respect to the selection of brokers or may be instructed to direct
trades through a particular broker. In these cases, the Advisor or its
affiliates may place separate, non-simultaneous, transactions for a
portfolio and another Account that may temporarily affect the market
price of the security or the execution of the transaction, or both, to
the detriment of the portfolio or the Account.

o Performance-Based Fees. For some Accounts, the Advisor may be
compensated based on the profitability of the Account, such as by a
performance-based management fee. These incentive compensation
structures may create a conflict of interest for the Advisor with
regard to Accounts where the Advisor is paid based on a percentage of
assets because the portfolio manager may have an incentive to allocate
securities preferentially to the Accounts where the Advisor might
share in investment gains.

o Investment in an Account. A portfolio manager or his/her relatives may
invest in an Account that he or she manages and a conflict may arise
where he or she may therefore have an incentive to treat the Account
in which the portfolio manager or his/her relatives invest
preferentially as compared to the Portfolio or other Accounts for
which he or she has portfolio management responsibilities.

The Advisor and the Fund have adopted certain compliance procedures that
are reasonably designed to address these types of conflicts. However, there is
no guarantee that such procedures will detect each and every situation in which
a conflict arises.

GENERAL INFORMATION

The Fund was incorporated under Maryland law on June 15, 1981. Until June
1983, the Fund was named DFA Small Company Fund Inc. The Portfolio described in
this SAI had not commenced operations prior to the date of this SAI. The Fund
generally offers shares of the Portfolio only to institutional investors and
clients of registered investment advisers.

CODE OF ETHICS

The Fund, the Advisor, and DFAS have adopted a Code of Ethics, under Rule
17j-1 of the 1940 Act, for certain access persons of the Portfolio. The Code is
designed to ensure that access persons act in the interest of the Portfolio, and
its shareholders, with respect to any personal trading of securities. Under the
Code, access persons are generally prohibited from knowingly buying or selling
securities (except for mutual funds, U.S. government securities, and money
market instruments) which are being purchased, sold, or considered for purchase
or sale by the Portfolio unless the access persons' proposed purchases are
approved in advance. The Code also contains certain reporting requirements and
securities trading clearance procedures.

SHAREHOLDER RIGHTS

The shares of the Portfolio, when issued and paid for in accordance with
the Portfolio's Prospectus, will be fully paid and non-assessable shares. Each
share of common stock represents an equal proportional interest in the assets
and liabilities of the Portfolio and has identical, non-cumulative voting,
dividend, redemption liquidation, and other rights and preferences.

With respect to matters that require shareholder approval, shareholders are
entitled to vote only with respect to matters that affect the interest of the
portfolio of shares that they hold, except as otherwise required by applicable
law. If liquidation of the Fund should occur, shareholders would be entitled to
receive, on a per class basis, the assets of the particular portfolio whose
shares they own, as well as a proportionate share of Fund assets not
attributable to any particular portfolio. Ordinarily, the Fund does not intend
to hold annual meetings of shareholders, except as required by the 1940 Act or
other applicable law. The Fund's bylaws provide that special meetings of
shareholders shall be called at the written request of at least 10% of the votes
entitled to be cast at such meeting. Such meeting may be called to consider any
matter, including the removal of one or more directors. Shareholders will
receive shareholder communications with respect to such matters as required by
the 1940 Act, including semi-annual and annual financial statements of the Fund.

Shareholder inquiries may be made by writing or calling the Fund at the
address or telephone number appearing on the cover of this SAI. Only those
individuals whose signatures are on file for the account in question may receive
specific account information or make changes in the account registration.

PRINCIPAL HOLDERS OF SECURITIES

Because the Portfolio has not been offered prior to the date of this SAI,
no person beneficially owned 5% or more of the outstanding shares of the
Portfolio as of the date of this SAI.

PURCHASE OF SHARES

The following information supplements the information set forth in the
Prospectus under the caption "PURCHASE OF SHARES."

The Fund will accept purchase and redemption orders on each day that the
New York Stock Exchange ("NYSE") is open for business, regardless of whether the
Federal Reserve System is closed. However, no purchases by wire may be made on
any day that the Federal Reserve System is closed. The Fund generally will be
closed on days that the NYSE is closed. The NYSE is scheduled to be open Monday
through Friday throughout the year except for days closed to recognize New
Year's Day, Martin Luther King, Jr. Day, Presidents' Day, Good Friday, Memorial
Day, Independence Day, Labor Day, Thanksgiving, and Christmas Day. The Federal
Reserve System is closed on the same days as the NYSE, except that it is open on
Good Friday and closed on Columbus Day and Veterans' Day. Orders for redemptions
and purchases will not be processed if the Fund is closed.

The Fund reserves the right, in its sole discretion, to suspend the
offering of shares of the Portfolio or reject purchase orders when, in the
judgment of management, such suspension or rejection is in the best interest of
the Fund or the Portfolio. Securities accepted in exchange for shares of the
Portfolio will be acquired for investment purposes and will be considered for
sale under the same circumstances as other securities in the Portfolio.

The Fund or its transfer agent may from time to time appoint a sub-transfer
agent, such as a broker, for the receipt of purchase and redemption orders and
funds from certain investors. With respect to purchases and redemptions through
a sub-transfer agent, the Fund will be deemed to have received a purchase or
redemption order when the sub-transfer agent receives the order. Shares of the
Portfolio will be priced at the public offering price next calculated after
receipt of the purchase or redemption order by the sub-transfer agent.

Reimbursement fees may be charged prospectively from time to time based
upon the future experience of the Portfolio, which is currently sold at net
asset value. Any such charges will be described in the Prospectus.

REDEMPTION AND TRANSFER OF SHARES

The following information supplements the information set forth in the
Prospectus under the caption "REDEMPTION OF SHARES."

The Fund may suspend redemption privileges or postpone the date of payment:
(1) during any period when the NYSE is closed, or trading on the NYSE is
restricted as determined by the SEC; (2) during any period when an emergency
exists as defined by the rules of the SEC as a result of which it is not
reasonably practicable for the Fund to dispose of securities owned by it, or
fairly to determine the value of its assets; and (3) for such other periods as
the SEC may permit.

Shareholders may transfer shares of the Portfolio to another person by
making a written request to the Advisor, who will transmit the request to the
transfer agent. The request should clearly identify the account and number of
shares to be transferred, and include the signature of all registered owners and
all stock certificates, if any, which are subject to the transfer. The signature
on the letter of request, the stock certificate, or any stock power must be
guaranteed in the same manner as described in the Prospectus under "REDEMPTION
OF SHARES." As with redemptions, the written request must be received in good
order before any transfer can be made.

TAXATION OF THE PORTFOLIO

The following is a summary of some of the federal income tax consequences
that may affect the Portfolio. Unless you are invested in the Portfolio through
a qualified retirement plan, you should consider the tax implications of
investing and consult your own tax adviser.

Distributions of Net Investment Income

The Portfolio derives income generally in the form of dividends and
interest on its investments. This income, less expenses incurred in the
operation of the Portfolio, constitutes its net investment income from which
dividends may be paid to you. If you are a taxable shareholder, any
distributions by the Portfolio from such income (other than qualified dividends)
will be taxable to you at ordinary income tax rates, whether you take them in
cash or in additional shares. A portion of the income dividends paid to
shareholders may be qualified dividends eligible to be taxed at reduced rates.

Distributions of Capital Gain

The Portfolio may realize a capital gain or loss in connection with sales
or other dispositions of its portfolio securities. Distributions derived from
the excess of net short-term capital gain over net long-term capital loss will
be taxable to you as ordinary income. Distributions paid from the excess of net
long-term capital gain over net short-term capital loss will be taxable to you
as long-term capital gain, regardless of how long you have held your shares in
the Portfolio. Any net capital gain of the Portfolio generally will be
distributed once each year, and may be distributed more frequently, if
necessary, to reduce or eliminate excise or income taxes on the Portfolio.

Returns of Capital

If the Portfolio's distributions exceed its taxable income and capital
gains realized during a taxable year, all or a portion of the distributions made
in the same taxable year may be recharacterized as a return of capital to
shareholders. A return of capital distribution generally will not be taxable,
but will reduce each shareholder's cost basis in the Portfolio and result in a
higher reported capital gain or lower reported capital loss when those shares on
which the distribution was received are sold. Any return of capital in excess of
a shareholder's basis, however, is taxable as a capital gain.

Information on the Amount and Tax Character of Distributions.

The Portfolio will inform you of the amount and character of your
distributions at the time they are paid, and will advise you of the tax status
of such distributions for federal income tax purposes shortly after the close of
each calendar year. If you have not held Portfolio shares for a full year, the
Portfolio may designate and distribute to you, as ordinary income, qualified
dividends, or capital gains, and in the case of non-U.S. shareholders the
Portfolio may further designate and distribute as interest-related dividends and
short-term capital gain dividends, a percentage of income that is not equal to
the actual amount of such income earned during the period of your investment in
the Portfolio. Taxable Distributions declared by the Portfolio in December to
shareholders of record in such month, but paid in January, are taxable to you as
if they were paid in December.

