UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-03459

Penn Series Funds, Inc.

(Exact name of registrant as specified in charter)

600 Dresher Road

Horsham, PA 19044

(Address of principal executive offices) (Zip code)

Steven Viola

Penn Series Funds, Inc.

600 Dresher Road

Horsham, PA 19044

(Name and address of agent for service)

Registrant’s telephone number, including area code: (215) 956-8129

Date of fiscal year end: December 31

Date of reporting period: December 31, 2017

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

Dear Investor:

Thank you for your continued affiliation with The Penn Mutual Life Insurance Company. The confidence and trust you place in us reaffirms our commitment to helping policyholders take advantage of all life’s possibilities. We also take pride in being a financially strong mutual insurance company that delivers on our promises, and I’m very pleased to bring you the following capital markets summary. Please remember that regardless of what the markets may bring, short-term performance changes should not distract you from your long-term financial plan, and it’s a good idea to meet with your investment professional regularly to make sure that your asset allocation remains on target.

Stocks moved solidly higher in 2017 pushing the major equity benchmarks further into record territory. The year’s performance was marked by near-record-low volatility, with any correction shallow and short-lived. A general sense of confidence about earnings, tax reform, and economic growth drove the major indexes’ steady ascent. Economic signals were also encouraging as the “Goldilocks” U.S. economic recovery moved beyond its 100th month with few signs of normal late-cycle imbalances or excesses to derail the current expansion. Real Gross Domestic Product (GDP) growth in the U.S. was best described as steady but not spectacular. Growth showed signs of accelerating with consecutive 3% quarterly gains for GDP during the year. Labor market conditions in the U.S. continued to tighten with the unemployment rate ending the year at 4.1%, below what many economist define as full employment. However, wage gains remained elusive for the consumer as secular forces — globalization, technology and aging demographics — are mitigating typical late-cycle wage pressures. In this environment, the U.S. stock market, as measured by the Wilshire 5000 Total Market Index, returned a strong 20.99 percent for the full twelve-month period ending December 31.

On a relative basis, large capitalization stocks provided higher returns than did mid and small capitalization stocks during the year. Large capitalization stocks, as measured by the Russell 1000 Index, returned 21.69 percent, while mid capitalization stocks, as measured by the Russell Midcap Index returned 18.52 percent and small capitalization stocks, as measured by the Russell 2000 Index, returned 14.65 percent. From a style perspective, growth stocks quite handily outperformed value stocks in all market capitalizations, with the widest disparity being in the large capitalization space. For instance, large cap growth stocks, as measured by the Russell 1000 Growth Index returned 30.21 percent while large cap value stocks, as measured by the Russell 1000 Value Index returned 13.66 percent. Lastly, U.S. equity Real Estate Investment Trusts (REITs) significantly underperformed the broader equity market for the full year as the regional mall and shopping center sectors performed poorly.

International markets performed extremely well during the year as emerging market stocks posted a stellar 37.75 percent return, as measured by the MSCI Emerging Markets Index, and developed international stocks returned a very strong 25.62 percent, as measured by the MSCI EAFE Index. Synchronized global growth, improved corporate earnings and rising oil prices were all key drivers of this performance. Growth in Europe and Japan is benefiting from unprecedented levels of central bank monetary stimulus, including negative interest rates and quantitative easing programs. Commodity prices and emerging market currencies, which both fell sharply after the U.S. presidential election, steadily recovered in 2017.

Investment-grade fixed-income securities underperformed high yield bonds during the twelve-month period as noninvestment-grade bonds benefited from investor demand for higher yields, a strong equity market, and a backdrop of solid credit fundamentals with minimal defaults. Investment-grade bonds, as measured by the Bloomberg Barclays U.S. Aggregate Bond Index, returned 3.54 percent and the Bloomberg Barclays U.S. Corporate High Yield Bond Index, returned a solid 7.50 percent. During the year, persistent low inflation created growing disagreement among Federal Reserve policy makers about the relevance of traditional economic modeling. Core Personal Consumption Expenditure — the Federal Reserve’s preferred measure of inflation — unexpectedly fell during the year and ended 2017 below the 2% inflation target. 2017 also saw the Treasury yield curve flatten, with low inflation keeping the long-end well bid and incremental Federal Reserve tightening pressuring the front-end.

Once again, we thank you for the privilege of serving your financial needs and encourage you to work closely with your financial professional to continue to explore your options throughout all life’s stages.

Sincerely,

David M. O’Malley

President and Chief Operating Officer

The Penn Mutual Life Insurance Company

President

Penn Series Funds, Inc.

Source: This material is not intended to be relied upon as a forecast, research or investment advice, and is not a recommendation, offer or solicitation to buy or sell any securities or to adopt any investment strategy. The opinions expressed are subject to change as subsequent conditions vary. All economic and performance information is historical and not indicative of future results.

Table of Contents

Penn Series Funds, Inc. Annual Report

Management’s Discussion of Fund Performance (Unaudited)
Limited Maturity Bond Fund	2
Quality Bond Fund	3
High Yield Bond Fund	4
Flexibly Managed Fund	6
Balanced Fund	8
Large Growth Stock Fund	9
Large Cap Growth Fund	11
Large Core Growth Fund	13
Large Cap Value Fund	15
Large Core Value Fund	17
Index 500 Fund	19
Mid Cap Growth Fund	20
Mid Cap Value Fund	22
Mid Core Value Fund	24
SMID Cap Growth Fund	26
SMID Cap Value Fund	28
Small Cap Growth Fund	30
Small Cap Value Fund	32
Small Cap Index Fund	34
Developed International Index Fund	36
International Equity Fund	38
Emerging Markets Equity Fund	40
Real Estate Securities Fund	43
Aggressive Allocation Fund	45
Moderately Aggressive Allocation Fund	47
Moderate Allocation Fund	49
Moderately Conservative Allocation Fund	51
Conservative Allocation Fund	53
Important Information about Fund Expenses (Unaudited)	55
Schedules of Investments	58
Statements of Assets and Liabilities	173
Statements of Operations	181
Statements of Changes in Net Assets	185
Financial Highlights	193
Notes to Financial Statements	208
Report of Independent Registered Public Accounting Firm	231
Tax Information	232
Disclosure of Portfolio Holdings	233
Voting Proxies on Fund Portfolio Securities	233
Fund Management	234

1

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Limited Maturity Bond Fund

The Penn Series Limited Maturity Bond Fund returned 1.68% for the twelve-month period ending December 31, 2017, compared to the 0.84% return for its benchmark, the Bloomberg Barclays Capital U.S. Government/Credit 1-3 Year Index, for the same period.

The Federal Reserve picked up its pace to tighten monetary policy with three additional rate hikes during the year. The Treasury yield curve flattened steadily throughout 2017 with short rates pushing higher while long rates fell moderately in response to persistent low inflation. We expect newly appointed Federal Reserve Chairman, Jerome Powell, to maintain Janet Yellen’s gradual approach to normalize monetary policy.

Conservative duration (interest rate risk) and floating rate bond holdings benefitted Fund performance during the year. Additionally, we increased holdings of Treasury Inflation Protected securities (TIPs) in anticipation of mounting inflation pressures during the later stages of this extended economic expansion.

Fund overweight exposure to higher yielding structured securities, including collateralized loan obligations (CLOs) and corporate bonds represented another source of value-added performance during the year. Credit spreads moved steadily tighter driven by strong demand from both domestic and global investors. An improving global economic backdrop also contributed to credit market outperformance. We expect our disciplined investment approach with emphasis on relative value fixed income opportunities to generate positive value added results for investors in the current low interest rate and credit spread environment.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Limited Maturity Bond Fund on December 31, 2007 would have grown to $12,013. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Bloomberg Barclays Capital U.S. Government Credit 1–3 Year Bond Index, during the same period. A $10,000 investment in the Bloomberg Barclays Capital U.S. Government Credit 1–3 Year Bond Index on December 31, 2007 would have grown to $12,018.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Limited Maturity Bond Fund		1.68	%		1.02	%		1.85	%
Bloomberg Barclays Capital U.S. Government/Credit 1-3 year Index		0.84	%		0.84	%		1.85	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Corporate Bonds		47.6	%
Asset Backed		26.3	%
Commercial Mortgage Backed		13.6	%
U.S Treasury Obligations		11.4	%
Municipal Bonds		1.1	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments.

2

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Quality Bond Fund

The Penn Series Quality Bond Fund returned 4.63% for the twelve-month period ending December 31, 2017, compared to the 3.54% return for its benchmark, the Bloomberg Barclays Capital U.S. Aggregate Bond Index.

The Fund finished in the top quartile among actively managed intermediate duration bond funds as measured by Morningstar.

Equity and credit markets delivered positive returns for investors in a year marked by historically low volatility. For the first time on record, the S&P posted positive total returns during every month of the year. Improving global macro-economic fundamentals and continued strong demand for income helped drive credit spreads to the tightest levels since the financial crisis.

The long anticipated bond bear market was put on hold again in 2017 despite three additional rate hikes by the Federal Reserve. Persistent low inflation in the United States kept a lid on long-term Treasury yields while short-term yields increased in response to tighter monetary policy. The result was significant yield curve flattening which historically has been a warning sign for slower economic growth.

Active duration (interest rate risk) management and yield curve positioning benefited Fund performance. We continue to hold Treasury Inflation Protected securities (TIPs) in anticipation of building inflation pressures as we enter the late stages of this extended economic expansion.

Fund holdings of corporate bonds and structured securities (including collateralized loan obligations) represented another source of value added performance during the year. We are gradually transitioning portfolio holdings up in credit quality as risk premiums compress. We will continue to look for the most attractive relative value opportunities across the fixed income markets and take advantage of higher interest rate volatility heading into 2018.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Quality Bond Fund on December 31, 2007 would have grown to $15,006. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on December 31, 2007 would have grown to $14,811.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Quality Bond Fund		4.63	%		2.24	%		4.14	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		3.54	%		2.10	%		4.01	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Corporate Bonds		46.6	%
Commercial Mortgage Backed		18.4	%
U.S. Treasury Obligation		11.7	%
Asset Backed		10.5	%
Residential Mortgage Backed		7.6	%
Municipal Bonds		3.2	%
Agency Obligations		1.5	%
Preferred Stocks		0.5	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments.

3

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

High Yield Bond Fund

The Penn Series High Yield Bond Fund returned 7.42% for the twelve-month period ending December 31, 2017, compared to the 7.03% return for its benchmark, the CSFB High Yield Bond Index for the same time period.

Credit selection in the financials sector was the top relative performance contributor, while our overweight to cable operators detracted.

High yield bonds returned 7% in 2017 according to the Credit Suisse High Yield Index. The Federal Reserve raised short-term interest rates three times during the 12-month period and maintained its forecast for three additional quarter-point moves in 2018. The Treasury yield curve flattened throughout the year, as the yield on shorter-maturity securities increased while longer-maturity yields slightly declined. In the closing weeks of the year, Congress passed and President Trump signed into legislation a major tax reform measure. The new law includes a reduction in corporate and marginal tax rates for individuals at most income levels. The tax overhaul is likely to have widely varying impacts to individual companies, and its potential for positive effects on the U.S economy is being debated. Firmer commodities prices throughout most of the year supported the performance of the below investment-grade market. Oil prices rose after OPEC and other major oil producers agreed to limit output through the end of 2018 and then rallied further amid reports of falling U.S. inventories.

Gross new issue activity increased 15% year-over-year, with USD $328.1 billion coming to market in 2017. However, net issuance registered considerably lower than the gross value due to heavy refinancing use of proceeds. Specifically, refinancing transactions accounted for 63% of total issuance in 2017. Industry flow activity for the overall year was negative. The J.P. Morgan par-weighted default rate ended December at 1.27%, meaningfully below the historical average of 3.8%. The steep decline this year was due to elevated default activity in 2016, largely confined to commodity sectors rolling off of the 12-month calculation.

Credit selection within financials was the top contributor to relative performance for the year. We increased our exposure to financials throughout the 12-month period, notably through non-benchmark hybrid securities issued by European banks such as UniCredit, Intesa Sanpaolo, and Credit Agricole. Eurozone economic growth continued to improve, and European Central Bank (ECB) bond purchases have provided regional support. While the ECB has signaled

its intention to begin tapering its purchase program in 2018, it is unlikely to begin raising interest rates until 2019.

Security selection and our underweight allocation to the “other telecommunications” segment, which includes both wireline and network infrastructure issuers, benefited. Avoiding Windstream and Frontier Communications, both traditional phone companies (aka wirelines) contributed to returns. Over the summer our investment team sold Frontier Communications via their tender offer, prompting our analyst to downgrade the name and we completely exited the position. Long-term secular headwinds and unsustainable leverage more than offset the attractive relative value of the bonds.

Within utilities, our holdings of NRG Energy, a leading U.S. power company, drove relative performance. NRG remains exposed to weaker power and natural gas prices. However, unlike coal or more highly levered peers, we believe this issuer has several options for improving operations and reducing leverage.

Our reserves position — necessary for portfolio liquidity — detracted from returns within an overall positive performance environment for credit.

An overweight allocation to cable operators was a drag on relative performance, although the negative impact was partly offset by our credit selection. Weakness in the sector was largely due to international cable and mobile services provider Altice’s prolonged issues with its French operations. These include continued subscriber losses, poor execution on product offerings, and little evidence of cost savings, although a weaker top-line from Portugal and some softness in its U.S operations also contributed.

Security selection in the retail sector was a drag on relative performance due, in part, to the portfolio’s investment in UK retailer New Look. These bonds traded lower after the company reported disappointing results for the second quarter of its 2018 fiscal year. Additionally, management revealed that inventory for nearly the entire second half of the fiscal year has already been purchased. This creates the risk that the retailer’s merchandise may not be in step with changing fashion trends as the year progresses, potentially weighing on earnings if the clothing has to be sold at deep discounts.

High yield bonds appear well positioned from a yield and duration perspective relative to many alternative fixed income sectors. The relatively low duration profile and higher income of the asset class are attractive in this environment. However, valuations are historically rich.

4

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Though valuations appear stretched, solid corporate fundamentals based on strong earnings and ready access to capital mean that the default rate will likely remain low. Steady economic growth is supportive to high yield issuers, as they are typically more sensitive to macroeconomic factors. Even so, global geopolitics and central bank policy bring a level of uncertainty. As always, we aim to deliver high current income while seeking to contain volatility inherent in this market. Our team maintains a commitment to credit research and risk-conscious investing that has led to favorable returns for our high yield clients over various market cycles.

Penn Mutual Asset Management, LLC

Investment Adviser

T. Rowe Price Associates, Inc.

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the High Yield Bond Fund on December 31, 2007 would have grown to $19,802. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the CSFB High Yield Bond Index, during the same period. A $10,000 investment in the CSFB High Yield Bond Index on December 31, 2007 would have grown to $20,773.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
High Yield Bond Fund		7.42	%		5.70	%		7.07	%
CSFB High Yield Bond Index		7.03	%		5.68	%		7.58	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
BBB/BB Rated & Above		10.0	%
BB Rated		8.0	%
BB/B Rated		29.9	%
B Rated		13.9	%
B/CCC Rated		18.9	%
CCC and Below		1.0	%
Not Rated		3.6	%
Loan Agreements		12.0	%
Equity Securities		2.7	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments.

5

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Flexibly Managed Fund

The Penn Series Flexibly Managed Fund returned 15.12% for the twelve-month period ending December 31, 2017, compared to the 21.83% return of its benchmark, the S&P 500 Index for the same time period.

The portfolio posted a positive return but lagged the all-equity S&P 500 Index in the 2017 calendar year. The portfolio outperformed its Morningstar peers but underperformed its Lipper peers. The portfolio’s equity allocation posted a strong return, outpacing its benchmark, the S&P 500 Index. The portfolio’s fixed income allocation also posted a positive return during the one-year period, outperforming its benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index.

Lifted in part by favorable corporate earnings and economic growth, U.S. stocks posted strong returns in 2017. Throughout the year, U.S. equities were buoyed by hopes that President Trump’s proposals for lower tax rates, reduced regulation, and increased infrastructure would be enacted. In the closing weeks of the year, Congress passed and President Trump signed legislation that reduces tax rates for corporations and closely held businesses, reduces marginal tax rates for individuals at most income levels, and changes the limits for various individual tax deductions.

Overall, we marginally added to our equity weight during the year, as we added selectively to names within the information technology sector and industrials and business services sector we believe will be solid performers in most economic scenarios. We trimmed select names in the consumer staples sector.

Our overall fixed income modestly declined from the prior year, as our high yield and bank loan exposure declined, while we added to investment-grade corporates and U.S. 10-year Treasury notes. High yield remains our largest weight within fixed income, but we view the sector as only moderately attractive at current levels due to tightening spreads over the past several quarters. While our fixed income duration remains relatively low, it increased during the year as we added to investment-grade corporates and U.S. 10-year Treasuries.

Within equities, the information technology sector detracted from relative returns, due to both our overweight position and stock selection. Within the sector, Fiserv and Fidelity National Information hindered results. The utilities sector also detracted from relative returns,

due to stock selection, and PG&E was a detractor. Conversely, the health care sector benefited relative performance, due to security selection. Within the sector, Abbott Laboratories contributed. The energy sector also aided relative results, due to an underweight position and stock selection. Canadian Natural Resources was a contributor in the sector.

Overall, we remain cautious on the U.S. equity market, although our outlook is more nuanced across time frames. In the near term, we believe earnings growth could continue to drive stocks higher. We are also finding select opportunities in which we believe investors have not fully priced in the benefits of federal tax reform. However, we see increasing potential for a downturn in the midterm, as valuations across asset classes remain elevated relative to history and the U.S. appears to be in the later stages of an economic cycle. We are also concerned about potential geopolitical shocks to the market. With this perspective, we are favoring high-quality companies that we believe can perform well in a variety of economic and market scenarios.

Penn Mutual Asset Management, LLC

Investment Adviser

T. Rowe Price Associates, Inc.

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Flexibly Managed Fund on December 31, 2007 would have grown to $23,135. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the S&P 500 Index, during the same period. A $10,000 investment in the S&P 500 Index on December 31, 2007 would have grown to $22,603.

6

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Flexibly Managed Fund		15.12	%		12.36	%		8.75	%
S&P 500 Index		21.83	%		15.79	%		8.50	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		30.0	%
Financials		17.7	%
Technology		12.2	%
Communications		10.5	%
Consumer, Cyclical		10.3	%
Industrials		10.2	%
Utilities		4.4	%
U.S. Treasury Obligations		2.6	%
Energy		1.8	%
Asset Backed		0.2	%
Basic Materials		0.1	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

7

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Balanced Fund

The Penn Series Balanced Fund returned 14.32% for the twelve-month period ending December 31, 2017, compared to its benchmarks, the S&P 500 Index’s return of 21.83% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 3.54% for the same time period.

The Balanced Fund is comprised of a target allocation of 60% to an equity fund and 40% to a fixed income fund. The equity allocation of the Fund is comprised of the Penn Series Index 500 Fund which seeks a total return that corresponds to that of the S&P 500 Index. The fixed income allocation of the Fund consists of an allocation to the Penn Series Quality Bond Fund.

At the broad asset class level, the Balanced Fund’s equity allocation performed in line with its broad equity benchmark the S&P 500 Index for the twelve-month period. The Fund’s fixed income allocation outperformed the Bloomberg Barclays Capital U.S. Aggregate Bond Index for the same period.

The Fund’s overweight in CMBS (commercial mortgage-backed securities) and CLO (collateralized loan obligations) have contributed positively to the performance. High Yield bonds also performed well.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Balanced Fund on August 25, 2008 would have grown to $20,946. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the S&P 500 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the S&P 500 Index on August 25, 2008 would have grown to $25,334. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,595.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Balanced Fund		14.32	%		9.81	%		8.23	%
S&P 500 Index		21.83	%		15.79	%		10.45	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		3.54	%		2.10	%		4.13	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Asset Allocation Target as of 12/31/17

Index 500	60.0	%
Intermediate Bonds	40.0	%
	100.0	%

8

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Growth Stock Fund

The Penn Series Large Growth Stock Fund returned 33.16% for the twelve-month period ending December 31, 2017, compared to the 30.21% return for its benchmark, the Russell 1000 Growth Index for the same time period.

The portfolio delivered positive returns for the twelve months ended December 31, 2017, outpacing the benchmark Russell 1000 Growth Index. Overall, stock selection and group weighting combined for relative outperformance. Information technology, health care, and consumer staples were the leading relative outperformers. Financials was the only significant detractor.

U.S. stocks posted strong returns in 2017, buoyed by solid corporate earnings and economic growth. Throughout the year, hopes that President Trump’s proposals for lower tax rates, reduced regulation, and increased infrastructure spending would be enacted supported the market. While the Federal Reserve raised its interest rate target three times in 2017, the central bank’s moves were widely expected and did not disrupt equity markets. Growth stocks outpaced value shares, while large-caps outperformed small-caps, as measured by Russell indexes. Most major stock indexes finished the year near record levels amid expectations that the new tax law would add to economic growth in 2018.

Information technology was the leading relative outperformer, mainly due to stock selection, but overweighting the benchmark’s second-strongest performer also helped. Higher-than-expected revenue growth in its gaming and cloud-computing businesses has helped drive shares of Tencent Holdings higher over the past year. The company, which operates the dominant social media platform in China, is the best-positioned mobile Internet player in the region with its WeChat messaging service and portfolio of other promising assets. Shares of Alibaba Group Holding have rallied sharply over the past year, with results consistently exceeding expectations, driven by the strength in its core Chinese e-commerce business.

Health care outperformed due to stock selection. Intuitive Surgical share prices soared largely due to accelerated growth in the number of global procedures being performed by da Vinci, the company’s robotic surgical system. Procedure growth — the engine of the business model — could get an additional boost as the company rolls out its new and more affordable system (da Vinci X), which should provide opportunities to expand into many more hospitals. Vertex Pharmaceuticals performed strongly thanks in large part to successful results from its Phase III clinical trial for a

new drug designed to treat patients with cystic fibrosis. The population served by its existing treatment did well in the trial, without the same tolerability issues.

Consumer staples was an outperformer due to significant underweighting against the benchmark. In our view, valuations remain stretched as investors have bid up the sector over the past several years for its defensive characteristics and dividend support against a backdrop of historically low yields in fixed income.

Financials was the only significant relative detractor, mainly due to stock selection, but overweighting also hurt results. Unfavorable stock selection, particularly in the capital markets industry that comprises our major allocation in this sector, weighed on results.

The current environment is almost an ideal one for equities, with elevated prices for a range of assets and high expectations for profit and economic growth encouraging investors to accept a higher level of risk. The strong earnings performance of 2017 will set a higher bar for year-over-year profit comparisons but investors are likely to look past some slowing in earnings growth if the overall economy remains healthy.

Penn Mutual Asset Management, LLC

Investment Adviser

T. Rowe Price Associates, Inc.

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Large Growth Stock Fund on December 31, 2007 would have grown to $25,443. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Growth Index, during the same period. A $10,000 investment in the Russell 1000 Growth Index on December 31, 2007 would have grown to $25,930.

9

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Large Growth Stock Fund		33.16	%		17.53	%		9.79	%
Russell 1000 Growth Index		30.21	%		17.33	%		10.00	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/2017

	Percent of Total Investments1
Communications		26.7	%
Consumer, Non-cyclical		21.6	%
Technology		20.2	%
Financials		13.4	%
Consumer, Cyclical		8.3	%
Industrials		8.0	%
Utilities		1.8	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

10

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Cap Growth Fund

The Penn Series Large Cap Growth Fund returned 28.19% for the twelve-month period ending December 31, 2017, compared to the 30.21% return for its benchmark, the Russell 1000 Growth Index for the same time period.

For the first time in many years, the global economy experienced a period of synchronized economic growth over the reporting period. The rebound in emerging markets (“EM”) economies was more pronounced (despite the slight deceleration in Chinese growth at the end of the period), helped by larger economies, such as Brazil and Russia, emerging from recessions. At the same time, developed markets (“DM”) economies continued to grow at or above potential. Market confidence increased in the US during the period fueled, in part, by a more lenient US regulatory backdrop and hopes for a significant cut in corporate tax rates, which came to fruition at the end of the period.

Globally, markets benefited from a reflation trade as commodity prices strengthened, activity and growth prospects improved, and inflation moved higher, though within moderate bounds. As a result, there were more tightening signals and actions by DM central banks. The US Federal Reserve increased interest rates by 25 basis points three times during the period, bringing the total number of quarter-percent hikes in the federal funds rate to five, since December 2015. The European Central Bank announced an extension of its quantitative easing program at the end of the period, but reduced the pace of its monthly asset purchases by half. In addition, the Bank of England hiked its base rate for the first time in a decade, late in the end of the period. Markets were comforted, along with central banks, by the decline in fears of a populist surge in Europe after establishment candidates won the Dutch and French elections, though a right-wing populist party gained seats in the German parliament for the first time in the post-World War II era. Additionally, European growth reflected a generally calmer political economic backdrop.

In recent months, the US dollar reversed the sharp rise seen early in the period, easing what had been a substantial headwind to earnings for multinationals. US consumer spending held up well during the second half of the period amid a modest increase in real wages and relatively low gasoline prices. However, demand for autos cooled from the record level logged early in the period, while the housing market improved, albeit constrained by below-average inventory levels. Global trade, which was sluggish early in the period, showed signs of improvement

in the period’s second half, a positive indicator of global economic activity and prospects. Early in the period, there was a selloff in EM due to fears that President Trump would follow through on various campaign threats and promises that were judged to be detrimental to EM. While President Trump withdrew the US from the Trans-Pacific Partnership and began the renegotiation of the North American Free Trade Agreement, significant additional policy action was lacking on economic issues involving EM. As a result, EM resumed their upward trajectory, powered by strong inflows throughout 2017.

The portfolio’s underweight position in the technology sector detracted from the portfolio’s performance relative to the Russell 1000^® Growth Index. Within this sector, an underweight position in mobile phones and personal computer maker Apple and not holding shares of social media provider Facebook held back relative results.

Security selection in the special products & services sector also dampened relative returns led by an overweight position in business services company Equifax.

Security selection and an underweight position in the industrial goods & services sector further weighed on relative results. Here, not holding shares of aerospace company Boeing weakened relative performance.

Security selection in the basic materials sector also hindered relative results. However, there were no individual stocks within this sector that were among the portfolio’s largest relative detractors during the reporting period.

Individual stocks that held back relative performance included not holding shares of internet retailer Amazon.com and overweight positions in automotive replacement parts distributor AutoZone, drugstore retailer CVS Health Corp, US discount apparel and home fashions retailer TJX Companies and consumer products company Colgate-Palmolive.

The portfolio’s cash and/or cash equivalents position during the period was also a detractor from relative performance. Under normal market conditions, the portfolio strives to be fully invested and generally holds cash to buy new holdings and to provide liquidity. In a period when equity markets rose, as measured by the portfolio’s benchmark, holding cash hurt performance versus the benchmark, which has no cash position.

Security selection in both the consumer staples and financial services sectors contributed to relative

11

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

performance. Within the consumer staples sector, overweight positions in beauty products maker Estee Lauder and infant and children’s pediatric nutrition producer Mead Johnson Nutrition(h) aided relative returns. Within the financial services sector, there were no individual stocks that were among the portfolio’s largest relative contributors during the reporting period.

Security selection in the health care sector also bolstered relative performance. Here, an overweight position in diversified health care products manufacturer Abbott Laboratories and not holding shares of biotechnology firm Celgene buoyed relative returns.

Elsewhere, the portfolio’s position in luxury goods company LVMH(b) (France), and overweight positions in paint and coating manufacturer Sherwin-Williams, credit rating agency Moody’s and US analog and digital semiconductor manufacturer Texas Instruments, contributed to relative returns. Additionally, not holding shares of both diversified infrastructure and financial services company General Electric and diversified technology products and services company International Business Machines (IBM) aided relative results.

During the reporting period, the portfolio’s relative currency exposure, resulting primarily from differences between the portfolio’s and the benchmark’s exposures to holdings of securities denominated in foreign currencies, contributed to relative performance. All of MFS’ investment decisions are driven by the fundamentals of each individual opportunity and, as such, it is common for our portfolios to have different currency exposure than the benchmark.

Penn Mutual Asset Management, LLC

Investment Adviser

MFS Investments

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Large Cap Growth Fund on December 31, 2007 would have grown to $16,592. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Growth Index, during the same period. A $10,000 investment in the Russell 1000 Growth Index on December 31, 2007 would have grown to $25,930.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Large Cap Growth Fund		28.19	%		13.19	%		5.19	%
Russell 1000 Growth Index		30.21	%		17.33	%		10.00	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		30.6	%
Technology		22.1	%
Consumer, Cyclical		14.2	%
Communications		10.0	%
Financials		9.7	%
Industrials		8.1	%
Basic Materials		4.5	%
Energy		0.8	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

12

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Core Growth Fund

The Penn Series Large Core Growth Fund returned 32.78% for the twelve-month period ending December 31, 2017, compared to the 30.21% return for its benchmark, the Russell 1000 Growth Index for the same time period.