Election to be Taxed as a Regulated Investment Company

The Portfolio intends to qualify each year as a regulated investment
company by satisfying certain distribution and asset diversification
requirements under the Internal Revenue Code (the "Code"). As a regulated
investment company, the Portfolio generally pays no federal income tax on the
income and gains it distributes to its shareholders. The Board of Directors
reserves the right not to distribute the Portfolio's net long-term capital gain
or not to maintain the qualification of the Portfolio as a regulated investment
company if it determines such a course of action to be beneficial to
shareholders. If net long-term capital gain is retained, the Portfolio would be
taxed on the gain, and shareholders would be notified that they are entitled to
a credit or refund for the tax paid by the Portfolio. If the Portfolio fails to
qualify as a regulated investment company, the Portfolio would be subject to
federal, and possibly state, corporate taxes on its taxable income and gains,
and distributions to you would be taxed as qualified dividend income to the
extent of such Portfolio's earnings and profits.

In order to qualify as a regulated investment company for federal income
tax purposes, the Portfolio must meet certain specific requirements, including:

(i) The Portfolio must maintain a diversified portfolio of securities,
wherein no security, including the securities of a qualified publicly
traded partnership (other than U.S. government securities and
securities of other regulated investment companies) can exceed 25% of
the Portfolio's total assets, and, with respect to 50% of the
Portfolio's total assets, no investment (other than cash and cash
items, U.S. government securities and securities of other regulated
investment companies) can exceed 5% of the Portfolio's total assets or
10% of the outstanding voting securities of the issuer;

(ii) The Portfolio must derive at least 90% of its gross income from
dividends, interest, payments with respect to securities loans, gains
from the sale or disposition of stock, securities or foreign
currencies, or other income derived with respect to its business of
investing in such stock, securities, or currencies, and net income
derived from an interest in a qualified publicly traded partnership;
and

(iii) The Portfolio must distribute to its shareholders at least 90% of its
investment company taxable income and net tax-exempt income for each
of its fiscal years.

Excise Tax Distribution Requirement

To avoid federal excise taxes, the Code requires the Portfolio to
distribute to you by December 31 of each year, at a minimum, the following
amounts: 98% of its taxable ordinary income earned during the calendar year; 98%
of its capital gain net income earned during the twelve-month period ending
November 30; and 100% of any undistributed amounts from the prior year. The
Portfolio intends to declare and pay these distributions in December (or to pay
them in January, in which case you must treat them as received in December) but
can give no assurances that its distributions will be sufficient to eliminate
all taxes.

Sales, Exchanges and Redemption of Portfolio Shares

In general. If you are a taxable investor, sales, exchanges and redemptions
(including redemptions in kind) are taxable transactions for federal and state
income tax purposes. If you redeem your Portfolio shares the Internal Revenue
Service (the "IRS") requires you to report any gain or loss on your redemption.
If you held your shares as a capital asset, the gain or loss that you realize
will be capital gain or loss and will be long-term or short-term, generally
depending on how long you have held your shares.

Redemptions at a loss within six months of purchase. Any loss incurred on a
redemption of shares held for six months or less will be treated as long-term
capital loss to the extent of any long-term capital gain distributed to you by
the Portfolio on those shares.

Wash sales. All or a portion of any loss that you realize on a redemption
of your Portfolio shares will be disallowed to the extent that you buy other
shares in the Portfolio (through reinvestment of dividends or otherwise) within
30 days before or after your share redemption. Any loss disallowed under these
rules will be added to your tax basis in the new shares.

U.S. Government Obligations

To the extent the Portfolio invests in certain U.S. government obligations,
dividends paid by the Portfolio to shareholders that are derived from interest
on these obligations should be exempt from state and local personal income
taxes, subject in some states to minimum investment or reporting requirements
that must be met by the Portfolio. The income on portfolio investments in
certain securities, such as repurchase agreements, commercial paper and federal
agency-backed obligations (e.g., Government National Mortgage Association (GNMA)
or Federal National Mortgage Association (FNMA) securities), generally does not
qualify for tax-free treatment. The rules on exclusion of this income are
different for corporate shareholders.

Qualified Dividend Income for Individuals

For individual shareholders, a portion of the dividends paid by the
Portfolio may be qualified dividends eligible for taxation at long-term capital
gain rates. This reduced rate generally is available for dividends paid by the
Portfolio out of dividends earned on the Portfolio's investment in stocks of
domestic corporations and qualified foreign corporations.

Both the Portfolio and the investor must meet certain holding period
requirements to qualify Portfolio dividends for this treatment. Specifically,
the Portfolio must hold the stock for at least 61 days during the 121-day period
beginning 60 days before the stock becomes ex-dividend. Similarly, investors
must hold their Portfolio shares for at least 61 days during the 121-day period
beginning 60 days before the Portfolio distribution goes ex-dividend. The
ex-dividend date is the first date following the declaration of a dividend on
which the purchaser of stock is not entitled to receive the dividend payment.
When counting the number of days you held your Portfolio shares, include the day
you sold your shares but not the day you acquired these shares.

While the income received in the form of a qualified dividend is taxed at
the same rates as long-term capital gains, such income will not be considered as
a long-term capital gain for other federal income tax purposes. For example, you
will not be allowed to offset your long-term capital losses against qualified
dividend income on your federal income tax return. Any qualified dividend income
that you elect to be taxed at these reduced rates also cannot be used as
investment income in determining your allowable investment interest expense. For
other limitations on the amount of or use of qualified dividend income on your
income tax return, please contact your personal tax advisor.

After the close of its fiscal year, the Portfolio will designate the
portion of its ordinary dividend income that meets the definition of qualified
dividend income taxable at reduced rates. If 95% or more of the Portfolio's
income is from qualified sources, it will be allowed to designate 100% of its
ordinary income distributions as qualified dividend income.

Dividends-Received Deduction for Corporations

For corporate shareholders, a portion of the dividends paid by the
Portfolio may qualify for the dividends-received deduction. The portion of
dividends paid by the Portfolio that so qualifies will be designated each year
in a notice mailed to the Portfolio's shareholders, and cannot exceed the gross
amount of dividends received by the Portfolio from domestic (U.S.) corporations
that would have qualified for the dividends-received deduction in the hands of
the Portfolio if the Portfolio was a regular corporation. Dividends paid by the
Portfolio from interest on debt securities or dividends earned on portfolio
securities of non-U.S. issuers are not expected to qualify for the corporate
dividends-received deduction.

The availability of the dividends-received deduction is subject to certain
holding period and debt financing restrictions imposed under the Code on the
corporation claiming the deduction. The amount that the Portfolio may designate
as eligible for the dividends-received deduction will be reduced or eliminated
if the shares on which the dividends earned by the Portfolio were debt-financed
or held by the Portfolio for less than a minimum period of time, generally 46
days during a 91-day period beginning 45 days before the stock becomes
ex-dividend. Similarly, if your Portfolio shares are debt-financed or held by
you for less than a 46-day period then the dividends-received deduction for
Portfolio dividends on your shares may also be reduced or eliminated. Even if
designated as dividends eligible for the dividends-received deduction, all
dividends (including any deducted portion) must be included in your alternative
minimum taxable income calculation.

Complex Securities

The Portfolio may invest in complex securities and such investments may be
subject to numerous special and complicated tax rules. These rules could affect
whether gains or losses recognized by the Portfolio are treated as ordinary
income or capital gain, accelerate the recognition of income to the Portfolio,
defer the Portfolio's ability to recognize losses, and subject the Portfolio to
U.S. federal income tax on income from certain of the Portfolio's foreign
investments. In turn, these rules may affect the amount, timing and/or tax
character of the Portfolio's income and, in turn, of the income distributed to
you.

Derivatives. The Portfolio is permitted to invest in certain options and
futures contracts. If the Portfolio makes these investments, it could be
required to mark-to-market these contracts and realize any unrealized gains and
losses at its fiscal year end even though it continues to hold the contracts.
Under these rules, gains or losses on the contracts generally would be treated
as 60% long-term and 40% short-term gains or losses. In determining its net
income for excise tax purposes, the Portfolio also would be required to
mark-to-market these contracts annually as of November 30 (for capital gain net
income and ordinary income arising from certain foreign currency contracts), and
to realize and distribute any resulting income and gains.

Securities lending. The Portfolio's entry into securities lending
transactions may cause the replacement income earned on the loaned securities to
fall outside of the definition of qualified dividend income. This replacement
income generally will not be eligible for reduced rates of taxation on qualified
dividend income.

Tax straddles. The Portfolio's investment in options and futures contracts
in connection with certain hedging transactions could cause the Portfolio to
hold offsetting positions in securities. If the Portfolio's risk of loss with
respect to specific securities in its portfolio is substantially diminished by
the fact that it holds other securities, the Portfolio could be deemed to have
entered into a tax "straddle" or to hold a "successor position" that would
require any loss realized by it to be deferred for tax purposes.

Investments in securities of uncertain tax character. The Portfolio may
invest in securities the U.S. Federal income tax treatment of which may not be
clear or may be subject to recharacterization by the IRS. To the extent the tax
treatment of such securities or the income from such securities differs from the
tax treatment expected by the Portfolio, it could affect the timing or character
of income recognized by the Portfolio, requiring the Portfolio to purchase or
sell securities, or otherwise change its portfolio, in order to comply with the
tax rules applicable to regulated investment companies under the Code.

Backup Withholding

By law, the Portfolio must withhold a portion of your taxable dividends and
sales proceeds unless you:

o provide your correct social security or taxpayer identification
number,

o certify that this number is correct,

o certify that you are not subject to backup withholding, and

o certify that you are a U.S. person (including a U.S. resident alien).

The Portfolio also must withhold if the IRS instructs it to do so. When
withholding is required, the amount will be 28% of any dividends or proceeds
paid. The special U.S. tax certification requirements applicable to non-U.S.
investors are described under the "Non-U.S. Investors" heading below.