Major U.S. stock indexes spent most of 2017 climbing toward, then exceeding, new record highs. Fueling their momentum was a combination of strong economic growth, robust corporate profits (aided, in part, by a weak dollar) and optimism for tax reform. While the Federal Reserve raised its benchmark interest rate three times in 2017, the moves were incremental and not considered a headwind to the economy’s momentum. Notable uncertainties in domestic politics and geopolitics also failed to disrupt the market’s advance. Overall, market volatility remained historically low, further bolstering investor confidence in stocks.

The Russell 1000 Growth Index’s top-performing sector during the period was utilities, followed by information technology (IT) and financials. The energy sector was the only Index sector with a negative return, and telecommunication services and consumer staples were also among the bottom-performing sectors for the period.

The long-term investment horizon and conviction-weighted investment approach embraced by the team since 1998 can result in periods of performance deviation from the benchmark and peers. In this reporting period, both stock selection and sector allocation were favorable to relative performance.

The financials sector contributed the most to relative performance. Stock selection in financials added value, with strong performance from holdings in S&P Global and MSCI. An overweight position in the financials sector was also modestly beneficial. The Fund’s lack of exposure to the consumer staples sector was advantageous in this period, as the sector lagged the broad market in this period. Stock selection in IT also drove relative gains, led by the strong rallies in Facebook and Alphabet shares.

Conversely, stock selection in the industrials and consumer discretionary sectors underperformed. Although all of the industrials stocks held by the Fund appreciated during the period, the Fund was less exposed to other stronger-performing names within the sector, which was disadvantageous on a relative performance basis. In the consumer discretionary sector, the Fund was hampered by weak performance in apparel makers Under Armor and Michael Kors.

The portfolio does not hold any derivatives.

Our team continues to focus on bottom-up stock selection and the long-term outlook for companies owned in the portfolio; accordingly, we have had turnover in the portfolio to date, as our ongoing work reaffirms our assessment of quality and competitive advantage in the names we own. At the end of the period, the Fund’s largest sector weights were in consumer discretionary, IT and industrials, with no exposure to the consumer staples, energy, telecommunication services, real estate and utilities sectors.

Penn Mutual Asset Management, LLC

Investment Adviser

Morgan Stanley Investment Management

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Large Core Growth Fund on August 25, 2008 would have grown to $21,732. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Growth Index, during the same period. A $10,000 investment in the Russell 1000 Growth Index on August 25, 2008 would have grown to $28,357.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Large Core Growth Fund		32.78	%		14.97	%		8.66	%
Russell 1000 Growth Index		30.21	%		17.33	%		11.79	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

13

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Communications		28.9	%
Consumer, Cyclical		22.7	%
Industrials		19.2	%
Technology		10.4	%
Consumer, Non-cyclical		9.2	%
Financials		7.9	%
Basic Materials		1.7	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

14

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Cap Value Fund

The Penn Series Large Cap Value Fund returned 14.60% for the twelve-month period ending December 31, 2017, compared to the 13.66% return for its benchmark, the Russell 1000 Value Index for the same time period.

Buoyed by accommodative monetary policy, solid earnings and economic growth, 2017 ended well. Given low volatility, positive earnings surprises and the promise of US tax reform, equities markets (as measured by the S&P 500) rose 20%. The S&P 500 also delivered an entire year of positive monthly returns. Despite this string of gains, it’s worthy to note that seven out of these twelve months’ returns were under 2%, and perhaps indicative that sentiment was still cautious as investors constantly underestimated earnings results. Yet a strong earnings season, healthy economic growth and delivery of US tax cuts ended up extending one of the longest bull markets in history, even as some investors remained nervous over the length of the rally.

Although the rally was broad-based, it was dominated by strong stock performance in consumer discretionary names like Amazon and technology companies like Facebook; both of which gained over 50% for the year. Therefore, it is not surprising in this growth-oriented environment that large value managers (+13.7 %) lagged their growth brethren (+30.2 %) for the year. The Penn Series Large Cap Value Fund was up 14.60%, ahead of its benchmark by 90bps. The outperformance was broad-based due to strong stock selection in the industrials, telecommunications, financials, real estate and telecommunication sectors. A relative overweight to both the information technology and healthcare sectors, as well as an underweight to the energy sector also proved beneficial.

The top individual holdings were Bank of America (BAC) and JP Morgan Chase (JPM), as the market began discounting tax reform passage. Solid earnings results plus various positive developments on the deregulation front also helped serve as positive catalysts for the group. Both will likely benefit from lower taxes, higher interest rates and improving loan growth. BAC was also allowed to repurchase additional stock by the Federal Reserve outside of the normal stress-test protocol, affirming the market’s belief in a kinder regulatory approach going forward.

The largest detractors from performance were Advance Auto Parts, which has since rallied, and Anadarko Petroleum. Shares of Advance Auto were under severe

pressure throughout the year given the combination of elevated expectations and industry deceleration resulted. Anadarko underperformed, post the Colorado home explosion that originated from a gas leak in a nearby well. While it is unclear who is ultimately responsible for the mistake, Anadarko is the current owner of the well, which resulted in a decrease of shares following this news. Additionally, E&P’s saw their multiples compress as investors penalized companies for growing production without regard to the corresponding returns. APC has amended their executive compensation to better align management incentives with returns on capital and the stock has rebounded since this change.

Looking forward, after a banner year for equity markets worldwide, we remain constructive on the potential for a continued global growth environment in 2018, albeit at possibly a slower pace, as a recovery in corporate profits has lifted consumer and business confidence. Given the current favorable environment, we expect the central bank to hike at least two to three times in 2018, continuing its gradual pace. Aggressive tightening of short-term rates by the Federal Reserve remains a risk, particularly if fiscal stimulus stokes inflation beyond the target rate. We expect investors’ risk appetite to ebb and flow with the markets, but long-term expectations for global expansion improvement and corporate earnings growth suggest staying the course. We remain cautiously optimistic and continue to take a long-term, security-specific approach and, as always, view opportunities as defined by our reward to risk profiles.

This portfolio is actively managed and holdings are subject to change. Reference to specific securities or holdings should not be considered recommendations for action by investors. There is no guarantee the portfolio continues to invest as indicated.

Penn Mutual Asset Management, LLC

Investment Adviser

Loomis, Sayles & Co.

Investment Sub-Adviser

15

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Large Cap Value Fund on December 31, 2007 would have grown to $16,686. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Value Index, during the same period. A $10,000 investment in the Russell 1000 Value Index on December 31, 2007 would have grown to $19,863.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Large Cap Value Fund		14.60	%		12.65	%		5.25	%
Russell 1000 Value Index		13.66	%		14.04	%		7.10	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Financials		31.4	%
Consumer, Non-cyclical		20.1	%
Industrials		15.3	%
Energy		9.3	%
Communications		7.6	%
Technology		6.8	%
Consumer, Cyclical		4.1	%
Utilities		3.8	%
Basic Materials		1.6	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

16

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Large Core Value Fund

The Penn Series Large Core Value Fund returned 15.21% for the twelve-month period ending December 31, 2017, compared to the 13.66% return for its benchmark, the Russell 1000 Value Index for the same time period.

Equity markets delivered broad-based robust gains in calendar year 2017 as strong global economic growth, rising corporate profits, and low trading volatility boosted stocks during the period.

In the U.S., despite persistent investor concerns about the prospects of President Trump’s economic initiatives, in part due to unsuccessful efforts to enact legislative health care reform, investors cheered the passage of the Republican tax reform package in December. Deep cuts in corporate taxes, a key element of the bill, raised corporate-profit expectations. Stocks also benefited from positive U.S. economic data. The jobless rate fell to 4.1% in October, a 17-year low. Retail sales rose sharply in November, beating forecasts. Manufacturing and industrial production also remained strong during the period.

In response to the strengthening economy, the U.S. Federal Reserve (the “Fed”) raised short-term interest rates three times during the period. With inflation still in check, most investors took the rate hikes in stride and continued to drive stock prices higher.

Overseas, emerging market equities, powered by world economic growth and low interest rates, continued to generally outperform developed markets. In China, a strong housing market, backed by government supports, helped spur economic growth. Rising corporate profits lifted European stocks. Amid the economic optimism, stocks largely shrugged off geopolitical issues, such as the North Korea crisis and Britain’s exit from the European Union.

In the U.S, the S&P 500 Index rose 21.83% and large-cap stocks generally outperformed their small-cap counterparts during the calendar year period. Globally, the MSCI EAFE and MSCI Emerging Markets indices delivered robust gains of 25.03% and 37.28% respectively for the period.

The Fund’s outperformance versus the index was primarily the result of strong stock selection, while sector allocation had a modestly positive impact for the period. Among U.S. large-cap equities, growth stocks outperformed value stocks during the period by a wide margin. Nine of the eleven economic sectors within the Index appreciated during the period, led by Information Technology, Materials, and Financials. Telecommunication Services and Energy were the lone sectors that generated negative returns.

Stock selection was positive in 6 of the 11 sectors in which the strategy was invested. Stock selection gains were greatest within the Information Technology and Industrials sectors. The Fund’s overweight to the strong-performing Health Care sector also contributed to relative results. Within Industrials, the Fund’s overweight to Caterpillar was the largest contributor to the Fund’s relative performance during the period. Additionally, not owning conglomerate General Electric in the fourth quarter aided relative performance results for the calendar year period. In Information Technology, positions in Qualcomm, Alphabet, and Apple were among the top 10 contributing relative stocks over the period. Elsewhere, underexposure to Exxon Mobil, a large component of the Index which lagged the broader market, and an overweight to Utilities firm NextEra Energy, were beneficial to relative performance.

On a sector basis, unfavorable stock selection in Consumer Staples and Real Estate detracted from relative performance. Within Consumer Staples, the Fund’s avoidance of Wal-Mart Stores weighed on relative results. In Real Estate, the Fund’s overweight positions in Simon Property Group and Public Storage hurt relative performance results. Elsewhere, the Fund’s position in Philip Morris International was the largest relative detractor during the period. Other top detractors included Energy companies Pioneer Natural Resources Company and Occidental Petroleum.

The S&P 500 went through 2017 without experiencing a correction of more than 3%. This level of steadiness is unusual for an asset class that sits at the bottom of the corporate capital structure, collecting the residual cash flows, for better or worse. Much has been written and said about the low levels of asset price volatility around the world. In our view, the best explanation seems to be some combination of excessive liquidity resulting from ongoing easy money policies from the world’s central banks, along with the technical aspects of the market structure (i.e., ETF flows and volatility targeting trading strategies).

It is reasonable to predict that volatility will come back to the stock market at some point. It is much more difficult to identify precisely when that will occur. A number of looming catalysts, including tax reform, new European regulations (MiFID II), and a host of unknown risks, are likely to materialize in the future. We believe that active management within an investing environment where volatility and event-driven outcomes remain uncertain provides investors the best opportunities for attractive portfolio returns.

17

In regard to sector weights, Real Estate and Consumer Staples are the Fund’s largest overweight positions, while Financials and Healthcare are its largest underweights.

Penn Mutual Asset Management, LLC

Investment Adviser

Eaton Vance Management

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Large Core Value Fund on August 25, 2008 would have grown to $18,833. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 1000 Value Index, during the same period. A $10,000 investment in the Russell 1000 Value Index on August 25, 2008 would have grown to $22,742.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Large Core Value Fund		15.21	%		12.57	%		7.00	%
Russell 1000 Value Index		13.66	%		14.04	%		9.18	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Financials		30.6	%
Consumer, Non-cyclical		22.0	%
Energy		11.2	%
Industrials		9.4	%
Communications		6.8	%
Consumer, Cyclical		6.2	%
Utilities		6.0	%
Technology		5.7	%
Basic Materials		2.1	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

18

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Index 500 Fund

The Penn Series Index 500 Fund returned 21.50% for the twelve-month period ending December 31, 2017, compared to the 21.83% return for its benchmark, the S&P 500 Index for the same time period.

The Fund and Index returns reflect the reinvestment of dividends and other income. The Fund’s performance reflects the expenses of managing the Fund, including brokerage and advisory expenses. The Index is unmanaged and Index returns do not reflect fees and expenses of any kind, which would have a negative impact on returns. Small security misweights, cash drag, futures exposure, as-of cash flows, and compounding contributed to the difference between the Fund’s performance and that of the Index.

Our goal is to remain fully invested in the equity market at all times. Accordingly, we typically hold a small amount (between 1-3% of the portfolio’s value) in exchange traded, CFTC — approved equity index futures contracts to accommodate cash flows into and out of the portfolio. We also may invest in futures to provide market exposure for cash and cash equivalents, such as dividend, income and trade receivables within the portfolio.

On an individual security level, the top positive contributors to the Fund’s performance were Apple, Microsoft Corporation, and Amazon.com. The top negative contributors to the Fund’s performance were General Electric Company, Schlumberger NV, and Exxon Mobil Corporation.

Nine out of the eleven sectors of the S&P 500 had positive returns for the year. The fund’s performance had the biggest positive contributions from Information Technology, Financials, and Health Care. The negative impacts to the index over the year were Energy and Telecommunication Services.

Penn Mutual Asset Management, LLC

Investment Adviser

State Street Global Advisors

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Index 500 Fund on December 31, 2007 would have grown to $22,261. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the S&P 500 Index, during the same period. A $10,000 investment in the S&P 500 Index on December 31, 2007 would have grown to $22,603.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Index 500 Fund		21.50	%		15.37	%		8.33	%
S&P 500 Index		21.83	%		15.79	%		8.50	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		21.8	%
Financials		19.0	%
Technology		15.2	%
Communications		13.5	%
Industrials		10.1	%
Consumer, Cyclical		8.9	%
Energy		6.1	%
Utilities		2.9	%
Basic Materials		2.5	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

19

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Mid Cap Growth Fund

The Penn Series Mid Cap Growth Fund returned 27.08% for the twelve-month period ending December 31, 2017, compared to the 25.27% return for its benchmark, the Russell Midcap Growth Index for the same time period.

The managers primarily emphasize a bottom-up approach and may look at a number of factors in its consideration of a company. These include new or innovative products or services, adaptive or creative management, strong financial and operational capabilities to sustain multi-year growth, market potential, profit potential, stable and consistent revenue, earnings, and cash flow. Mid-cap growth stocks as measured by the Russell Midcap Growth Index (the Fund’s benchmark) gained 25.3% in the 12-month period ending December 31, 2017.

For the reporting period, the Fund outperformed the benchmark. The top four sectors that contributed positively to the Fund’s performance were information technology, consumer staples, consumer discretionary and health care. Those sectors that detracted from the Fund’s performance were materials, energy and financials. Industrials were neutral to the Fund’s performance. The Fund had no exposure to real estate, telecommunication services and utilities. Cash had no real impact and Equity Options were 0.14% to the negative.

Stock selection was the overwhelming important factor for performance, especially in the information technology and consumer staples sectors. Sector allocation was a minor positive, with information technology, consumer discretionary and consumer staples providing the greatest positive returns, helping to offset the negative allocation related to the Fund’s energy exposure. The Fund’s financials and energy holdings posed the biggest challenges to performance last year. The portfolio was overweight the outperforming financials sector, but the performance of those names fell well short of the benchmark, and detracted significantly from overall Fund performance. The issues were two-fold: bank holdings struggled to perform and the portfolio had little exposure to the strong performing capital markets stocks. Materials sector performance was related to stock underperformance relative to the index, as the Fund was underweight this underperforming group.

The top three securities contributing to the Fund’s relative performance for the reporting period were Mercadolibre, Inc., Grubhub, Inc. and Intuitive Surgical, Inc. The top three securities detracting from the Fund’s relative performance

for the reporting period were Pandora Media, Inc., Noble Energy, Inc. and Chipotle Mexican Grill. Not owning NVIDIA Corporation, which performed well for the index, was a significant opportunity cost for the Fund during the period.

Penn Mutual Asset Management, LLC

Investment Adviser

Ivy Investment Management

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Mid Cap Growth Fund on December 31, 2007 would have grown to $17,887. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell Midcap Growth Index, during the same period. A $10,000 investment in the Russell Midcap Growth Index on December 31, 2007 would have grown to $23,895.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Mid Cap Growth Fund		27.08	%		13.79	%		5.99	%
Russell MidCap Growth Index		25.27	%		15.30	%		9.10	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

20

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		28.7	%
Consumer, Cyclical		26.4	%
Industrials		14.1	%
Technology		11.8	%
Financials		7.5	%
Communications		7.4	%
Energy		2.5	%
Basic Materials		1.6	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

21

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Mid Cap Value Fund

The Penn Series Mid Cap Value Fund returned 17.45% for the twelve-month period ending December 31, 2017, compared to the 13.34% return for its benchmark, the Russell Micap Value Index for the same time period.

The Trump administration moved quickly to implement business friendly policies which have led to improved business and consumer confidence and have been well received in the market. The new tax bill signed into law at year-end should be extremely favorable for corporate America and could lead to an increase in capital spending improving the already robust earnings outlook for 2018.

Large cap growth stocks have significantly outpaced smaller, value oriented companies both in 2017 and during the past nine years. This has resulted in a wide disparity in valuation between growth and value companies. With worldwide economic growth showing signs of accelerating and the Trump tax plan favoring the more value oriented sectors of the market this trend could reverse during 2018 as it has during the last few weeks of the year. This would favor our cash flow oriented, value investment style.

While market volatility remained historically low in 2017, individual stock volatility increased and companies that failed to meet analyst’s expectations were severely punished. This impacted some of our holdings as our focus on value companies selling at material discounts to our estimates of intrinsic value that are undergoing change can, in the short run, experience temporary disruptions as their new strategic plan is taking hold. Market multiples are well above the ten-year average of around 15 times and leave little margin of safety for adverse economic or geopolitical events.

The portfolio benefited from stock picking and our overweight to the benchmark in the Technology sector. The largest performance contributors in Technology included ON Semiconductor and Skyworks Solutions. The purchase of Whole Foods by Amazon and Orbital ATK by Northrop Grumman at substantial premiums to our purchase price also helped performance during 2017. Our overweight to the benchmark in the Health Care sector, along with poor stock selection detracted from performance. An increasingly challenging environment for generic pharmaceutical companies caused Teva Pharmaceutical’s stock to come under pressure following a substantial reduction in their earnings projections. The stock rallied off its lows as the newly appointed CEO presented a meaningful restructuring plan. Envision Healthcare also significantly lowered guidance. After

declining sharply, the stock rallied at year-end as management announced its intention to explore alternatives to maximize shareholder value. In the Consumer area, Treehouse Foods and Macy’s also hurt performance for the year.

Looking ahead to 2018, it doesn’t appear that a recession is on the horizon. In our view, while the market is way overdue for a correction, absent a significant downturn in the economy a sustained bear market would be unusual. With the bull market entering its ninth year, we believe general stock market returns will be less robust and that individual stock picking should become more meaningful. Additionally, with clarity around tax reform, we expect merger and acquisition activity to accelerate during 2018. While the portfolio’s discount to our estimate of intrinsic value has narrowed, some of our newer positions could begin to appreciate in value. We also expect that there may be some price improvement in a number of our lagging positions as managements’ strategic plans take hold. In general, we believe that our cash generating franchise companies selling at material discounts to our estimates of intrinsic value should generate solid returns in what could be a less robust general market moving forward.

Penn Mutual Asset Management, LLC

Investment Adviser

Neuberger Berman Management

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Mid Cap Value Fund on December 31, 2007 would have grown to $20,637. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell Midcap Value Index, during the same period. A $10,000 investment in the Russell Midcap Value Index on December 31, 2007 would have grown to $23,888.

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Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Mid Cap Value Fund		17.45	%		14.42	%		7.51	%
Russell MidCap Value Index		13.34	%		14.68	%		9.10	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		18.5	%
Industrials		17.2	%
Technology		17.1	%
Financials		13.5	%
Consumer, Cyclical		13.1	%
Utilities		6.2	%
Energy		6.0	%
Communications		4.9	%
Basic Materials		3.5	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Management’s Discussion of Fund Performance

Mid Core Value Fund

The Penn Series Mid Core Value Fund returned 11.55% for the twelve-month period ending December 31, 2017, compared to the 13.34% return for its benchmark, the Russell Midcap Value Index for the same time period.

Major U.S. stock market benchmarks climbed to record highs during the year, with large-cap stocks outperforming mid-cap and small-cap stocks according to the FTSE Russell Indices. Market gains were fueled by positive economic and earnings news, moderate inflation, and passage of the largest corporate tax cut in decades.

The outperformance of growth versus value was pronounced in 2017. This created headwinds for our approach to value investing as quality and value factors are key determinants of the portfolio’s performance over time.

During the first half of 2017, oil and gas prices weakened as investors became concerned that both markets would switch back to an oversupplied state in 2018. Additionally, a much higher-than-expected rig count increase in the U.S. led to concerns over service cost inflation. These factors pressured the stocks of many energy companies. Against this backdrop, the portfolio’s energy overweight and several holdings in the energy sector detracted from performance. Although oil prices recovered during the second half of the year, Anadarko Petroleum, Imperial Oil, and Noble Energy were among the top individual detractors from relative performance over the trailing 12-month period.

A competitive environment, which intensified following Amazon’s announcement that it would purchase Whole Foods Market, presented challenges to many consumer discretionary stocks. Within the portfolio, Advance Auto Parts was a top detractor from performance. The stock underperformed due to reports that Amazon was increasing its focus on the aftermarket automotive parts sector. The company also reported first-quarter and second-quarter earnings that missed estimates, and it materially lowered guidance for its fiscal 2017 year. Our longer-term investment thesis, however, remains intact.

Many real estate stocks remained overvalued, which led to a sizable underweight in the sector. This underweight was beneficial to performance, as rising interest rates caused many stocks in this interest-rate sensitive sector to underperform. We were, however, able to identify select stocks in the sector that offered attractive valuations. Among those holdings, American Tower, a REIT that owns and operates wireless communications towers, turned in

strong performance. The stock benefited from positive revisions to earnings guidance and from expectations for more traffic to the company’s towers given the increase in unlimited data plans offered by wireless telecommunication services companies.

Within the information technology sector, semiconductor holdings Applied Materials, Lam Research, and Teradyne outperformed and were among the portfolio’s top contributors. These companies all reported strong financial results as they benefited from robust orders due to strong end-market demand.

At period-end, consumer staples was a top sector overweight. When Amazon announced its plan to acquire Whole Foods Market in the second quarter of 2017, many food companies fell on fears of increased competition. This decline continued into the third quarter, providing us with the opportunity to add to select names as their valuations became more attractive. The portfolio was also overweight in energy, where we favor well-managed, higher-quality energy companies with strong balance sheets such as Occidental Petroleum and EQT. Conversely, the portfolio’s sizable underweight in real estate was driven by our belief that the sector has generally been overvalued for some time. The portfolio also ended the year underweight in consumer discretionary because it is difficult to find higher-quality companies with sustainable business models in the sector.

Penn Mutual Asset Management, LLC

Investment Adviser

American Century Investment Management

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

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Management’s Discussion of Fund Performance

An investment of $10,000 in the Mid Core Value Fund on December 31, 2007 would have grown to $21,623. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell Midcap Value Index, during the same period. A $10,000 investment in the Russell Midcap Value Index on December 31, 2007 would have grown to $23,888.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Mid Core Value Fund		11.55	%		15.18	%		8.02	%
Russell MidCap Value Index		13.34	%		14.68	%		9.10	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Financials		28.5	%
Consumer, Non-cyclical		21.0	%
Industrials		19.5	%
Energy		14.1	%
Utilities		6.7	%
Consumer, Cyclical		5.6	%
Technology		4.3	%
Communications		0.3	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

SMID Cap Growth Fund

The Penn Series SMID Cap Growth Fund returned 27.56% for the twelve-month period ending December 31, 2017, compared to the 24.46% return for its benchmark, the Russell 2500 Growth Index for the same time period.

The S&P 500 Index gained 21.83% in 2017. In January, U.S. equities rallied on the prospect of deregulation and optimism around infrastructure spending. U.S. equities continued to rally in February, driven by risk-on sentiment owing to potential U.S. tax reform and stronger economic data. In March, the U.S. Federal Reserve Board (Fed) raised interest rates for the third time since the 2008 global financial crisis, while domestic political risks drove U.S. equities lower. U.S. equities continued to climb higher in April on strong earnings results and receding European political risk. Although the labor market remained strong and wage growth accelerated, activity and inflation data moderated over the second quarter. U.S. activity and labor market data showed consistent strength in the third quarter, with a reversal of five consecutive downside inflation surprises. Progress on tax reform and strong economic activity data were supportive for U.S. equities in October and November. The Fed delivered its third rate hike of 2017 in December, as had been widely expected, and maintained its projections for three hikes in 2018. The best performing sectors over the year were Information Technology, Materials and Consumer Discretionary, while the worst performing sectors were Telecommunication Services, Energy and Real Estate.

During 2017, the GSAM US SMID Cap Growth outperformed the Russell 2500 Growth Index (gross). In the 12-month period, stock selection in the Consumer Staples and Industrials sectors contributed to performance, while stock selection in the Financials and Health Care sectors detracted from results.

Panera Bread Co. was a top contributor to returns in 2017. Its gains were driven by JAB Holdings’ purchase of the fast casual restaurant chain. The premium paid for Panera Bread was a positive recognition of company’s previous investments to improve efficiencies and grow margins. Following strong performance and a potential shift in leadership, we decided to exit the position. VCA, Inc. was also a top contributor to performance during the period. During this time, the company announced that it had accepted a buyout offer from Mars, Inc. We had initiated a position in 2016 as we believed that there was positive momentum in the U.S. veterinary market and the

company’s same store revenue growth remained strong. We were encouraged by this acquisition news and exited our position accordingly.

Electronics For Imaging, Inc. was a top detractor from returns during the year. At the beginning of August, the company indefinitely postponed the release of its June quarter results, as there was an issue stemming from the timing of revenue recognition. While the company announced that there was no material aggregate misstatement, the uncertainty surrounding the situation caused the stock to fall sharply. At the end of October, the company announced results that were lower than market estimates on both earnings per share and revenue and also cut fourth quarter guidance, causing the stock to fall sharply. Despite the shortfall, we still believe the company has a strong market position in its legacy printer controllers business that provides strong cash flow to fund its other growth businesses. Overall, we believe the company could benefit from favorable secular trends as analog continues to shift toward digital printing. Advance Auto Parts, Inc. was also a top detractor from returns in 2017. Throughout the year the stock had been weak as a combination of concerns around increased competition within the auto part industry and weaker than expected earnings weighed on performance. The company announced first quarter earnings that were lower than market estimates on earnings, causing the stock to fall even further. While we still feel that the company is attractively valued and could see continued same store sales growth, we felt that the risk/reward was less compelling given the competitive headwinds and decided to exit the position.

We continue to believe that equities are more attractive than other asset classes in an improved growth environment. As economic conditions continue to strengthen, we believe this will act as a catalyst for revenue-driven earnings growth in the U.S., presenting a positive backdrop for equities. Valuations are elevated, but many potential tailwinds could provide upside for return. We believe that some of the factors that underpinned the strong performance in 2017, such as healthy macroeconomic growth and solid earnings, will continue to support equities over the coming year. In addition to strong fundamentals, we believe that equities as an asset class are well-positioned the benefit from U.S. tax reform.

We are also encouraged by the improved environment for traditional active managers as stock correlations have declined and reached multi-decade lows. With U.S. markets

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Management’s Discussion of Fund Performance

touching on all-time highs and accelerating disruption widening the gap between the winners and losers, we are strong believers that a selective approach driven by bottom-up research will be well-rewarded again. After years of difficult market conditions for fundamental stock pickers, we welcome the long overdue change.

Penn Mutual Asset Management, LLC

Investment Adviser

Goldman Sachs Asset Management

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the SMID Cap Growth Fund on August 25, 2008 would have grown to $26,380. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2500 Growth Index, during the same period. A $10,000 investment in the Russell 2500 Growth Index on August 25, 2008 would have grown to $26,821.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
SMID Cap Growth Fund		27.56	%		13.92	%		10.93	%
Russell 2500 Growth Index		24.46	%		15.47	%		11.13	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		30.5	%
Industrial		22.4	%
Technology		16.6	%
Consumer, Cyclical		11.3	%
Financial		10.0	%
Basic Materials		4.4	%
Communications		2.8	%
Energy		2.0	%
		100	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

SMID Cap Value Fund

The Penn Series SMID Cap Value Fund returned 13.00% for the twelve-month period ending December 31, 2017, compared to the 10.36% return for its benchmark, the Russell 2500 Value Index for the same time period.