Non-U.S. Investors

Non-U.S. investors (shareholders who, as to the United States, are a
nonresident alien individual, foreign trust or estate, foreign corporation, or
foreign partnership) may be subject to U.S. withholding and estate tax and are
subject to special U.S. tax certification requirements. Non-U.S. investors
should consult their tax advisors about the applicability of U.S. tax
withholding and the use of the appropriate forms to certify their status.

In general. The United States imposes a flat 30% withholding tax (or a
withholding tax at a lower treaty rate) on U.S. source dividends, including on
income dividends paid to you by the Portfolio, subject to certain exemptions for
dividends designated as capital gain dividends, short-term capital gain
dividends and interest-related dividends as described below. However,
notwithstanding such exemptions from U.S. withholding at the source, any
dividends and distributions of income and capital gains, including the proceeds
from the sale of your Portfolio shares, will be subject to backup withholding at
a rate of 28% if you fail to properly certify that you are not a U.S. person.

Capital gain dividends & short-term capital gain dividends. In general,
capital gain dividends paid by the Portfolio from either long-term or short-term
capital gains (other than gain realized on disposition of U.S. real property
interests) are not subject to U.S. withholding tax unless you are a nonresident
alien individual present in the United States for a period or periods
aggregating 183 days or more during the taxable year.

Interest-related dividends. Also, interest-related dividends paid by the
Portfolio from qualified interest income are not subject to U.S. withholding
tax. "Qualified interest income" includes, in general, U.S. source (1) bank
deposit interest, (2) short-term original discount and (3) interest (including
original issue discount, market discount, or acquisition discount) on an
obligation which is in registered form, unless it is earned on an obligation
issued by a corporation or partnership in which the Portfolio is a 10-percent
shareholder or is contingent interest, and (4) any interest-related dividend
from another regulated investment company. On any payment date, the amount of an
income dividend that is designated by the Portfolio as an interest-related
dividend may be more or less than the amount that is so qualified. This is
because the designation is based on an estimate of the Portfolio's qualified
interest income for its entire fiscal year, which can only be determined with
exactness at fiscal year end. As a consequence, the Portfolio may over withhold
a small amount of U.S. tax from a dividend payment. In this case, the non-U.S.
investor's only recourse may be to either forgo recovery of the excess
withholding, or to file a United States nonresident income tax return to recover
the excess withholding.

Further limitations on tax reporting for interest-related dividends and
short-term capital gain dividends for non-U.S. investors; sunset rule. It may
not be practical in every case for the Portfolio to designate, and the Portfolio
reserves the right in these cases to not designate, small amounts of
interest-related or short-term capital gain dividends. Additionally, the
Portfolio's designation of interest-related or short-term capital gain dividends
may not be passed through to shareholders by intermediaries who have assumed tax
reporting responsibilities for this income in managed or omnibus accounts due to
systems limitations or operational constraints. The exemption from withholding
for short-term capital gain dividends and interest-related dividends paid by the
Portfolio is effective for dividends paid with respect to taxable years of the
Portfolio beginning after December 31, 2004 and before January 1, 2008 unless
such exemptions are extended or made permanent.

Ordinary dividends; effectively connected income. Ordinary dividends paid
by the Portfolio to non-U.S. investors on the income earned on portfolio
investments in (i) the stock of domestic and foreign corporations, and (ii) the
debt of foreign issuers continue to be subject to U.S. withholding tax. If you
hold your Portfolio shares in connection with a U.S. trade or business, your
income and gains will be considered effectively connected income and taxed in
the U.S. on a net basis, in which case you may be required to file a nonresident
U.S. income tax return.

U.S tax certification rules. Special U.S. tax certification requirements
apply to non-U.S. shareholders both to avoid U.S. back up withholding imposed at
a rate of 28% and to obtain the benefits of any treaty between the United States
and the shareholder's country of residence. In general, a non-U.S. shareholder
must provide a Form W-8 BEN (or other applicable Form W-8) to establish that you
are not a U.S. person, to claim that you are the beneficial owner of the income
and, if applicable, to claim a reduced rate of, or exemption from, withholding
as a resident of a country with which the United States has an income tax
treaty. A Form W-8BEN provided without a U.S. taxpayer identification number
will remain in effect for a period beginning on the date signed and ending on
the last day of the third succeeding calendar year unless an earlier change of
circumstances makes the information on the form incorrect.

U.S. estate tax. An individual who, at the time of death, is a Non-U.S.
shareholder will nevertheless be subject to U.S. federal estate tax with respect
to shares at the graduated rates applicable to U.S. citizens and residents,
unless a treaty exception applies. In the absence of a treaty, there is a
$13,000 statutory estate tax credit. A partial exemption from U.S. estate tax
may apply to Portfolio shares held by the estate of a nonresident decedent. The
amount treated as exempt is based upon the proportion of the assets held by the
Portfolio at the end of the quarter immediately preceding the decedent's death
that are debt obligations, deposits, or other property that generally would be
treated as situated outside the United States if held directly by the estate.
This provision applies to decedents dying after December 31, 2004 and before
January 1, 2008, unless such provision is extended or made permanent. Transfers
by gift of shares of the Portfolio by a non-U.S. shareholder who is a
nonresident alien individual will not be subject to U.S. federal gift tax. The
tax consequences to a non-U.S. shareholder entitled to claim the benefits of an
applicable tax treaty may be different from those described herein. Non-U.S.
shareholders are urged to consult their own tax advisers with respect to the
particular tax consequences to them of an investment in the Portfolio, including
the applicability of foreign tax.

Effect of Future Legislation; Local Tax Considerations

The foregoing general discussion of U.S. federal income tax consequences is
based on the Code and the regulations issued thereunder as in effect on the date
of this SAI. Future legislative or administrative changes or court decisions may
significantly change the conclusions expressed herein, and any such changes or
decisions may have a retroactive effect with respect to the transactions
contemplated herein. Rules of state and local taxation of ordinary income,
qualified dividend income and capital gain dividends may differ from the rules
for U.S. federal income taxation described above. Distributions may also be
subject to additional state, local and foreign taxes depending on each
shareholder's particular situation. Non-U.S. shareholders may be subject to U.S.
tax rules that differ significantly from those summarized above. Shareholders
are urged to consult their tax advisers as to the consequences of these and
other state and local tax rules affecting investment in the Portfolio.

This discussion of "Taxation of the Portfolio" is not intended or written
to be used as tax advice and does not purport to deal with all federal tax
consequences applicable to all categories of investors, some of which may be
subject to special rules. You should consult your own tax advisor regarding your
particular circumstances before making an investment in the Portfolio.

PROXY VOTING POLICIES

The Board of Directors of the Fund has delegated the authority to vote
proxies for the portfolio securities held by the Portfolio to the Advisor in
accordance with the Proxy Voting Policies and Procedures (the "Voting Policies")
and Proxy Voting Guidelines ("Voting Guidelines") adopted by the Advisor.

The Investment Committee at the Advisor is generally responsible for
overseeing the Advisor's proxy voting process. The Investment Committee has
formed a Corporate Governance Committee composed of certain officers, directors
and other personnel of the Advisor and has delegated to its members authority to
(i) oversee the voting of proxies, (ii) make determinations as to how to vote
certain specific proxies, and (iii) verify the on-going compliance with the
Voting Policies. The Corporate Governance Committee may designate one or more of
its members to oversee specific, ongoing compliance with respect to the Voting
Policies and may designate other personnel of the Advisor to vote proxies on
behalf of the Portfolio, including all authorized traders of the Advisor.

The Advisor votes (or refrains from voting) proxies in a manner consistent
with the best interests of the Portfolio as understood by the Advisor at the
time of the vote. Generally, the Advisor analyzes proxy statements on behalf of
the Portfolio in accordance with the Voting Policies and the Voting Guidelines.
Most proxies that the Advisor receives will be voted in accordance with the
Voting Guidelines. Since most proxies are voted in accordance with the Voting
Guidelines, it normally will not be necessary for the Advisor to make an actual
determination of how to vote a particular proxy, thereby largely eliminating
conflicts of interest for the Advisor during the proxy voting process. However,
the Proxy Policies do address the procedures to be followed if a conflict of
interest arises between the interests of the Portfolio, and the interests of the
Advisor or its affiliates. If the Corporate Governance Committee member has
actual knowledge of a conflict of interest and recommends a vote contrary to the
Voting Guidelines, the Advisor, prior to voting, will fully disclose the
conflict to the Board of Directors of the Fund, or an authorized committee of
the Board, and vote the proxy in accordance with the direction of the Board or
its authorized committee.

The Advisor will usually vote proxies in accordance with the Voting
Guidelines. The Voting Guidelines provide a framework for analysis and decision
making, however, the Voting Guidelines do not address all potential issues. In
order to be able to address all the relevant facts and circumstances related to
a proxy vote, the Advisor reserves the right to vote counter to the Voting
Guidelines if, after a review of the matter, the Advisor believes that the best
interests of the Portfolio would be served by such a vote. In such a
circumstance, the analysis will be documented in writing and periodically
presented to the Corporate Governance Committee. To the extent that the Voting
Guidelines do not cover potential voting issues, the Advisor will vote on such
issues in a manner that is consistent with the spirit of the Voting Guidelines
and that the Advisor believes would be in the best interests of the Portfolio.