Equity markets continued to march higher in 2017. Broad-based global economic growth, a continued recovery in corporate profits, and US policy reforms boosted investor confidence. The Russell 2000 Value Index rose 7.84% for the year, while the Russell 2500 Value Index was up 10.36%. After a stellar 2016 rally, smaller-cap stocks lagged their larger-cap peers in 2017, with the Russell 1000 Value Index advancing 13.66%. Growth stocks also outperformed value stocks in 2017, as the Russell 2500 Growth Index ended up 24.46%. Significant sector rotation took place during the year. Fears of monetary-policy tightening and geopolitical tensions early in the year gave way to optimism about stronger economic growth policy reforms. For the year as a whole, more domestic growth-driven sectors such as industrials and consumer discretionary outperformed, while more defensive sectors such as real estate lagged.

For the year, the portfolio rose in absolute terms and outperformed its benchmark, the Russell 2500 Value Index. Security selection was the biggest driver of outperformance, while sector selection also contributed positively. Positive stock selection was led by consumer-discretionary and financials holdings. Stock selection in technology detracted. Having an overweight to technology and an underweight to real estate contributed to outperformance relative to the benchmark, while an overweight in energy and an underweight in utilities detracted.

Shares of homebuilder CalAtlantic Group rose as the company agreed to be acquired by fellow housing company Lennar for a mixture of cash and Lennar shares. Diverging from broader energy sector performance for the year, HollyFrontier’s shares rose as the refiner continued to benefit from wider spreads between the cost of its oil inputs and prices for the gasoline and other refined products it sells. Icon’s shares rose as the contract research company beat earnings expectations and showed a strong level of new business bookings.

In contrast, several energy names were among the biggest detractors in the year amidst broader underperformance in the energy sector. Among the detractors were QEP Resources and Oasis Petroleum, whose shares were pressured amid investor concern over the impact on

shareholders from raising additional capital to purchase acreage. Similarly, SM Energy’s shares fell. While the company delivered better-than-expected initial drilling results from its recently acquired acreage, investors remain skeptical about the company’s ability to show the value it believes exists in the acreage.

The end of 2017 marked the ninth year of the economic recovery following the global financial crisis. Over this period, smaller-cap companies have significantly improved their profits through a mix of solid revenue growth and strong cost discipline. Their valuations have appreciated and the market has recognized this improved profitability. Entering 2018, investors are now asking whether the asset class remains attractive. We believe the opportunity for smaller-cap stocks rests on looking at the trees rather than the forest. While the economic expansion has benefited smaller companies overall, it’s effects have not been evenly spread. Left behind are numerous smaller-cap companies that remain unrewarded by investors despite having created significant value. It is these types of companies that we seek to identify with our value-with-a-catalyst approach.

Penn Mutual Asset Management, LLC

Investment Adviser

AllianceBernstein

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the SMID Cap Value Fund on August 25, 2008 would have grown to $28,048. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2500 Value Index, during the same period. A $10,000 investment in the Russell 2500 Value Index on August 25, 2008 would have grown to $24,206.

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Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
SMID Cap Value Fund		13.00	%		15.00	%		11.66	%
Russell 2500 Value Index		10.36	%		13.27	%		9.91	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Industrial		37.6	%
Financial		15.3	%
Consumer, Non-cyclical		13.1	%
Energy		9.6	%
Consumer, Cyclical		8.8	%
Basic Materials		5.7	%
Technology		4.7	%
Communications		3.5	%
Government		1.7	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Small Cap Growth Fund

The Penn Series Small Cap Growth Fund returned 24.84% for the twelve-month period ending December 31, 2017, compared to the 22.17% return for its benchmark, the Russell 2000 Growth Index for the same time period.

Small-cap stocks registered strong gains in 2017. Equities enjoyed a strong start to the year, as investors considered the potential impact of some of the Trump administration’s proposed corporate tax cuts and pro-growth initiatives. Strong corporate earnings and signs of a strengthening global economy continued to bolster stocks throughout the year. U.S. equities continued to climb higher in the fourth quarter as corporate tax reform appeared likely, and was eventually signed into law. Volatility remained low throughout most of the year.

Within the technology sector, some of our holdings tied to the semiconductor industry performed particularly well. Cadence Design Systems was our largest contributor within the sector. A strong outlook for semiconductor research and development spending lifted the stock of the semiconductor equipment company. We continue to like Cadence’s competitive position as one of only two companies specializing in semiconductor design software, which has become increasingly important as semiconductors continue to grow more complex.

ON Semiconductor was another top contributor within the sector. The company produces semiconductors for a wide range of fast-growing industrial end markets, including power management and automobiles, where image sensors are becoming more prevalent. The stock was up after the company announced strong earnings results that demonstrated the strong synergies and costs savings ON can achieve from its recent acquisition of Fairchild. We continue to like the company’s growth prospects, and its potential to improve margins.

HEICO was our top contributor within the industrials sector. Stronger growth in the aerospace parts manufacturer’s aftermarket business has helped drive the stock, as have a few bolt-on acquisitions that were viewed favorably by the market. We continue to like HEICO, and believe HEICO’s aftermarket business provides a resilient, recurring revenue stream for the company.

While pleased with our relative performance during the year, we still held some stocks that produced disappointing results. AMC Entertainment was our largest detractor. A Department of Justice ruling that it must divest its stake in National CineMedia (another holding in our portfolio that

also detracted) due to its purchase of two other movie exhibitors weighed on the stock. A weak summer box office season was also a headwind. Despite the near-term issues, we continue to like the company. We believe the new CEO is introducing some exciting innovations to improve monetization of the movie theater experience. Examples include new pricing tactics to improve monetization from blockbuster movies, an expanded menu item at the concession stand and a rewards program for moviegoers.

Eagle Pharmaceuticals was another detractor. The stock fell after the FDA denied approval of Ryanodex, the company’s treatment for exertional heat strokes. We were surprised by the rejection, since the FDA reviewer had already fast-tracked the drug for approval. While the announcement was a setback, we still see a strong use case for the treatment and believe it will eventually get approved; the timing has just been delayed. We continue to like the company and the value it provides in improving formulations of drugs to make intake of treatments easier or faster for patients.

As mentioned, National CineMedia also detracted from performance. The company sells pre-feature advertising in movie theaters. A sluggish advertising spending environment has negatively affected the stock, as has the perception that box office sales would be weak. We sold our small position in the company, but it was still a large detractor from performance.

After impressive gains in 2017, we would expect lower returns from small-cap stocks this year. That doesn’t mean we have a negative outlook. Indeed, the operating environment for small-cap companies is more positive than at any point since before the financial crisis: the economy is strengthening, tax reform is stimulative and the regulatory environment for U.S. companies is turning more favorable. However, much of the optimism is already priced into small-cap stocks, which remain at the high end of historical averages.

Going forward, we believe inflation could pose a headwind for equities. We’re hearing management teams discuss the issue more frequently, reporting higher labor costs, a tougher commodity pricing environment and other rising input costs. If inflation does start to pick up and the Federal Reserve has to start raising rates quicker, it would likely put a damper on higher equity multiples.

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Management’s Discussion of Fund Performance

We believe an inflationary environment would underscore the importance of one of our key investment criteria: pricing power. As part of our investment focus on companies with steady and durable earnings streams, we seek companies that have a differentiated product or service that gives them pricing power with their customers. Such companies should be better positioned to pass on rising prices to their end customers, and continue to grow in an inflationary backdrop.

Penn Mutual Asset Management, LLC

Investment Adviser

Janus Capital Management

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Small Cap Growth Fund on December 31, 2007 would have grown to $17,930. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2000 Growth Index, during the same period. A $10,000 investment in the Russell 2000 Growth Index on December 31, 2007 would have grown to $24,089.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Small Cap Growth Fund		24.84	%		15.11	%		6.01	%
Russell 2000 Growth Index		22.17	%		15.21	%		9.19	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		31.7	%
Technology		21.4	%
Industrials		19.0	%
Consumer, Cyclical		9.5	%
Financials		8.4	%
Communications		5.9	%
Basic Materials		4.1	%
Total		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Small Cap Value Fund

The Penn Series Small Cap Value Fund returned 12.25% for the twelve-month period ending December 31, 2017, compared to the 7.84% return for its benchmark, the Russell 2000 Value Index for the same time period.

The S&P 500 Index gained 21.83% in 2017. In January, U.S. equities rallied on the prospect of deregulation and optimism around infrastructure spending. U.S. equities continued to rally in February, driven by risk-on sentiment owing to potential U.S. tax reform and stronger economic data. In March, the U.S. Federal Reserve Board (Fed) raised interest rates for the third time since the 2008 global financial crisis, while domestic political risks drove U.S. equities lower. U.S. equities continued to climb higher in April on strong earnings results and receding European political risk. Although the labor market remained strong and wage growth accelerated, activity and inflation data moderated over the second quarter. U.S. activity and labor market data showed consistent strength in the third quarter, with a reversal of five consecutive downside inflation surprises. Progress on tax reform and strong economic activity data were supportive for U.S. equities in October and November. The Fed delivered its third rate hike of 2017 in December, as had been widely expected, and maintained its projections for three hikes in 2018. The best performing sectors over the year were Information Technology, Materials and Consumer Discretionary, while the worst performing sectors were Telecommunication Services, Energy and Real Estate.

During the year, the GSAM U.S. Small Cap Value composite outperformed the Russell 2000 Value Index (gross). In the portfolio for the year, our investments in the Industrials and Consumer Discretionary sectors contributed to performance, whereas the Utilities and Health Care sectors detracted from returns.

For the year, XPO Logistics, Inc. (1.1% of the portfolio), a freight logistics provider based in North America and Europe, contributed to results. The stock had strong performance throughout the year based on solid execution and improving macro demand since July. In October, the market reacted positively to the announcement of strong third quarter earnings with above-expected revenue and an affirmation of 2017-2018 cash flow. We remain optimistic on XPO Logistics’ business, as we believe that it aligns well with the structural changes in the freight industry due to outsourcing, ecommerce and new federal regulation of electronic logging. Over the previous year, SM Energy Company (0%), an independent crude oil and

natural gas exploration and production company, was a top detractor from returns. The company, like others in the Energy sector, faced headwinds, such as the elevated oil inventory levels in the U.S. and a slow recovery of commodity prices. In August, when Hurricane Harvey hit the southern gulf of Texas, the company experienced some curtails to production of the Eagle Ford Shale and of downstream, third-party facilities. The company underperformed its peer group as a result of its 2017 guidance, which implied weaker-than-expected production growth.

During the year, we initiated a position in MGIC Investment Corp. (0.9%), a long-tenured and well-managed mortgage insurance company, as we expect the company to continue to benefit from a broadening of the housing market. The company has a strong balance sheet, based on both their reserves, as well as their capital levels. We also initiated a position in SkyWest, Inc. (0.6%), a leading regional North American airline, during a period of increased competition and pricing pressures of airlines. We believe that SkyWest was unjustly punished, since a majority of the business is not exposed to commercial pricing deflation. We remain constructive on management’s execution of renewal contracts and its competitive advantage of labor costs.

During the year, we exited our position in Radian Group Inc. (0%), a company that engages in the provision of private mortgage insurance. Radian Group has been a main holding for several years due to steady improvement in housing credit following the 2008 financial crisis. The company has demonstrated high quality and prospective profitability of the insured assets they have been writing post-crisis. Given significant improvement in valuation, we sold out of the position in favor of better risk-reward investments. We also exited our investment in PacWest Bancorp (0%), a provider of commercial banking services. Due to share appreciation, acquisitions, and organic growth, we believe that this stock is more suitable for our GSAM US Small/Mid Cap Value strategy at the current market capitalization. Therefore, we sold out of the position in our Small Cap Value strategy, but we continue to hold it in our Small/Mid Cap Value strategy.

As we enter 2018, we remain cautiously optimistic that the robust macroeconomic environment and strong earnings could continue to drive positive growth. In addition to stimulating fiscal policy, including increased spending and a less restrictive regulatory environment, we believe many companies could potentially benefit from the reduction of corporate taxes by virtue of U.S. tax reform. All else being

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Management’s Discussion of Fund Performance

equal, broadening global growth may be supportive of a continuation in earnings growth and equity market appreciation. While our market return expectations continue to be relatively muted given extended valuations, we believe U.S. equities are more attractive than most other asset classes. Additionally, after several years of thematic-driven markets, we are excited about lower correlations at the stock level. We believe an active approach is poised to continue to benefit in this type of environment.

Regardless of the market direction, our fundamental, bottom-up stock selection continues to drive our process, rather than headlines or sentiment. We maintain high conviction in the companies that we own and believe they have the potential to outperform relative to the broader market regardless of the growth environment. We continue to focus on undervalued companies that we believe are in control of their own future, such as innovators with differentiated products, companies with low-cost structures, or ones that have been investing in their own businesses and are poised to gain market share. We maintain our discipline in identifying companies with strong or improving balance sheets, led by quality management teams, trading at discounted valuations, and remain focused on the long-term outperformance of the portfolio.

Penn Mutual Asset Management, LLC

Investment Adviser

Goldman Sachs Asset Management

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Small Cap Value Fund on December 31, 2007 would have grown to $27,061. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2000 Value Index, during the same period. A $10,000 investment in the Russell 2000 Value Index on December 31, 2007 would have grown to $21,937.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Small Cap Value Fund		12.25	%		14.53	%		10.47	%
Russell 2000 Value Index		7.84	%		13.01	%		8.17	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Financials		37.4	%
Industrials		18.3	%
Consumer, Cyclical		13.3	%
Consumer, Non-cyclical		8.6	%
Energy		6.0	%
Technology		5.8	%
Utilities		5.1	%
Basic Materials		3.4	%
Communications		2.1	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Management’s Discussion of Fund Performance

Small Cap Index Fund

The Penn Series Small Cap Index Fund returned 13.79% for the twelve-month period ending December 31, 2017, compared to the 14.65% return for its benchmark, the Russell 2000 Index for the same time period.

The Fund and Index returns reflect the reinvestment of dividends and other income. The Fund’s performance reflects the expenses of managing the Fund, including brokerage and advisory expenses. The Index is unmanaged and Index returns do not reflect fees and expenses of any kind, which would have a negative impact on returns. Small security misweights, cash drag, futures exposure, as-of cash flows, and compounding contributed to the difference between the Fund’s performance and that of the Index.

Our goal is to remain fully invested in the equity market at all times. Accordingly, we typically hold a small amount (between 1-3% of the portfolio’s value) in exchange traded, CFTC — approved equity index futures contracts to accommodate cash flows into and out of the portfolio. We also may invest in futures to provide market exposure for cash and cash equivalents, such as dividend, income and trade receivables within the portfolio.