Examples of some of the Voting Guidelines are described below. Under the
Voting Guidelines proxies will usually be voted for: (i) the ratification of
independent auditors (ii) the elimination of anti-takeover measures; and (iii)
re-incorporation when the economic factors outweigh any negative governance
changes. Pursuant to the Voting Guidelines proxies will usually be voted
against: (i) the institution of anti-takeover measures (such as the institution
of classified boards of directors and the creation of super majority provisions)
and (ii) proposals authorizing the creation of new classes of preferred stock
with unspecified voting, conversion, dividend distribution and other rights. The
Voting Guidelines also provide that certain proposals will be considered on a
case-by-case basis, including: (i) mergers and acquisitions, which will be
assessed to determine whether the transaction enhances shareholder value; (ii)
proposals with respect to management compensation plans; (iii) proposals
increasing the authorized common stock of a company and (iv) proposals with
respect to the composition of a company's Board of Directors. The Advisor may,
but will not ordinarily, take social concerns into account in voting proxies
with respect to securities held by the Portfolio.

The Advisor votes (or refrains from voting) proxies in a manner that the
Advisor determines is in the best interests of the Portfolio and which seeks to
maximize the value of the Portfolio's investments. In some cases, the Advisor
may determine that it is in the best interests of the Portfolio to refrain from
exercising proxy voting rights. The Advisor may determine that voting is not in
the best interest of the Portfolio and refrain from voting if the costs,
including the opportunity costs, of voting would, in the view of the Advisor,
exceed the expected benefits of voting. For securities on loan, the Advisor will
balance the revenue-producing value of loans against the difficult-to-assess
value of casting votes. It is the Advisor's belief that the expected value of
casting a vote generally will be less than the securities lending income, either
because the votes will not have significant economic consequences or because the
outcome of the vote would not be affected by the Advisor recalling loaned
securities in order to ensure they are voted. The Advisor does intend to recall
securities on loan if it determines that voting the securities is likely to
materially affect the value of the Portfolio's investment and that it is in the
Portfolio's best interests to do so. In cases where the Advisor does not receive
a solicitation or enough information within a sufficient time (as reasonably
determined by the Advisor) prior to the proxy-voting deadline, the Advisor may
be unable to vote.

With respect to non-U.S. securities, it is typically both difficult and
costly to vote proxies due to local restrictions, customs, and other
requirements or restrictions. The Advisor does not vote proxies of non-U.S.
companies if the Advisor determines that the expected economic costs from voting
outweigh the anticipated economic benefit to the Portfolio Fund associated with
voting. The Advisor determines whether to vote proxies of non-U.S. companies on
a portfolio-by-portfolio basis, and generally implements uniform voting
procedures for all proxies of a country. The Advisor periodically reviews voting
logistics, including costs and other voting difficulties, on a portfolio by
portfolio and country by country basis, in order to determine if there have been
any material changes that would affect the Advisor's decision of whether or not
to vote.

The Advisor is in the process of retaining Institutional Shareholder
Services ("ISS"), an independent third party service provider, to provide
certain services with respect to proxy voting. ISS will provide information on
shareholder meeting dates and proxy materials; translate proxy materials printed
in a foreign language; provide research on proxy proposals and voting
recommendations in accordance with the Voting Guidelines; effect votes on behalf
of the Portfolio; and provide reports concerning the proxies voted. Although the
Advisor may consider the recommendations of ISS on proxy issues, the Advisor
remains ultimately responsible for all proxy voting decisions.

Information regarding how the Portfolio voted proxies related to its
portfolio securities during the 12 month period ended June 30 of each year is
available, no later than August 31 of each year, without charge, (i) upon
request, by calling collect: (310) 395-8005 or (ii) on the Advisor's website at
http://www.dfaus.com and (iii) on the Commission's website at
http://www.sec.gov.

DISCLOSURE OF PORTFOLIO HOLDINGS

The Advisor and the Board of Directors of the Fund have adopted a policy
(the "Policy") to govern disclosure of the portfolio holdings of the Portfolio
("Holdings Information"), and to prevent the misuse of material non-public
Holdings Information. The Advisor has determined that the Policy and its
procedures: (1) are reasonably designed to ensure that disclosure of Holdings
Information is in the best interests of the shareholders of the Portfolio, and
(2) appropriately address the potential for material conflicts of interest.

Disclosure of Holdings Information as Required by Applicable Law. Holdings
Information (whether a partial listing of portfolio holdings or a complete
listing of portfolio holdings) shall be disclosed to any person as required by
applicable law, rules, and regulations.

Online Disclosure of Portfolio Holdings Information. The Portfolio
generally discloses up to its twenty-five largest portfolio holdings and the
percentages that each of these largest portfolio holdings represent of the
Portfolio's total assets ("largest holdings"), as of the most recent month-end,
online at the Advisor's public website, http://www.dfaus.com, within twenty days
after the end of each month. This online disclosure may also include information
regarding the Portfolio's industry allocations. The Portfolio generally
discloses its complete Holdings Information (other than cash and cash
equivalents), as of month-end, online at the Advisor's public website,
http://www.dfaus.com, three months following the month-end.

Disclosure of Holdings Information to Recipients. Each of the Advisor's
Chairman, Director of Institutional Services, Head of Portfolio Management and
Trading and General Counsel (together, the "Designated Persons") may authorize
disclosing non-public Holdings Information more frequently or at different
periods than as described above solely to those financial advisors, registered
accountholders, authorized consultants, authorized custodians, or third-party
data service providers (each a "Recipient") who: (i) specifically request the
more current non-public Holdings Information, and (ii) execute a Use and
Nondisclosure Agreement (each a "Nondisclosure Agreement"). Each Nondisclosure
Agreement subjects the Recipient to a duty of confidentiality with respect to
the non-public Holdings Information, and prohibits the Recipient from trading
based on the non-public Holdings Information. Any non-public Holdings
Information that is disclosed shall not include any material information about
the Portfolio's trading strategies or pending portfolio transactions. The
non-public Holdings Information provided to a Recipient under a Nondisclosure
Agreement, unless indicated otherwise, is not subject to a time delay before
dissemination.

As of the date of this SAI, the Advisor and the Portfolio had ongoing
arrangements with the following Recipients to make available non-public Holdings
Information:

Recipient Business Purpose Frequency
----------------------------- ------------------------------- -------------------
PFPC Trust Company Fund Custodian Daily
----------------------------- ------------------------------- -------------------
PFPC Inc. Fund Administrator, Daily
Accounting Agent and Transfer
Agent
----------------------------- ------------------------------- -------------------
Citicorp North America, Inc. Middle Office Operational Daily
Support Service Provider to
the Advisor
----------------------------- ------------------------------- -------------------
KLD Research & Analytics Social Screen Provider Quarterly
----------------------------- ------------------------------- -------------------
PricewaterhouseCoopers LLP Independent registered public Semi-annually
accounting firm (based on fiscal
year)

In addition, certain employees of the Advisor and its subsidiaries receive
Holdings Information on a quarterly, monthly, or daily basis, or upon request,
in order to perform their business functions. None of the Portfolio, the
Advisor, or any other party receives any compensation in connection with these
arrangements.

The Policy includes the following procedures to ensure that disclosure of
Holdings Information is in the best interests of shareholders, and to address
any conflicts between the interests of shareholders, on the one hand, and the
interests of the Advisor, DFAS, or any affiliated person of the Fund, the
Advisor, or DFAS, on the other. In order to protect the interests of
shareholders and the Portfolio, and to ensure no adverse effect on shareholders
in the limited circumstances where a Designated Person is considering making
non-public Holdings Information available to a Recipient, the Advisor's Director
of Institutional Services and the Chief Compliance Officer will consider any
conflicts of interest. If the Chief Compliance Officer, following appropriate
due diligence, determines that: (1) the Portfolio has a legitimate business
purpose for providing the non-public Holdings Information to a Recipient, and
(2) disclosure of non-public Holdings Information to the Recipient would be in
the best interests of shareholders and will not adversely affect the
shareholders, then the Chief Compliance Officer may approve the proposed
disclosure.

The Chief Compliance Officer documents all disclosures of non-public
Holdings Information (including the legitimate business purpose for the
disclosure), and periodically reports to the Board on such arrangements. The
Chief Compliance Officer also is responsible for ongoing monitoring of the
distribution and use of non-public Holdings Information. Such arrangements are
reviewed by the Chief Compliance Officer on an annual basis. Specifically, the
Chief Compliance Officer requests an annual certification from each Recipient
that the Recipient has complied with all terms contained in the Nondisclosure
Agreement. Recipients who fail to provide the requested certifications are
prohibited from receiving non-public Holdings Information.

The Board exercises continuing oversight of the disclosure of Holdings
Information by: (1) overseeing the implementation and enforcement of the Policy
by the Chief Compliance Officer of the Advisor and of the Fund; (2) considering
reports and recommendations by the Chief Compliance Officer concerning the
implementation of the Policy and any material compliance matters that may arise
in connection with the Policy; and (3) considering whether to approve or ratify
any amendments to the Policy. The Advisor and the Board reserve the right to
amend the Policy at any time, and from time to time without prior notice, in
their sole discretion.

Prohibitions on Disclosure of Portfolio Holdings and Receipt of
Compensation. No person is authorized to disclose Holdings Information or other
investment positions (whether online at http://www.dfaus.com, in writing, by
fax, by e-mail, orally, or by other means) except in accordance with the Policy.
In addition, no person is authorized to make disclosure pursuant to the Policy
if such disclosure is otherwise in violation of the antifraud provisions of the
federal securities laws.