On an individual security level, the top positive contributors to the Fund’s performance were Kite Pharma, Nektar Therapeutics, and Bluebird Bio. The top negative contributors to the Fund’s performance were U.S. Silica Holdings, Oasis Petroleum, and Cardtronics plc Class A.

Ten out of the eleven sectors of the S&P 500 had positive returns for the year. The fund’s performance had the biggest positive contributions from Health Care, Information Technology and Industrials. The negative impacts to the index over the year were from the Energy sector.

Penn Mutual Asset Management, LLC

Investment Adviser

State Street Global Advisors

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Small Cap Index Fund on August 25, 2008 would have grown to $23,004. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the Russell 2000 Index, during the same period. A $10,000 investment in the Russell 2000 Index on August 25, 2008 would have grown to $23,744.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Small Cap Index Fund		13.79	%		13.34	%		9.30	%
Russell 2000 Index		14.65	%		14.12	%		9.69	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Consumer, Non-cyclical		22.0	%
Financials		21.9	%
Industrials		16.2	%
Consumer, Cyclical		12.7	%
Technology		10.5	%
Communications		6.4	%
Utilities		3.5	%
Basic Materials		3.4	%
Energy		3.2	%
Government		0.1	%
Diversified		0.1	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent broad industry sectors. Each industry sector consists of one or more specific industry classifications.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Developed International Index Fund

The Penn Series Developed International Index Fund returned 24.52% for the twelve-month period ending December 31, 2017, compared to the 25.62% return for its benchmark, the MSCI EAFE Index for the same time period.

The Fund and Index returns reflect the reinvestment of dividends and other income. The Fund’s performance reflects the expenses of managing the Fund, including brokerage and advisory expenses. The Index is unmanaged and Index returns do not reflect fees and expenses of any kind, which would have a negative impact on returns. Small security misweights, dividend tax withholding differences, cash drag, futures exposure, as-of cash flows, and compounding contributed to the difference between the Fund’s performance and that of the Index.

Our goal is to remain fully invested in the equity market at all times. Accordingly, we typically hold a small amount (between 1-3% of the portfolio’s value) in exchange traded, CFTC — approved equity index futures contracts to accommodate cash flows into and out of the portfolio. We also may invest in futures to provide market exposure for cash and cash equivalents, such as dividend, income and trade receivables within the portfolio.

On an individual security level, the top positive contributors to the Fund’s performance were Nestle SA, HSBC Holdings plc, and AIA Group Limited. The top negative contributors to the Fund’s performance were Teva Pharmaceutical Industries Limited, BT Group plc, and H&M Hennes & Mauritz AB Class B.

All eleven sectors of the S&P 500 had positive returns for the year. The fund’s performance had the biggest positive contributions from Financials, Industrials, and Consumer Discretionary. The least positive impactful sectors to the index over the year were Telecommunication Services, Utilities, and Real Estate

All countries that are members of the MSCI EAFE Index had positive contributions over the year. Japan, United Kingdom, and France were the largest contributors. Israel, New Zealand, and Portugal were the least positive contributors to the index over the period.

Penn Mutual Asset Management, LLC

Investment Adviser

State Street Global Advisors

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Developed International Index Fund on August 25, 2008 would have grown to $14,282. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the MSCI EAFE Index, during the same period. A $10,000 investment in the MSCI EAFE Index on August 25, 2008 would have grown to $15,582.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Developed International Index Fund		24.52	%		6.98	%		3.88	%
MSCI EAFE Index		25.62	%		8.39	%		4.86	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Japan		24.1	%
United Kingdom		14.9	%
France		9.9	%
Germany		9.8	%
Switzerland		8.7	%
Australia		6.8	%
Netherlands		5.9	%
Hong Kong		3.3	%
Spain		3.2	%
Sweden		2.6	%
Italy		2.1	%
Denmark		1.7	%
Singapore		1.3	%
Belgium		1.1	%
Ireland		1.1	%
Finland		0.9	%
Norway		0.7	%
Israel		0.5	%
Luxembourg		0.3	%
Austria		0.3	%
New Zealand		0.2	%
Portugal		0.2	%
China		0.1	%
South Africa		0.1	%
Jersey		0.1	%
Bermuda		0.1	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent the countries in which the securities are denominated.

37

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

International Equity Fund

The Penn Series International Equity Fund returned 31.68% for the twelve-month period ending December 31, 2017, compared to the 27.77% return for its benchmark, the MSCI ACWI ex U.S. Index for the same time period.

HDFC Bank continued to perform well through the third quarter as the bank reported strong results for the fiscal quarter ended in June. HDFC Bank is a prime beneficiary of continued healthy deposit growth as India’s middle income group accumulates savings, as well as the recent surge in deposits due to the monetization push, providing funding to cater to the strong demand for credit from a variety of areas from consumers and small and medium sized businesses. HDFC Bank is a high-quality Indian private sector bank which has been a cornerstone investment in the portfolio for many years.

Tencent’s results in the fourth quarter were strong with revenue growth over 60%. Tencent Holdings is a major Internet platform in China with a strong presence in online gaming, instant messaging, and is one of the country’s largest web portals. The company has been successful in providing popular services to attract new users and creating a network effect to maintain existing users.

Shimano, a Japanese multinational manufacturer of cycling equipment, lowered guidance for FY2017 due to weak sales in China and North America. We believe that weak sales in 2017 were due to cyclical factors, mainly inventory adjustment, and not necessarily to a change in the business model or secular trends. The company has dominant market share and a strong brand associated with quality components and technology.

Inditex, a Spanish global retail chain operator, reported a marginally lower-than-expected third quarter earnings, though we noted the company faced a tough comparable base in the prior year. Overall, we believe Inditex has the strongest business model in fashion retail with its speed and logistics advantage to deliver consistently strong comps, and better opportunities for space growth globally.

Macroeconomic conditions and earnings growth across the world’s major economies were strong and consistent in 2017. In the first quarter, global equity markets across the board posted gains, with emerging markets more than recovering the ground lost in the fourth quarter of 2016. Momentum continued into the second quarter, with both developed and emerging equity markets registering positive returns. European equities, as measured by the MSCI Europe Index, advanced 0.68% in euros but 7.37% in

USD terms over the quarter. Across the board, international equity markets registered positive returns for the third quarter. Emerging markets continued to perform well, outpacing their developed market counterparts. In Europe, confidence in the strength of the economic recovery continued. In the fourth quarter, Europe’s economic momentum continued to build steam. Emerging market equities consistently performed well throughout 2017 outperforming the broader MSCI ACWI in all four quarters. Returns were driven by ongoing growth and stable outlooks for major emerging market economies, such as China and India. Asian IT companies in particular were major contributors to emerging markets performance over the year.

While the global expansion is likely to remain intact in 2018, the near-perfect macro backdrop could deteriorate due to changes in monetary policy by central banks in the U.S., Europe and perhaps Japan, or other factors. As central banks become less accommodative, market volatility could rise. Escalating geopolitical tensions represent potential risks that could also shake up markets.

Penn Mutual Asset Management, LLC

Investment Adviser

Vontobel Asset Management

Investment Sub-Adviser

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the International Equity Fund on December 31, 2007 would have grown to $13,690. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the MSCI ACWI ex-U.S. Index, during the same period. A $10,000 investment in the MSCI ACWI ex-U.S. Index on December 31, 2007 would have grown to $12,562.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
International Equity Fund		31.68	%		7.13	%		3.19	%
MSCI ACWI ex-U.S. Index		27.77	%		7.28	%		2.31	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
United Kingdom		13.9	%
United States		12.4	%
Ireland		8.9	%
India		7.8	%
Canada		7.6	%
France		7.5	%
Switzerland		6.2	%
Netherlands		5.8	%
Japan		5.4	%
Spain		5.4	%
China		4.3	%
Germany		3.4	%
Belgium		2.7	%
Taiwan		2.2	%
South Africa		1.9	%
Israel		1.5	%
Brazil		1.1	%
Australia		1.0	%
Mexico		1.0	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent the countries in which the securities are denominated.

39

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Emerging Markets Equity Fund

The Penn Series Emerging Markets Equity Fund returned 35.03% for the twelve-month period ending December 31, 2017, compared to the 37.75% return for its benchmark, the MSCI Emerging Markets Index for the same time period.

Emerging markets (EM) equities outperformed developed market equities in 2017 with the Index returning 37.75% versus the MSCI World Index return of 22.40%. The strong EM equity rally in 2017 is notable for several reasons. As with the U.S. bull market in 2017, technology companies within EM have dominated the surge. On both a sector and country basis, leadership has been historically narrow and it is the first year in almost two decades that leadership has not been driven by commodity prices. Further, volatility has been extremely low and the minor 5% drawdown was the smallest in EM since 1993.

Information technology (IT) companies dominated returns to an extent not seen since the dot com era of the late 1990s. Real estate and consumer discretionary also outperformed the Index, but to a much lesser degree. The Index’s technology sector rose 61% versus 49% for real estate and 40% for consumer discretionary stocks. China, Poland and South Korea were the only countries to meaningfully outperform the Index. The Fund had an average weight of 23% in technology versus the Index’s weighting at 26% over the year, and a 19% allocation in China versus the Index’s allocation at 28%.

We have long held underweight allocations to China and Korea in the portfolio over concern about both countries’ slowing economic growth and China’s massive debt build-up in its “old” and state-controlled portions of the economy and market. Our portfolio makes important distinctions within China, owning only those companies, including tech, which we believe have constructive secular long-term earnings growth prospects; we largely avoid those companies with state control that are not focused on shareholder returns. Considering the underweights to China and Korea, the Fund delivered strong performance by finding those other pockets of accelerating, sustainable growth in such countries as Poland and India and specific companies in Russia, Argentina and Brazil, which are recovering from historically deep recessions.

While our underweight allocation to China was the biggest detractor from performance from a country allocation standpoint, our strong stock selection in the country was the biggest contributor from a stock selection standpoint, and more than offset losses from allocation. Similarly, our

stock selection choices leading to our slightly underweight allocation to the IT sector detracted from returns, but these losses were more than offset by our stock selection within the IT sector.

A bullish case can be made that the leading EM tech stocks still have enormous room to grow. We are very careful in our stock selection within the sector. The question, however, is whether tech stocks will remain the only game in global markets, as seemed to be case for much of last year. 2017 was a year of unusually low volatility, accompanied by abnormally intense concentration both in the U.S. and EMs. Whether we look at emerging markets returns by country, sector or company, they were unusually concentrated on one bet — the big tech firms, particularly from China.

Historically, when markets become this stretched, they tend to snap back into some semblance of balance. That snap could produce the first significant corrections in many months. But it could also produce a shift toward sectors and countries that have been overlooked and have underperformed as investors were all-consumed by the tech story. The time seems ripe for a shift, given that the global recovery has been unusually broad, lifting every major economy out of the doldrums, and creating potential opportunity in many sectors.

What keeps EM equities in good health as an asset class — even if they do experience a drawdown — is that for EM in aggregate, the EM current account is in surplus and capital account is no longer negative, placing the asset class in better shape to sustain what has been a gradually rising U.S. interest rate environment. This has been a well-signaled U.S. rate hike cycle and the Federal Reserve’s moves have been only 25 basis points at a time — in sharp contrast to the abrupt and larger rate hikes that occurred in the 1990s and early 2000s.

With all this in mind, we continue to own technology companies that are growing for structural reasons; we are underweight more cyclical tech plays.

We are constructive on those EM financials benefiting from underpenetrated credit markets and favorable interest rate environments in individual countries, and on companies benefiting from healthy domestic demand, particularly in regard to health care, travel and leisure, and select consumer discretionary and staples.

On a country basis, we continue to overweight Eastern Europe, Brazil, the Philippines and Indonesia on various factors including healthy domestic demand,

40

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

underpenetrated credit and the economic benefits of selective reform. We are underweight countries with decelerating growth or heavy dependence on exports such as China, Taiwan and Korea.

We believe Eastern Europe growth should continue to improve. Western European growth continues to gradually recover, as consumer pent-up demand rebounds from depressed levels and monetary conditions remain loose. Eastern Europe offers exposure to that recovery. The region has competitive currencies and labor markets, and it has been gaining market share in global manufactured exports for the past few years. Wage pressure could lead to higher inflation, especially in Poland, Hungary and Romania, which could help nominal gross domestic product GDP and earnings growth.

We remain constructive on the Southeast Asian countries of Indonesia, Malaysia and the Philippines.

Indonesia and Malaysia have adjusted to lower commodity prices, leading to better current and fiscal account positions, as well as bottoming GDP growth. The Philippines is one of the highest-growing countries in EM, and we think this could translate into superior earnings growth for the equity market. For the region as whole, fiscal reforms such as subsidy reduction, tax amnesty and a widening of the tax base and infrastructure spending could provide a positive policy backdrop for the equity markets.

Penn Mutual Asset Management, LLC

Investment Adviser

Morgan Stanley Investment Management

Investment Sub-Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Emerging Markets Equity Fund on August 25, 2008 would have grown to $13,858. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the MSCI Emerging Markets Index, during the same period. A $10,000 investment in the MSCI Emerging Markets Index on August 25, 2008 would have grown to $15,606.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Emerging Markets Equity Fund		35.03	%		3.66	%		3.55	%
MSCI Emerging Markets Index		37.75	%		4.73	%		4.87	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

41

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
China		19.0	%
South Korea		10.3	%
India		9.0	%
Taiwan		7.7	%
Brazil		7.4	%
Russia		5.0	%
Indonesia		4.9	%
Poland		4.9	%
South Africa		4.3	%
Malaysia		4.2	%
Hong Kong		3.9	%
Argentina		3.2	%
Philippines		3.0	%
Mexico		3.0	%
Peru		1.5	%
United States		1.3	%
Hungary		1.2	%
Chile		1.2	%
Austria		0.9	%
Czech Republic		0.8	%
Germany		0.7	%
Panama		0.7	%
Egypt		0.6	%
Portugal		0.5	%
Pakistan		0.5	%
Switzerland		0.3	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments. The categories shown represent the countries in which the securities are denominated.

42

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Real Estate Securities Fund

The Penn Series Real Estate Securities Fund returned 7.40% for the twelve-month period ending December 31, 2017, compared to the 5.23% return for its benchmark, the FTSE NAREIT Equity REIT Index for the same time period.

U.S. real estate continued to benefit from a healthy economy in 2017, which drove demand for nearly all types of property and pushed occupancy rates in many markets to near-record levels. REIT balance sheets were generally in strong shape and companies were able to access capital at historically attractive rates. And although new supply became a greater factor in some sectors, it generally remained consistent with long-term averages.