The Policy prohibits the Portfolio, the Advisor, or an affiliate thereof
from receiving any compensation or other consideration of any type for the
purpose of obtaining disclosure of non-public Holdings Information or other
investment positions. "Consideration" includes any agreement to maintain assets
in the Portfolio or in other investment companies or accounts managed by the
Advisor or by any affiliated person of the Advisor.

The Policy and its procedures are intended to provide useful information
concerning the Portfolio to existing and prospective shareholders, while at the
same time preventing the improper use of Holdings Information. However, there
can be no assurance that the furnishing of any Holdings Information is not
susceptible to inappropriate uses, particularly in the hands of sophisticated
investors, or that the Holdings Information will not in fact be misused in other
ways, beyond the control of the Advisor.

FINANCIAL STATEMENTS

PricewaterhouseCoopers LLP, Two Commerce Square, Suite 1700, 2001 Market
Street, Philadelphia, PA 19103-7042, is the Fund's independent registered public
accounting firm. It audits the Fund's annual financial statements. Because the
Portfolio had not commenced operations as of November 30, 2006, the annual
reports of the Fund for the fiscal year ended November 30, 2006 do not contain
any data regarding the Portfolio.

PERFORMANCE DATA

The Portfolio may compare its investment performance to appropriate market
and mutual fund indices and investments for which reliable performance data is
available. Such indices are generally unmanaged and are prepared by entities and
organizations that track the performance of investment companies or investment
advisors. Unmanaged indices often do not reflect deductions for administrative
and management costs and expenses. The performance of the Portfolio may also be
compared in publications to averages, performance rankings, or other information
prepared by recognized mutual fund statistical services. Any performance
information, whether related to the Portfolio or to the Advisor, should be
considered in light of the Portfolio's investment objectives and policies,
characteristics and the quality of the portfolio and market conditions during
the time period indicated and should not be considered to be representative of
what may be achieved in the future.

DFA INVESTMENT DIMENSIONS GROUP INC. (91/92)

PART C
OTHER INFORMATION

ITEM 23. EXHIBITS.

(a) Articles of Incorporation.
(1) Articles of Restatement effective August 11, 2003 as filed with the Maryland Secretary
of State on August 11, 2003.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 69/70 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 29, 2004.

(2) Articles Supplementary as filed with the Maryland Secretary of State on September 8,
2004 re: the addition of Class R Shares of U.S. Small Cap Value Portfolio and the
deletion of (i) the LD U.S. Marketwide Portfolio Shares, (ii) the HD U.S. Marketwide
Portfolio Shares, (iii) the LD U.S. Marketwide Value Portfolio Shares and (iv) the HD
U.S. Marketwide Value Portfolio Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 75/76 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2005.

(3) Articles of Amendment as filed with the Maryland Secretary of State on October 25,
2004 re: the name change of the:
* AAM/DFA International High Book to Market Portfolio to the LWAS/DFA
International High Book to Market Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 75/76 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2005.

(4) Articles Supplementary filed with the Maryland Secretary of State on January 10, 2005
re: the addition of the:
* Shares of Emerging Markets Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 73/74 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 14, 2005.

(5) Articles Supplementary filed with the Maryland Secretary of State on March 7, 2005 re:
the authorization of 40 billion additional shares of common stock:
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 75/76 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2005.

(6) Articles of Amendment as filed with the Maryland Secretary of State on September 12,
2005 re: the name change of the:
* The Pacific Rim Small Company Portfolio to the Asia Pacific Small Company
Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(7) Articles Supplementary filed with the Maryland Secretary of State on September 12,
2005 re: the addition of the:
* U.S. Core Equity 1 Portfolio
* U.S. Core Equity 2 Portfolio
* U.S. Vector Equity Portfolio
* International Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(8) Articles of Amendment as filed with the Maryland Secretary of State on May 12, 2006
re: the name change of the:
* U.S. Small Cap Value Portfolio Shares-Investor Class to the U.S. Small Cap
Value Portfolio Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 80/81 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: May 23, 2006.

(9) Articles Supplementary filed with the Maryland Secretary of State on May 12, 2006 re:
the addition of the:
* Emerging Markets Social Core Portfolio Shares and the reclassification and
reallocation of shares of Class R Shares of U.S. Small Cap Value Portfolio to
the U.S. Small Cap Value Portfolio Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 80/81 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: May 23, 2006.

(10) Articles Supplementary filed with the Maryland Secretary of State on August 4, 2006
re: the addition of the:
* DFA Inflation-Protected Securities Portfolio Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 83/84 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 12, 2006.

(11) Articles Supplementary filed with the Maryland Secretary of State on November 20, 2006
re: the addition of the:
* DFA International Real Estate Securities Portfolio Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 85/86 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: December 5, 2006.

(12) Articles Supplementary filed with the Maryland Secretary of State on November 29, 2006
re: the allocation of 100 billion additional shares of common stock to:
* U.S. Core Equity 2 Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(13) Articles of Amendment as filed with the Maryland Secretary of State on November 29,
2006 re: the name change of the:
* U.S. Small XM Value Portfolio Shares to the U.S. Targeted Value Portfolio
Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(14) Articles Supplementary filed with the Maryland Secretary of State on November 29, 2006
re: the allocation of 140 billion additional shares of common stock and re: the
addition of the:
* DFA California Short-Term Municipal Bond Portfolio Shares
* T.A. U.S. Core Equity 2 Portfolio Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(15) Articles of Amendment as filed with the Maryland Secretary of State on March 27, 2007
re: the name change of the:
* Tax-Managed U.S. Small Cap Value Portfolio Shares to the Tax-Managed U.S.
Targeted Value Portfolio Shares
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(16) Articles of Amendment as filed with the Maryland Secretary of State on June 21, 2007
re: the name change of the:
* Emerging Markets Social Core Portfolio Shares to the Emerging Markets Social
Core Equity Portfolio Shares
ELECTRONICALLY FILED HEREWITH AS EXHIBIT NO. EX-99.a.16.

(17) Articles Supplementary filed with the Maryland Secretary of State on June 21, 2007 re:
the addition of the:
* U.S. Social Core Equity 2 Portfolio Shares
* CSTG&E U.S. Social Core Equity 2 Portfolio Shares
* CSTG&E International Social Core Equity Portfolio Shares
ELECTRONICALLY FILED HEREWITH AS EXHIBIT NO. EX-99.a.17.

(b) By-Laws.
Amended and Restated By-Laws of the Registrant.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 69/70 to Registrant's Registration Statement on
Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 29, 2004.

(c) Instruments Defining the Rights of Securityholders.
(1) See Articles Fifth, Sixth, Eighth and Thirteenth of the Registrant's Articles of
Restatement dated August 11, 2003.

(2) See Article II of the Registrant's Amended and Restated By-Laws.

(d) Investment Advisory Agreement.
(1) Investment Management Agreements.
(a) Form of Investment Advisory Agreement between the Registrant and Dimensional
Fund Advisors Inc. ("DFA") dated May 13, 1987 re: the:
* DFA Five-Year Government Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 48/49 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 20, 1998.

(b) Investment Advisory Agreement between the Registrant and DFA dated April 26,
1994 re: the:
* VA Global Bond Portfolio (formerly the DFA Global Fixed Income
Portfolio and the DFA Global Bond Portfolio)
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 48/49 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 20, 1998.

(c) Investment Advisory Agreement between the Registrant and DFA dated September
24, 1990 re: the:
* DFA Intermediate Government Fixed Income Portfolio (formerly the DFA
Intermediate Government Bond Portfolio)
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 48/49 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 1998.

(d) Investment Advisory Agreement between the Registrant and DFA dated April 2,
1991 re: the:
* Large Cap International Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(e) Investment Advisory Agreement between the Registrant and DFA dated September
21, 1992.
* DFA Real Estate Securities Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(f) Investment Advisory Agreement between the Registrant and DFA dated December
20, 1994 re: the:
* DFA International Small Cap Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(g) Investment Advisory Agreement between the Registrant and DFA dated September
8, 1995 re: the:
* VA Large Value Portfolio (formerly known as the DFA Global Value
Portfolio)
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(h) Investment Advisory Agreement between the Registrant and DFA dated September
8, 1995 re: the:
* VA Small Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(i) Investment Advisory Agreement between the Registrant and DFA dated September
8, 1995 re: the:
* VA International Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(j) Investment Advisory Agreement between the Registrant and DFA dated September
8, 1995 re: the:
* VA International Small Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(k) Investment Advisory Agreement between the Registrant and DFA dated September
8, 1995 re: the:
* VA Short-Term Fixed Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(l) Investment Advisory Agreement between the Registrant and DFA dated August 8,
1996 re: the:
* International Small Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(m) Investment Advisory Agreement between the Registrant and DFA dated December 7,
1998 re: the:
* Tax-Managed U.S. Small Cap Value Portfolio (formerly Tax-Managed U.S.
5-10 Value Portfolio);
* Tax-Managed U.S. Small Cap Portfolio (formerly Tax-Managed U.S. 6-10
Small Company Portfolio); and
* Tax-Managed DFA International Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(1) Addendum Number One re: the reflection of the following name changes:
* Tax-Managed U.S. 5-10 Value Portfolio to the Tax-Managed
U.S. Small Cap Value Portfolio
* Tax-Managed U.S. 6-10 Small Company Portfolio to the
Tax-Managed U.S. Small Cap Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(2) Addendum Number Two re: the reflection of the following name changes:
* Tax-Managed U.S. Small Cap Value Portfolio to the
Tax-Managed U.S. Targeted Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(n) Investment Advisory Agreement between the Registrant and DFA dated July 30,
2002 re: the:
* DFA Short-Term Municipal Bond Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 66/67 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: July 30, 2002.