Performance during the year varied significantly among different property sectors, with e-commerce trends having a major influence on REIT returns. Regional malls and shopping centers struggled amid store closings and tenant bankruptcies, although the impact on real estate companies was far from uniform. At the same time, the growth of e-commerce provided a huge lift to REIT sectors that provide infrastructure for the digital ecosystem.

Retail property owners struggled through the first three quarters of the year, weighed down by soft year-over-year sales comparisons for some major brick-and-mortar retailers and store closing announcements from several department store chains. The stocks later stabilized as their seemingly low valuations attracted buyers and on mergers and acquisition activity, including Brookfield Property Partner’s bid for GGP.

Among regional malls REITs (–2.7% total return in the index), however, there was a considerable separation in company performance. Owners of high-quality assets ended the year largely unchanged, while those with lower-tier properties experienced double-digit declines. Class B and C mall owners lagged far behind on continuing concerns about future occupancy rates and capital expenditure requirements.

Owners of cell towers (not in the index), data centers (28.4%) and industrial (20.6%) properties enjoyed substantial gains due to insatiable demand for faster mobile networks, more bandwidth and data storage, and faster parcel delivery times.

As consumers continue to do more of their shopping online, many retailers are shifting resources away from physical storefronts and enhancing their e-commerce capabilities. Growing mobile data and video traffic is

forcing wireless carriers and broadband data providers to continuously improve their networks and increasingly lease more space on towers. The continued adoption of cloud computing and digital media consumption are providing companies in the data storage sector with healthy demand growth.

An overweight allocation and stock selection in data centers contributed to relative performance, as stocks enjoyed strong gains amid secular tailwinds for the sector. Stock selection in hotels also contributed. Most notably, the portfolio held out-of-benchmark positions in Hilton and Red Rock Resorts, which rose sharply as, in addition to healthy fundamentals, they are organized as corporations and are expected to benefit more from tax reform than their REIT peers.

An underweight allocation and stock selection in regional malls also aided performance, as the portfolio benefited from a focus on companies with high-quality assets, which considerably outperformed REITs with lower-quality properties. An out-of-index allocation to tower companies, which were among the year’s top-performing REITs, additionally contributed to relative performance.

Factors that detracted from the relative performance included stock selection and an overweight in apartments. This was primarily due to overweight positions in certain student housing REITs that declined after lowering their guidance amid an excess of supply. Stock selection in the free standing sector (3.1% total return in the index) also hindered relative performance. Spirit Realty Capital declined due to credit issues with some of its retail tenants and on concerns about management turnover. The stock was subsequently sold from the portfolio.

Penn Mutual Asset Management, LLC

Investment Adviser

Cohen & Steers Capital Management

Investment Sub-Adviser

43

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Cumulative Performance Comparison

December 31, 2007 — December 31, 2017

An investment of $10,000 in the Real Estate Securities Fund on December 31, 2007 would have grown to $19,083. For the purpose of comparison, the graph also shows the change in the Fund’s benchmark, the FTSE NAREIT Equity REIT Index, during the same period. A $10,000 investment in the FTSE NAREIT Equity REIT Index on December 31, 2007 would have grown to $20,490.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			10 Year
Real Estate Securities Fund		7.40	%		9.87	%		6.68	%
FTSE NAREIT Equity REIT Index		5.23	%		9.46	%		7.44	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

Portfolio Composition as of 12/31/17

	Percent of Total Investments1
Apartments		19.2	%
Office Property		13.1	%
Diversified		15.5	%
Regional Malls		7.7	%
Industrial		6.8	%
Storage & Warehousing		6.6	%
Healthcare		6.6	%
Strip Centers		6.0	%
Hotels & Resorts		6.0	%
Telecommunications		5.4	%
Manufactured Homes		3.9	%
Lodging		1.2	%
Entertainment		1.2	%
Building & Real Estate		0.8	%
		100.0	%

¹  Portfolio holdings are presented as a percentage of total investments before short-term investments.

44

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Aggressive Allocation Fund

The Penn Series Aggressive Allocation Fund returned 20.08% for the twelve-month period ending December 31, 2017, compared to its benchmarks, the Russell 3000 Index’s return of 21.13% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 3.54% for the same time period.

The Aggressive Allocation Fund is comprised of a target allocation of 90% equity funds and 10% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term and short-term bond funds.

During the year of 2017, Aggressive Allocation Fund outperformed its 90% stock/10% bond performance benchmark by 81bps.

The asset allocation of Aggressive Allocation Fund contributed negatively to its performance. During the period, the fund’s allocation to value and REITs funds underperformed the Russell 3000 Index; the allocation in growth funds, emerging market and international equity market generated positive asset allocation performance. On fixed income side, allocation to short-term bond fund contributed negatively to the performance.

Fund selection of Aggressive Allocation Fund contributed positively to its performance. During the period, our managers for Penn Series International Equity Fund, Penn Series Small Cap Value Fund, Penn Series SMID Cap Value Fund and Penn Series Mid Cap Value Fund outperformed their respective benchmark by more than 3%. Penn Series Emerging Market Equity Fund and Penn Series Large Cap Growth Fund underperformed the benchmark by more than 2%. On the fixed income side, Quality Bond Fund outperformed its benchmark by 1.02% and Limited Maturity Bond Fund outperformed its benchmark by 0.84%.

During the year of 2017, the yield curve has flattened significantly, which makes short term fixed income assets more attractive. We decided to move 1% of assets out of Quality Bond Fund and move them into Limited Maturity Bond fund. Going forward, we will continually review the fund to help ensure that it remains consistent with its investment objective by making adjustments, when necessary.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Aggressive Allocation Fund on August 25, 2008 would have grown to $19,511. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $25,336. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,595.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Aggressive Allocation Fund		20.08	%		10.68	%		7.41	%
Russell 3000 Index		21.13	%		15.58	%		10.45	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		3.54	%		2.10	%		4.13	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

45

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Asset Allocation Target as of 12/31/17

International Stocks	24.0	%
Large Cap Value Stocks	19.0	%
Mid Cap Value Stocks	13.0	%
Emerging Markets	11.0	%
Large Cap Growth Stocks	7.0	%
Small Cap Value Stocks	6.0	%
Intermediate Bonds	5.0	%
Small Cap Growth Stocks	4.0	%
Mid Cap Growth Stocks	3.0	%
Short Term Bonds	3.0	%
Domestic REITs	3.0	%
High Yield Bonds	2.0	%
	100.0	%

46

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Moderately Aggressive Allocation Fund

The Penn Series Moderately Aggressive Allocation Fund returned 17.58% for the twelve-month period ending December 31, 2017, compared to its benchmarks, the Russell 3000 Index’s return of 21.13% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 3.54% for the same time period.

The Moderately Aggressive Allocation Fund is comprised of a target allocation of 80% equity funds and 20% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term and short-term bond funds.

During the year of 2017, Moderately Aggressive Allocation Fund outperformed its 80% stock/20% bond benchmark by 16bps.

The asset allocation of Moderately Aggressive Allocation Fund contributed negatively to its performance. During the period, the fund’s allocation to value funds and REITs funds underperformed the Russell 3000 Index; the allocation in growth funds, emerging market and international equity market generated positive asset allocation performance. On fixed income side, allocation to high yield bond contributed positively while short-term bond fund contributed negatively to the performance.

Fund selection of Moderately Aggressive Allocation Fund contributed positively to its performance. During the period, our managers for Penn Series International Equity Fund, Penn Series Small Cap Value Fund, Penn Series SMID Cap Value Fund and Penn Series Mid Cap Value Fund outperformed their respective benchmark by more than 3%. Penn Series Emerging Market Equity Fund and Penn Series Large Cap Growth Fund underperformed benchmark by more than 2%. On Fixed income side, Quality Bond Fund outperformed its benchmark by 1.02%; Limited Maturity Bond Fund outperformed its benchmark by 0.84%.

During the year of 2017, the yield curve has flattened significantly, which makes short term fixed income assets more attractive. We decided to move 2% of assets out of Quality Bond Fund and move them into Limited Maturity Bond fund. Going forward, we will continually review the fund to help ensure that it remains consistent with its investment objective by making adjustments, when necessary.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Moderately Aggressive Allocation Fund on August 25, 2008 would have grown to $20,061. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $25,336. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,595.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Moderately Aggressive Allocation Fund		17.58	%		9.62	%		7.73	%
Russell 3000 Index		21.13	%		15.58	%		10.45	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		3.54	%		2.10	%		4.13	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Asset Allocation Target as of 12/31/17

Large Cap Value Stocks	20.0	%
International Stocks	19.0	%
Intermediate Bonds	11.0	%
Mid Cap Value Stocks	10.0	%
Large Cap Growth Stocks	8.0	%
Emerging Markets	8.0	%
Short Term Bonds	7.0	%
Small Cap Value Stocks	6.0	%
Mid Cap Growth Stocks	3.0	%
Small Cap Growth Stocks	3.0	%
Domestic REITs	3.0	%
High Yield Bonds	2.0	%
	100.0	%

48

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Moderate Allocation Fund

The Penn Series Moderate Allocation Fund returned 14.00% for the twelve-month period ending December 31, 2017, compared to its benchmarks, the Russell 3000 Index’s return of 21.13% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 3.54% for the same time period.

The Moderate Allocation Fund is comprised of a target allocation of 60% equity funds and 40% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term and short-term bond funds.

During the year of 2017, the Moderate Allocation Fund outperformed its 60% stock/40% bond performance benchmark by 19bps.

The asset allocation of Moderate Allocation Fund contributed negatively to its performance. During the period, the fund’s allocation to value funds and REITs funds underperformed the Russell 3000 Index; the allocation in growth funds, emerging market and international equity market generated positive asset allocation performance. On fixed income side, allocation to short-term bond fund contributed negatively to the performance.

Fund selection of Moderately Allocation Fund contributed positively to its performance. During the period, our managers for Penn Series International Equity Fund, Penn Series Small Cap Value Fund, Penn Series SMID Cap Value Fund and Penn Series Mid Cap Value Fund outperformed their respective benchmark by more than 3%. Penn Series Emerging Market Equity Fund and Penn Series Large Cap Growth Fund underperformed benchmark by more than 2%. On Fixed income side, Quality Bond Fund outperformed its benchmark by 1.02%; Limited Maturity Bond Fund outperformed its benchmark by 0.84%.

During the year of 2017, the yield curve has flattened significantly, which makes short term fixed income assets more attractive. We decided to move 3% of assets out of Quality Bond Fund and move them into Limited Maturity Bond Fund. Going forward, we will continually review the fund to help ensure that it remains consistent with its investment objective by making adjustments, when necessary.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Moderate Allocation Fund on August 25, 2008 would have grown to $17,939. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $25,336. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,595.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Moderate Allocation Fund		14.00	%		7.89	%		6.45	%
Russell 3000 Index		21.13	%		15.58	%		10.45	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		3.54	%		2.10	%		4.13	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

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Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Asset Allocation Target as of 12/31/17

Intermediate Bonds	27.0	%
International Stocks	14.0	%
Large Cap Value Stocks	13.0	%
Short Term Bonds	10.0	%
Mid Cap Value Stocks	9.0	%
Large Cap Growth Stocks	7.0	%
Emerging Markets	5.0	%
Small Cap Value Stocks	5.0	%
High Yield Bonds	3.0	%
Mid Cap Growth Stocks	3.0	%
Small Cap Growth Stocks	2.0	%
Domestic REITs	2.0	%
	100.0	%

50

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Moderately Conservative Allocation Fund

The Penn Series Moderately Conservative Allocation Fund returned 9.99% for the twelve-month period ending December 31, 2017, compared to its benchmarks, the Russell 3000 Index’s return of 21.13% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 3.54% for the same time period.

The Moderately Conservative Allocation Fund is comprised of a target allocation of 40% equity funds and 60% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term and short-term bond funds.

During the year of 2017, the Moderately Conservative Allocation Fund underperformed its 40% stock/60% bond performance benchmark by 31bps.

The asset allocation of Moderately Conservative Allocation Fund contributed negatively to its performance. During the period, the fund’s allocation to large cap value and small cap value funds underperformed the Russell 3000 Index; the allocation in emerging market and international equity market generated positive asset allocation performance. On fixed income side, allocation to short-term bond fund contributed negatively to the performance.

Fund selection of Moderately Conservative Allocation Fund contributed positively to its performance. During the period, our managers for Penn Series International Equity Fund, Penn Series Large Growth Stock Fund, Penn Series Small Cap Value Fund and Penn Series Mid Cap Value Fund outperformed their respective benchmark by more than 3%. Penn Series Emerging Market Equity Fund and Penn Series Large Cap Growth Fund underperformed benchmark by more than 2%. On the fixed income side, Quality Bond Fund outperformed its benchmark by 1.02%; Limited Maturity Bond Fund outperformed its benchmark by 0.84%.

During the year of 2017, emerging market stocks have performed very well. Considering their valuation and crowded positioning, plus the risk appetite in moderately conservative fund, we decided to reduce the fund’s exposure to emerging market stocks at the end of 2017 and increase allocation to Mid Cap Value by 1%. Also, the yield curve has flattened significantly during the year of 2017, which makes short term fixed income assets much more attractive. We decided to move 3% of assets out of Quality Bond Fund and move them into Limited Maturity

Bond Fund. Going forward, we will continually review the fund to help ensure that it remains consistent with its investment objective by making adjustments, when necessary.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Moderately Conservative Allocation Fund on August 25, 2008 would have grown to $16,337. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $25,336. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,595.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Moderately Conservative Allocation Fund		9.99	%		5.97	%		5.39	%
Russell 3000 Index		21.13	%		15.58	%		10.45	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		3.54	%		2.10	%		4.13	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

51

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Asset Allocation Target as of 12/31/17

Intermediate Bonds	36.0	%
Short Term Bonds	20.0	%
Large Cap Value Stocks	13.0	%
International Stocks	9.0	%
Large Cap Growth Stocks	5.0	%
High Yield Bonds	4.0	%
Mid Cap Value Stocks	4.0	%
Emerging Markets	3.0	%
Small Cap Value Stocks	3.0	%
Domestic REITs	2.0	%
Small Cap Growth Stocks	1.0	%
	100.0	%

52

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Conservative Allocation Fund

The Penn Series Conservative Allocation Fund returned 6.38% for the twelve-month period ending December 31, 2017, compared to its benchmarks, the Russell 3000 Index’s return of 21.13% and the Bloomberg Barclays Capital U.S. Aggregate Bond Index’s return of 3.54% for the same time period.