(o) Form of Investment Advisory Agreement between the Registrant and DFA re:
the:
* Emerging Markets Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 73/74 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 14, 2005.

(p) Investment Advisory Agreement between the Registrant and DFA dated September
13, 2005 re: the:
* U.S. Core Equity 1 Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(q) Investment Advisory Agreement between the Registrant and DFA dated September
13, 2005 re: the:
* U.S. Core Equity 2 Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(r) Investment Advisory Agreement between the Registrant and DFA dated September
13, 2005 re: the:
* International Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(s) Investment Advisory Agreement between the Registrant and DFA dated September
13, 2005 re: the:
* U.S. Vector Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(t) Investment Advisory Agreement between the Registrant and DFA dated August 7,
2006 re: the:
* Emerging Markets Social Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 82/83 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: August 4, 2006.

(u) Investment Advisory Agreement between the Registrant and DFA dated September
12, 2006 re: the:
* DFA Inflation-Protected Securities Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 83/84 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 12, 2006.

(v) Form of Investment Advisory Agreement between the Registrant and DFA re: the:
* DFA International Real Estate Securities Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 85/86 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: December 5, 2006.

(w) Form of Investment Advisory Agreement between the Registrant and DFA re:
the:
* DFA California Short-Term Municipal Bond Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 86/87 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 12, 2007.

(x) Form of Investment Advisory Agreement between the Registrant and DFA re:
the:
* T.A. U.S. Core Equity 2 Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 86/87 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 12, 2007.

(y) Form of Investment Advisory Agreement between the Registrant and DFA re:
the:
* U.S. Targeted Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(z) Form of Investment Advisory Agreement between the Registrant and DFA re:
the:
* U.S. Social Core Equity 2 Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 89/90 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: April 24, 2007.

(aa) Form of Investment Advisory Agreement between the Registrant and DFA re: the:
* CSTG&E U.S. Social Core Equity 2 Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 90/91 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: May 8, 2007.

(bb) Form of Investment Advisory Agreement between the Registrant and DFA re: the:
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 90/91 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: May 8, 2007.

(2) Sub-advisory Agreements.
(a) Sub-Advisory Agreement between the Registrant, DFA and DFA Australia Ltd.
(formerly DFA Australia Pty Limited) dated September 21, 1995 re: the:
* VA International Small Portfolio.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 37/38 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: November 22, 1995.

(i) Amendment No. 1 to Sub-Advisory Agreement between the Registrant, DFA
and DFA Australia Ltd. (formerly DFA Australia Pty Limited) dated
July 18, 1997
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 78/79 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2006.

(b) Sub-Advisory Agreement between the Registrant, DFA and Dimensional Fund
Advisors Ltd. dated September 21, 1995 re: the:
* VA International Small Portfolio.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 37/38 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: November 22, 1995.

(c) Form of Consultant Services Agreement between DFA and DFA Australia Ltd.
(formerly DFA Australia Pty Limited)
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 55/56 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 1999.

(d) Form of Consultant Services Agreement between
DFA and Dimensional Fund Advisors Ltd.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 55/56 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 1999.

(e) Form of Sub-Advisory Agreement between the Registrant, DFA and Dimensional
Fund Advisors Ltd. re: the:
* International Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(f) Form of Sub-Advisory Agreement between the Registrant, DFA and DFA Australia
Ltd. re: the:
* International Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(g) Form of Sub-Advisory Agreement between the Registrant, DFA and Dimensional
Fund Advisors Ltd. dated August 7, 2006 re: the:
* Emerging Markets Social Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 82/83 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: August 4, 2006.

(h) Sub-Advisory Agreement between the Registrant, DFA and DFA Australia Ltd.
dated August 7, 2006 re: the:
* Emerging Markets Social Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 82/83 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: August 4, 2006.

(i) Form of Sub-Advisory Agreement between the Registrant, DFA and Dimensional
Fund Advisors Ltd. re: the:
* DFA International Real Estate Securities Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 85/86 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: December 5, 2006.

(j) Form of Sub-Advisory Agreement between the Registrant, DFA and DFA Australia
Ltd. re: the:
* DFA International Real Estate Securities Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 85/86 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: December 5, 2006.

(k) Form of Sub-Advisory Agreement between the Registrant, DFA and Dimensional
Fund Advisors Ltd. re: the:
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 90/91 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: May 8, 2007.

(l) Form of Sub-Advisory Agreement between the Registrant, DFA and DFA Australia
Ltd. re: the:
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 90/91 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: May 8, 2007.

(e) Underwriting Contracts.

(1) Amended and Restated Distribution Agreement between the Registrant and DFA Securities
Inc. dated December 19, 2003.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(f) Bonus or Profit Sharing Plans.
Not Applicable.

(g) Custodian Agreements.
(1) Custodian Agreement between the Registrant and PNC Bank, N.A. (formerly Provident
National Bank) dated June 19, 1989 re: the:
* Enhanced U.S. Large Company Portfolio;
* DFA Two-Year Corporate Fixed Income Portfolio; and
* DFA Two-Year Government Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 37/38 to Registration Statement of the
Registrant on form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: November 22, 1995.

(2) Form of Custodian Agreement between the Registrant and PNC Bank, N.A. (formerly
Provident National Bank) re: the:
* U.S. 9-10 Small Company Portfolio;
* U.S. Large Company Portfolio;
* DFA One-Year Fixed Income Portfolio;
* DFA Intermediate Government Fixed Income Portfolio (formerly known as the DFA
Intermediate Government Bond Portfolio; and
* DFA Five-Year Government Portfolio
Previously filed with this registration statement and incorporated herein by reference.

(a) Addendum Number One
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(b) Addendum Number Two re: the addition of:
* Tax-Managed U.S. Marketwide Value Portfolio X;
* Tax-Managed U.S. 5-10 Value Portfolio X;
* Tax-Managed U.S. 6-10 Small Company Portfolio X; and
* Tax-Managed DFA International Value Portfolio X
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(c) Addendum Number Three re: the addition of:
* LD U.S. Large Company Portfolio;
* HD U.S. Large Company Portfolio;
* LD U.S. Marketwide Value Portfolio; and
* HD U.S. Marketwide Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(d) Addendum Number Four re: the reflection of the following name change:
* RWB/DFA International High Book to Market Portfolio to the AAM/DFA
International High Book to Market Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 59/60 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 26, 2001.

(e) Addendum Number Five re: the reflection of the following name changes:
* U.S. 9-10 Small Company Portfolio to U.S. Micro Cap Portfolio
* U.S. 6-10 Small Company Portfolio to U.S. Small Cap Portfolio
* U.S. 4-10 Value Portfolio to U.S. Small XM Value Portfolio
* U.S. 6-10 Value Portfolio to U.S. Small Cap Value Portfolio
* Tax-Managed U.S. 6-10 Small Company Portfolio to Tax-Managed U.S.
Small Cap Portfolio
* Tax-Managed U.S. 5-10 Value Portfolio to Tax-Managed U.S. Small Cap
Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(f) Addendum Number Six re: the addition of the:
* Tax-Managed U.S. Marketwide Portfolio;
and the reflection of the following name changes:
* LD U.S. Large Company Portfolio to LD U.S. Marketwide Portfolio
* HD U.S. Large Company Portfolio to HD U.S. Marketwide Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 63/64 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 7, 2001.

(g) Addendum Number Seven re: the reflection of the following name change:
* Tax-Managed U.S. Marketwide Portfolio to Tax-Managed U.S. Equity
Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 66/67 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: July 30, 2002.

(h) Addendum Number Eight re: the addition of the:
* DFA Short-Term Municipal Bond Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 66/67 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: July 30, 2002.

(i) Form of Addendum Number Nine re: the addition of the:
* Emerging Markets Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 75/76 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2005.

(j) Addendum Number Ten re: the addition of the:
* U.S. Core Equity 1 Portfolio;
* U.S. Core Equity 2 Portfolio;
* U.S. Vector Equity Portfolio;
* International Core Equity Portfolio;
and the reflection of the following name changes:
* The Pacific Rim Small Company Portfolio to the Asia Pacific Small
Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(h) Other Material Contracts.
(1) Transfer Agency Agreement.
Transfer Agency Agreement between the Registrant and PFPC Inc. (formerly Provident
Financial Processing Corporation) dated June 19, 1989.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 48/49 to the Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 20, 1998.

(f) Addendum Number Six re: the establishment of procedures for the provision of
pricing information to Fidelity Investments Institutional Operations Company,
Inc.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 63/64 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 7, 2001.

(g) Addendum Number Seven re: the addition of the:
* Tax-Managed U.S. Marketwide Portfolio
and the reflection of the following name changes:
* LD U.S. Large Company Portfolio to LD U.S. Marketwide Portfolio
* HD U.S. Large Company Portfolio to HD U.S. Marketwide Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 63/64 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 7, 2001.

(h) Addendum Number Eight re: the reflection of the following name change:
* Tax-Managed U.S. Marketwide Portfolio to Tax-Managed U.S. Equity
Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 66/67 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: July 30, 2002.

(i) Addendum Number Nine re: the addition of the:
* DFA Short-Term Municipal Bond Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 66/67 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: July 30, 2002.

(j) Form of Addendum Number Ten re: the addition of the:
* Emerging Markets Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 75/76 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2005.

(k) Addendum Number Eleven re: the addition of the:
* U.S. Core Equity 1 Portfolio;
* U.S. Core Equity 2 Portfolio;
* U.S. Vector Equity Portfolio;
* International Core Equity Portfolio;
and the reflection of the following name changes:
* The Pacific Rim Small Company Portfolio to the Asia Pacific Small
Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 77/78 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 13, 2005.

(l) Form of Addendum Number Fourteen re: the addition of the:
* Emerging Markets Social Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 82/83 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: August 4, 2006.

(2) Administration and Accounting Agreement
Administration and Accounting Services Agreement between the Registrant and PFPC dated
June 19, 1989.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 48/49 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 20, 1998.

(l) Form of Addendum Number Seventeen re: the addition of the:
* Emerging Markets Social Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 82/83 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: August 4, 2006.

(3) Administration Agreements.
Administration Agreements between the Registrant and DFA.
(a) Dated January 6, 1993 re: the
* DFA One-Year Fixed Income Portfolio (formerly The DFA Fixed Income
Shares)
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999

(b) Dated August 8, 1996 re: the:
* Japanese Small Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(c) Dated August 8, 1996 re: the
* United Kingdom Small Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(d) Dated August 8, 1996 re: the
* Continental Small Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(e) Form of Amended and Restated Administration Agreement dated March 30, 2006 re:
the:
* U.S. Large Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 78/79 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2006.

(f) Dated August 8, 1996 re: the
* Pacific Rim Small Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(1) Addendum Number One re: the reflection of the following name change:
* Pacific Rim Small Company Portfolio to Asia Pacific Small
Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 78/79 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2006.

(g) Dated January 6, 1993 re: the
* U.S. Small Cap Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(1) Addendum Number One re: the reflection of the following name change:
* U.S. 6-10 Small Company Portfolio to U.S. Small Cap Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(h) Dated January 6, 1993 re: the:
* U.S. Large Cap Value Portfolio (formerly the U.S. Large Cap High
Book-to-Market Portfolio)
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(i) Dated January 6, 1993 re: the:
* U.S. Small Cap Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(1) Addendum Number One re: the reflection of the following name change:
* U.S. 6-10 Value Portfolio (formerly the U.S. Small Cap High
Book to Market Portfolio) to U.S. Small Cap Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(j) Dated February 8, 1996 re: the
* RWB/DFA International High Book to Market Portfolio (formerly DFA
International High Book to Market Portfolio; formerly the Reinhardt
Werba Bowen International Large Stock Portfolio)
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(1) Addendum Number One re: the reflection of the following name change:
* RWB/DFA International High Book to Market Portfolio to the
AAM/DFA International High Book to Market Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 59/60 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 26, 2001.

(k) Dated March 30, 1994 re:
* Emerging Markets Portfolios
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(l) Dated February 8, 1996 re: the:
* Enhanced U.S. Large Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(m) Dated February 8, 1996 re: the
* DFA Two-Year Global Fixed Income Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(n) Form of Dated August 8, 1996 re: the:
* International Small Company Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 70/71 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 29, 2004.

(o) Dated December 19, 1996 re: the:
* Emerging Markets Small Cap Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(p) Dated November 30, 1997 re: the:
* U.S. Micro Cap Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(1) Form of Addendum Number One re: the reflection of the following name
change:
* U.S. 9-10 Small Company Portfolio to U.S. Micro Cap Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 60/61 to the
Registrant's Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 23, 2001.

(q) Form of Amended and Restated re: the:
* U.S. Targeted Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(r) Dated November 30, 1997 re: the:
* Emerging Markets Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(s) Dated December 8, 1998 re: the:
* Tax-Managed U.S. Marketwide Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 50/51 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 22, 1999.

(t) Form of Dated August 1, 2001 re: the:
* Tax-Managed U.S. Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 61/62 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: May 18, 2001.

(1) Addendum Number One re: the reflection of the following name change:
* Tax-Managed U.S. Marketwide Portfolio to Tax-Managed U.S.
Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 66/67 to the
Registrant's Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: July 30, 2002.

(4) Other.
(a) Form of Marketing Agreement dated June 29, 1994 between DFA and National Home
Life Assurance Company.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 33/34 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: June 19, 1995.

(b) Participation Agreement between DFA Investment Dimensions Group, Inc., DFA,
DFA Securities, Inc. and National Home Life Assurance Company.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 33/34 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: June 19, 1995.

(c) Form of Client Service Agent Agreement re: the:
* RWB/DFA International High Book to Market Portfolio (formerly the DFA
International High Book to Market Portfolio and Reinhardt Werba Bowen
International Large Stock Portfolio).
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 37/38 to the Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: November 22, 1995.

(1) Addendum Number One re: the reflection of the following name change:
* RWB/DFA International High Book to Market Portfolio to the
AAM/DFA International High Book to Market Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 59/60 to the
Registrant's Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 26, 2001.

(d) Fee Waiver and Expense Assumption Agreement between the Registrant and DFA
dated August 7, 2006.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 82/83 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: August 4, 2006.

(e) Fee Waiver and Expense Assumption Agreement between the Registrant and DFA
dated September 12, 2006 re:
* DFA Inflation-Protected Securities Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 83/84 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: September 12, 2006.

(f) Form of Fee Waiver and Expense Assumption Agreement between the Registrant and
DFA re:
* DFA International Real Estate Securities Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(g) Form of Fee Waiver and Expense Assumption Agreement between the Registrant and
DFA re:
* DFA California Short-Term Municipal Bond Portfolio
* T.A. U.S. Core Equity 2 Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(h) Form of Amended and Restated Fee Waiver and Expense Assumption Agreement
between the Registrant and DFA re:
* Emerging Markets Core Equity Portfolio
* U.S. Core Equity 1 Portfolio
* U.S. Core Equity 2 Portfolio
* U.S. Vector Equity Portfolio
* International Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(i) Form of Amended and Restated Fee Waiver and Expense Assumption Agreement
between the Registrant and DFA re:
* U.S. Large Company Portfolio
* U.S. Targeted Value Portfolio
* International Small Company Portfolio
* Japanese Small Company Portfolio
* United Kingdom Small Company Portfolio
* Continental Small Company Portfolio
* Asia Pacific Small Company Portfolio (formerly, Pacific Rim Small
Company Portfolio)
* Tax-Managed U.S. Equity Portfolio
* DFA Short-Term Municipal Bond Portfolio
* DFA Inflation-Protected Securities Portfolio
* Emerging Markets Social Core Equity Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's
Registration Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(j) Form of Fee Waiver Agreement between the Registrant and DFA re:
* U.S. Social Core Equity 2 Portfolio
ELECTRONICALLY FILED HEREWITH AS EXHIBIT NO. EX-99.h.4.j.

(i) Legal Opinion.

(1) Legal Opinion of Stradley, Ronon, Stevens & Young, LLP.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(j) Other Opinions.
(1) Consent of PricewaterhouseCoopers
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration Statement on
Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(k) Omitted Financial Statements.
Not applicable.

(l) Initial Capital Agreements.
Subscription Agreement under Section 14(a)(3) of the Investment Company Act of 1940.
Previously filed with this registration statement and incorporated herein by reference.

(m) Rule 12b-1 Plans.
Not Applicable

(n) Plans pursuant to Rule 18f-3.

(1) Multiple Class Plan Pursuant to Rule 18f-3, adopted April 1, 2004, re: the:
* U.S. Small Cap Value Portfolio
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 71/72 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: June 28, 2004.

(o) Powers-of-Attorney.
(1) On behalf of the Registrant, dated as of March 30, 2007, appointing David G. Booth,
David R. Martin, Catherine L. Newell, Valerie A. Brown and Jeff J. Jeon as
attorneys-in-fact to David G. Booth, Rex A. Sinquefield, George M. Constantinides,
John P. Gould, Roger G. Ibbotson, Robert C. Merton, Myron S. Scholes, Abbie J. Smith
and David R. Martin.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(2) On behalf of The DFA Investment Trust Company, Power-of-Attorney dated as of March 30,
2007, appointing David G. Booth, David R. Martin, Catherine L. Newell, Valerie A.
Brown and Jeff J. Jeon as attorneys-in-fact to David G. Booth, Rex A. Sinquefield,
George M. Constantinides, John P. Gould, Roger G. Ibbotson, Robert C. Merton, Myron S.
Scholes, Abbie J. Smith and David R. Martin.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(3) On behalf of Dimensional Emerging Markets Value Fund Inc., Power-of-Attorney dated as
of March 30, 2007, appointing David G. Booth, David R. Martin, Catherine L. Newell,
Valerie A. Brown and Jeff J. Jeon as attorneys-in-fact to David G. Booth, Rex A.
Sinquefield, George M. Constantinides, John P. Gould, Roger G. Ibbotson, Robert C.
Merton, Myron S. Scholes, Abbie J. Smith and David R. Martin.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 88/89 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: March 30, 2007.

(p) Codes of Ethics.
(1) Code of Ethics of Registrant, Adviser, Sub-Advisers and Underwriter.
Incorporated herein by reference to:
Filing: Post-Effective Amendment No. 69/70 to Registrant's Registration
Statement on Form N-1A.
File Nos.: 2-73948 and 811-3258.
Filing Date: January 29, 2004.

ITEM 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH THE FUND.

None.

ITEM 25. INDEMNIFICATION.

Reference is made to Section 1 of Article IX of the Registrant's Amended and Restated By-Laws,
which provide for indemnification, as set forth below.

With respect to the indemnification of the Officers and Directors of the Corporation:
(a) The Corporation shall indemnify each Officer and Director made party to a
proceeding, by reason of service in such capacity, to the fullest extent, and
in the manner provided, under Section 2-418 of the Maryland General
Corporation Law: (i) unless it is proved that the person seeking
indemnification did not meet the standard of conduct set forth in subsection
(b)(1) of such section; and (ii) provided, that the Corporation shall not
indemnify any officer or Director for any liability to the Corporation or its
security holders arising from the willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct of such
person's office.

(b) The provisions of clause (i) of paragraph (a) herein notwithstanding, the
Corporation shall indemnify each Officer and Director against reasonable
expenses incurred in connection with the successful defense of any proceeding
to which such Officer or Director is a party by reason of service in such
capacity.

(c) The Corporation, in the manner and to the extent provided by applicable law,
shall advance to each Officer and Director who is made party to a proceeding
by reason of service in such capacity the reasonable expenses incurred by such
person in connection therewith.

ITEM 26. BUSINESS AND OTHER CONNECTIONS OF THE INVESTMENT ADVISOR.

(a) Dimensional Fund Advisors LP, with a principal place of business located at 1299 Ocean
Avenue, Santa Monica, CA 90401, the investment manager for the Registrant, is also
the investment manager for three other registered open-end investment companies, The
DFA Investment Trust Company, Dimensional Emerging Markets Value Fund Inc. and
Dimensional Investment Group Inc. The Advisor also serves as sub-advisor for certain
other registered investment companies.

The Advisor is engaged in the business of providing investment advice primarily to
institutional investors. For additional information, please see "Management of the
Fund" in PART A and "Directors and Officers" in PART B of this Registration Statement.

Additional information as to the Advisor and the directors and officers of the Advisor
is included in the Advisor's Form ADV filed with the Commission (File No. 801-16283),
which is incorporated herein by reference and sets forth the officers and directors of
the Advisor and information as to any business, profession, vocation or employment or
a substantial nature engaged in by those officers and directors during the past two
years.

(b) The Sub-Advisor for the VA International Small Portfolio, International Core Equity
Portfolio, Emerging Markets Social Core Equity Portfolio, DFA International Real
Estate Securities Portfolio and CSTG&E International Social Core Equity Portfolio,
each a series of the Registrant, is Dimensional Fund Advisors Ltd. ("DFAL"). DFAL has
its principal place of business is 7 Down Street London W1J7AJ, United Kingdom.
Additional information as to the DFAL and the directors and officers of DFAL is
included in the DFAL's Form ADV filed with the Commission (File No. 801-40136), which
is incorporated herein by reference and sets forth the officers and directors of DFAL
and information as to any business, profession, vocation or employment or a
substantial nature engaged in by those officers and directors during the past two
years.

(c) The Sub-Advisor for the VA International Small Portfolio, International Core Equity
Portfolio, Emerging Markets Social Core Equity Portfolio, DFA International Real
Estate Securities Portfolio and CSTG&E International Social Core Equity Portfolio,
each a series of the Registrant, is DFA Australia Limited ("DFA Australia"). DFA has
its principal placed of business is Level 29 Gateway, 1 MacQuarie Place, Sydney, New
South Wales 2000, Australia. Additional information as to DFA Australia and the
directors and officers of DFA Australia is included in DFA Australia's Form ADV filed
with the Commission (File No. 801-48036), which is incorporated herein by reference
and sets forth the officers and directors of DFA Australia and information as to any
business, profession, vocation or employment or a substantial nature engaged in by
those officers and directors during the past two years.

ITEM 27. PRINCIPAL UNDERWRITERS.

(a) DFA Securities Inc., ("DFAS") is the principal underwriter for the Registrant. DFAS also
serves as principal underwriter for The DFA Investment Trust Company, Dimensional Emerging
Markets Value Fund Inc. and Dimensional Investment Group Inc.

(b) The following table sets forth information as to the Distributor's Directors, Officers,
Partners and Control Persons:

---------------------------------------- -------------------------------- -------------------------------
Name and Principal Business Address Positions and Offices with Positions and Offices with
Underwriter Fund
---------------------------------------- -------------------------------- -------------------------------
M. Akbar Ali Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Darryl Avery Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Arthur H. Barlow Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Scott A. Bosworth Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Valerie A. Brown Vice President and Assistant Vice President and Assistant
1299 Ocean Avenue Secretary Secretary
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
David P. Butler Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Patrick Carter Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Stephen A. Clark Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Robert P. Cornell Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Christopher S. Crossan Vice President and Chief Vice President and Chief
1299 Ocean Avenue Compliance Officer Compliance Officer
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
James L. Davis Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Robert T. Deere Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Robert W. Dintzner Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Kenneth Elmgren Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Richard A. Eustice Vice President and Assistant Vice President and Assistant
1299 Ocean Avenue Secretary Secretary
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Eugene F. Fama, Jr. Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Gretchen A. Flicker Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Glenn S. Freed Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Jennifer Fromm Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Mark R. Gochnour Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Henry F. Gray Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
John T. Gray Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Darla Hastings Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Joel H. Hefner Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Julie C. Henderson Vice President and Fund Vice President and Fund
1299 Ocean Avenue Controller Controller
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Kevin B. Hight Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Christine W. Ho Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Jeff J. Jeon Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Patrick M. Keating Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Joseph F. Kolerich Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Michael F. Lane Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Kristina M. LaRusso Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Juliet H. Lee Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
David R. Martin Vice President, Chief Vice President, Chief
1299 Ocean Avenue Financial Officer and Treasurer Financial Officer and
Santa Monica, CA 90401 Treasurer
---------------------------------------- -------------------------------- -------------------------------
Heather E. Mathews Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
David M. New Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Catherine L. Newell Vice President and Secretary Vice President and Secretary
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Gerard K. O'Reilly Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Carmen Palafox Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Sonya K. Park Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
David A. Plecha Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Eduardo A. Repetto Vice President and Chief Vice President and Chief
1299 Ocean Avenue Investment Officer Investment Officer
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
L. Jacobo Rodriguez Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Michael T. Scardina Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
David E. Schneider Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Ted R. Simpson Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Bryce D. Skaff Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Grady M. Smith Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Carl G. Snyder Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Lawrence R. Spieth Vice President Vice President
10 South Wacker Drive
Suite 2275
Chicago, IL 60606
---------------------------------------- -------------------------------- -------------------------------
Bradley G. Steiman Vice President Vice President
Suite 910, 1055 West Hastings
Vancouver, B.C. V6E 2E9
---------------------------------------- -------------------------------- -------------------------------
Karen E. Umland Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Carol W. Wardlaw Vice President Vice President
10 South Wacker Drive
Suite 2275
Chicago, IL 60606
---------------------------------------- -------------------------------- -------------------------------
Weston J. Wellington Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Daniel M. Wheeler Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Ryan Wiley Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Paul E. Wise Vice President Vice President
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------
Dimensional Fund Advisors LP Shareholder
1299 Ocean Avenue
Santa Monica, CA 90401
---------------------------------------- -------------------------------- -------------------------------

ITEM 28. LOCATION OF ACCOUNTS AND RECORDS.
The accounts and records of the Registrant are located at the office of the Registrant and at
additional locations, as follows:

Name Address
DFA Investment Dimensions Group Inc. 1299 Ocean Avenue
Santa Monica, CA 90401

PFPC Inc. 301 Bellevue Parkway,
Wilmington, DE 19809

ITEM 29. MANAGEMENT SERVICES.
None.

ITEM 30. UNDERTAKINGS.
Not Applicable.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933 (the "1933 Act") and
the Investment Company Act of 1940, as amended, the Registrant certifies that it
meets all of the requirements for the effectiveness of this registration
statement under Rule 485(b) under the 1933 Act and has duly caused
Post-Effective Amendment No. 91/92 to this Registration Statement to be signed
on its behalf by the undersigned, thereunto duly authorized, in the City of
Santa Monica, the State of California, as of the 6th day of July, 2007.

DFA INVESTMENT DIMENSIONS GROUP INC.
(Registrant)

By: /s/ David G. Booth *
David G. Booth, President
(Signature and Title)

Pursuant to the requirements of the Securities Act of 1933, Post-Effective
Amendment No. 90/91 to this Registration Statement has been signed below by the
following persons in the capacities and on the dates indicated.

Signature Title Date

/s/ David G. Booth * President, Director, July 6, 2007
David G. Booth Chairman and Chief
Executive Officer

/s/ Rex A. Sinquefield * Director July 6, 2007
Rex A. Sinquefield

/s/ David R. Martin * Chief Financial July 6, 2007
David R. Martin Officer, Treasurer
and Vice President

/s/ George M. Constantinides * Director July 6, 2007
George M. Constantinides

/s/ John P. Gould * Director July 6, 2007
John P. Gould

/s/ Roger G. Ibbotson * Director July 6, 2007
Roger G. Ibbotson

/s/ Robert C. Merton * Director July 6, 2007
Robert C. Merton

/s/ Myron S. Scholes * Director July 6, 2007
Myron S. Scholes

/s/ Abbie J. Smith * Director July 6, 2007
Abbie J. Smith

* By: /s/ Valerie A. Brown
Valerie A. Brown
Attorney-in-Fact (Pursuant to a Power-of-Attorney)

EXHIBIT INDEX

N-1A Exhibit No. EDGAR Exhibit No. Description

23(a)(16) EX-99.a.16 Articles of Amendment
23(a)(17) EX-99.a.17 Articles Supplementary
23(h)(4)(j) EX-99.h.4.j Form of Fee Waiver Agreement