The Conservative Allocation Fund is comprised of a target allocation of 20% equity funds and 80% fixed income funds. The equity allocation of the Fund is comprised of domestic equity funds ranging from large capitalization funds to small capitalization funds as well as developed international and emerging markets equity funds and the fixed income portion is primarily allocated to intermediate-term and short-term bond funds.

During the year of 2017, the Conservative Allocation Fund underperformed its 20% stock/80% bond performance benchmark by 50bps.

The asset allocation of Conservative Allocation Fund contributed negatively to its performance. During the period, the fund’s allocation to large cap value, mid cap value and REITs funds underperformed the Russell 3000 Index; the allocation in large cap growth, emerging market and international equity market generated positive asset allocation performance. On the fixed income side, the Fund’s allocation to short-term bonds contributed negatively to the performance.

Fund selection of Conservative Allocation Fund contributed positively to its performance. During the period, our managers for Penn Series International Equity Fund outperformed their respective benchmark by 3.91%. On the fixed income side, Quality Bond Fund outperformed its benchmark by 1.02%; Limited Maturity Bond Fund outperformed its benchmark by 0.84%.

During the year of 2017, emerging market stocks have performed very well. Considering their valuation and the risk appetite in Conservative Fund, we decided to reduce the Fund’s exposure to emerging market stocks at the end of 2017 and increase allocation to Mid Cap Value by 1%. Also, the yield curve has flattened significantly during 2017, which makes short term fixed income assets more attractive. We decided to move 3% of assets out of Quality Bond Fund and move them into Limited Maturity Bond Fund. Going forward, we will continually review the Fund to help ensure that it remains consistent with its investment objective by making adjustments, when necessary.

Penn Mutual Asset Management, LLC

Investment Adviser

Cumulative Performance Comparison

August 25, 2008 — December 31, 2017

An investment of $10,000 in the Conservative Allocation Fund on August 25, 2008 would have grown to $14,638. For the purpose of comparison, the graph also shows the change in the Fund’s benchmarks, the Russell 3000 Index and the Bloomberg Barclays Capital U.S. Aggregate Bond Index, during the same period. A $10,000 investment in the Russell 3000 Index on August 25, 2008 would have grown to $25,336. A $10,000 investment in the Bloomberg Barclays Capital U.S. Aggregate Bond Index on August 25, 2008 would have grown to $14,595.

Average Annual Total Returns¹ as of 12/31/17

	1 Year			5 Year			Since Inception2
Conservative Allocation		6.38	%		3.85	%		4.16	%
Russell 3000 Index		21.13	%		15.58	%		10.45	%
Bloomberg Barclays Capital U.S. Aggregate Bond Index		3.54	%		2.10	%		4.13	%

¹  The performance information shown here does not reflect variable account charges and fees. Past performance is not predictive of future performance. Shares may be worth more or less when redeemed than when purchased. Assumes reinvestment of all dividends.

²  The Fund’s inception date was August 25, 2008.

53

Penn Series Funds, Inc.

Management’s Discussion of Fund Performance

Asset Allocation Target as of 12/31/17

Intermediate Bonds	46.0	%
Short Term Bonds	30.0	%
Large Cap Value Stocks	9.0	%
High Yield Bonds	4.0	%
International Stocks	4.0	%
Large Cap Growth Stocks	3.0	%
Mid Cap Value Stocks	2.0	%
Domestic REITs	1.0	%
Emerging Markets	1.0	%
	100.0	%

54

Important Information about Fund Expenses

Hypothetical Examples of a $1,000 Investment (Unaudited)

We believe that it is important for you to understand the effect of fees on your investment. All mutual funds have operating expenses. As a participant in any of the Penn Series Funds, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of the fund. A fund’s expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio.

The Penn Series Funds are the underlying investment vehicles for the variable life and variable annuity contracts issued by The Penn Mutual Life Insurance Company and its subsidiary, The Penn Insurance and Annuity Company. These contracts have transaction costs, additional administrative expense fees and mortality and expense risk charges. Because of these additional expenses, the costs to investors will be higher than the figures shown in the following expense examples. The expense examples below are intended to help you understand your ongoing costs (in dollars) of investing in each fund and to compare these costs with the ongoing costs of investing in other funds.

These examples are based on an investment of $1,000 invested for six months beginning July 1, 2017 and held through December 31, 2017. The examples illustrate your fund’s costs in two ways:

• Actual Fund Performance in the table below provides information about actual account values and actual expenses. The “Ending Value” shown is derived from the fund’s actual return, and “Expenses Paid During Period” shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period. To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund under the heading entitled “Expenses Paid During Period.”

• Hypothetical 5% Annual Return is intended to help you compare your fund’s costs with those of other mutual funds. It assumes that the fund had a return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case — because the return used is not the fund’s actual return — the results do not apply to your investment. The example is useful in making comparisons because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on a 5% return. You can assess your fund’s cost by comparing this hypothetical example with the hypothetical examples that appear in shareholders reports of other funds. Because the return used is not an actual return, it may not be used to estimate the actual ending account value or expenses you paid for the period.

Please note that the expenses shown in the table are only meant to highlight and help you compare your ongoing costs of investing in the funds and do not reflect any fees and charges deducted under your insurance contract. The “Annualized Expense Ratio” represents the actual expenses for the six-month period indicated and will be different from the expense ratio in the Financial Highlights which is for the year ended December 31, 2017.

Disclosure of Fund Expenses

For the Period July 1, 2017 to December 31, 2017

Expense Table

	Beginning Value July 1, 2017		Ending Value December 31, 2017		Annualized Expense Ratio		Expenses Paid During Period *
Money Market Fund
Actual		$1,000.00		$1,000.06		1.05%		$5.27
Hypothetical		$1,000.00		$1,019.87		1.05%		$5.34
Limited Maturity Bond Fund
Actual		$1,000.00		$1,004.99		0.71%		$3.57
Hypothetical		$1,000.00		$1,021.61		0.71%		$3.60

55

Important Information about Fund Expenses

Hypothetical Examples of a $1,000 Investment (Unaudited)

	Beginning Value July 1, 2017		Ending Value December 31, 2017		Annualized Expense Ratio		Expenses Paid During Period *
Quality Bond Fund
Actual		$1,000.00		$1,015.91		0.66%		$3.36
Hypothetical		$1,000.00		$1,021.84		0.66%		$3.37
High Yield Bond Fund
Actual		$1,000.00		$1,028.86		0.87%		$4.45
Hypothetical		$1,000.00		$1,020.77		0.87%		$4.44
Flexibly Managed Fund
Actual		$1,000.00		$1,055.51		0.89%		$4.60
Hypothetical		$1,000.00		$1,020.68		0.89%		$4.53
Balanced Fund
Actual		$1,000.00		$1,072.50		0.19%		$1.00
Hypothetical		$1,000.00		$1,014.23		0.19%		$0.98
Large Growth Stock Fund
Actual		$1,000.00		$1,116.40		0.97%		$5.18
Hypothetical		$1,000.00		$1,020.26		0.97%		$4.95
Large Cap Growth Fund
Actual		$1,000.00		$1,113.33		0.90%		$4.77
Hypothetical		$1,000.00		$1,020.64		0.90%		$4.57
Large Core Growth Fund
Actual		$1,000.00		$1,138.74		0.88%		$4.72
Hypothetical		$1,000.00		$1,020.74		0.88%		$4.47
Large Cap Value Fund
Actual		$1,000.00		$1,075.72		0.90%		$4.71
Hypothetical		$1,000.00		$1,020.61		0.90%		$4.60
Large Core Value Fund
Actual		$1,000.00		$1,104.92		0.90%		$4.76
Hypothetical		$1,000.00		$1,020.63		0.90%		$4.58
Index 500 Fund
Actual		$1,000.00		$1,112.42		0.36%		$1.90
Hypothetical		$1,000.00		$1,023.39		0.36%		$1.82
Mid Cap Growth Fund
Actual		$1,000.00		$1,125.88		0.97%		$5.18
Hypothetical		$1,000.00		$1,020.27		0.97%		$4.94
Mid Cap Value Fund
Actual		$1,000.00		$1,067.28		0.79%		$4.10
Hypothetical		$1,000.00		$1,021.20		0.79%		$4.01
Mid Core Value Fund
Actual		$1,000.00		$1,072.19		1.01%		$5.30
Hypothetical		$1,000.00		$1,020.03		1.01%		$5.18
SMID Cap Growth Fund
Actual		$1,000.00		$1,108.86		1.05%		$5.57
Hypothetical		$1,000.00		$1,019.86		1.05%		$5.35

56

Important Information about Fund Expenses

Hypothetical Examples of a $1,000 Investment (Unaudited)

	Beginning Value July 1, 2017		Ending Value December 31, 2017		Annualized Expense Ratio		Expenses Paid During Period *
SMID Cap Value Fund
Actual		$1,000.00		$1,115.55		1.16%		$6.18
Hypothetical		$1,000.00		$1,019.29		1.16%		$5.92
Small Cap Growth Fund
Actual		$1,000.00		$1,100.72		1.02%		$5.38
Hypothetical		$1,000.00		$1,020.03		1.02%		$5.18
Small Cap Value Fund
Actual		$1,000.00		$1,101.83		0.98%		$5.18
Hypothetical		$1,000.00		$1,020.22		0.98%		$4.99
Small Cap Index Fund
Actual		$1,000.00		$1,087.02		0.66%		$3.50
Hypothetical		$1,000.00		$1,021.82		0.66%		$3.39
Developed International Index Fund
Actual		$1,000.00		$1,089.65		0.85%		$4.49
Hypothetical		$1,000.00		$1,020.86		0.85%		$4.35
International Equity Fund
Actual		$1,000.00		$1,084.58		1.12%		$5.89
Hypothetical		$1,000.00		$1,019.48		1.12%		$5.73
Emerging Markets Equity Fund
Actual		$1,000.00		$1,127.45		1.43%		$7.69
Hypothetical		$1,000.00		$1,017.89		1.43%		$7.32
Real Estate Securities Fund
Actual		$1,000.00		$1,030.73		0.95%		$4.89
Hypothetical		$1,000.00		$1,020.34		0.95%		$4.87
Aggressive Allocation Fund
Actual		$1,000.00		$1,084.74		0.32%		$1.67
Hypothetical		$1,000.00		$1,023.58		0.32%		$1.63
Moderately Aggressive Allocation Fund
Actual		$1,000.00		$1,076.09		0.30%		$1.55
Hypothetical		$1,000.00		$1,023.70		0.30%		$1.51
Moderate Allocation Fund
Actual		$1,000.00		$1,059.93		0.29%		$1.52
Hypothetical		$1,000.00		$1,023.71		0.29%		$1.50
Moderately Conservative Allocation Fund
Actual		$1,000.00		$1,042.05		0.31%		$1.58
Hypothetical		$1,000.00		$1,023.64		0.31%		$1.57
Conservative Allocation Fund
Actual		$1,000.00		$1,025.31		0.32%		$1.65
Hypothetical		$1,000.00		$1,023.56		0.32%		$1.65

* Expenses are equal to the fund’s annualized expense ratio multiplied by the average value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365.

57

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Money Market Fund

	Par (000)		Value†
AGENCY OBLIGATION — 67.0%
Federal Farm Credit Banks 3.150%, 01/12/18	$	1,000	$	1,000,528
1.202%, 01/31/18		990		989,010
0.940%, 03/19/18		1,500		1,499,269
(3 M ICE LIBOR + 0.050%) 1.625%, 03/26/18•		500		500,188
1.000%, 04/02/18		1,000		999,145
0.700%, 04/06/18		1,360		1,358,183
(1 M ICE LIBOR + 0.050%) 1.5975%, 04/09/18•		2,000		2,000,975
Federal Home Loan Banks 1.121%, 01/02/18		2,500		2,499,922
0.850%, 02/27/18		1,730		1,729,132
1.375%, 03/09/18		1,400		1,400,459
1.136%, 03/13/18		4,500		4,489,971
1.297%, 04/30/18		4,000		3,982,943
Federal Home Loan Mortgage Corp. 0.750%, 01/12/18		3,865		3,864,489
1.272%, 02/23/18		2,500		2,495,329
1.288%, 04/30/18		8,000		7,966,151
Federal National Mortgage Association 1.000%, 01/30/18		2,000		1,999,768
0.875%, 02/08/18		2,310		2,309,280
1.213%, 02/16/18		5,000		4,992,269
0.875%, 03/28/18		3,540		3,536,150
Tennessee Valley Authority 1.231%, 01/02/18		3,000		2,999,898
1.201%, 01/09/18		6,000		5,998,400
4.500%, 04/01/18		2,726		2,747,120
TOTAL AGENCY OBLIGATION (Cost $61,358,579)				61,358,579
U.S. TREASURY OBLIGATIONS — 15.8%
United States Treasury Bill 1.202%, 01/11/18		4,500		4,498,499
1.147%, 02/22/18		4,000		3,993,399
United States Treasury Note 0.875%, 01/16/18		5,000		4,999,439
3.500%, 02/15/18		1,000		1,002,637
TOTAL U.S. TREASURY OBLIGATIONS (Cost $14,493,974)				14,493,974
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 8.4%
Goldman Sachs Financial Square Funds - Government Fund (Cost $7,664,153)		7,664,153		7,664,153
TOTAL INVESTMENTS — 91.2% (Cost $83,516,706)			$	83,516,706
Other Assets & Liabilities — 8.8%				8,049,797
TOTAL NET ASSETS — 100.0%			$	91,566,503

† See Security Valuation Note.

• Variable Rate Security. The rate shown is the rate in effect on December 31, 2017, and the date shown is the final maturity date, not the next reset or put date. The rate floats based upon the published reference rate and spread disclosed in the Schedule of Investments.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
U.S. TREASURY OBLIGATIONS	$	14,493,974	$	—	$	14,493,974	$	—
AGENCY OBLIGATION		61,358,579		—		61,358,579		—
SHORT-TERM INVESTMENTS		7,664,153		7,664,153		—		—
TOTAL INVESTMENTS	$	83,516,706	$	7,664,153	$	75,852,553	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

58

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Limited Maturity Bond Fund

	Par (000)		Value†
ASSET BACKED SECURITIES — 23.4%
Allegro CLO II Ltd. 2014 (3 M ICE LIBOR + 1.310%) 2.673%, 01/21/27 144A @,•	$	2,250	$	2,262,413
Ally Auto Receivables Trust 2014-2 2.100%, 03/16/20		1,000		1,001,038
AmeriCredit Automobile Receivables Trust 2013-5 2.290%, 11/08/19		328		328,409
Apidos CLO XVIII 2014 (3 M ICE LIBOR + 3.250%) 4.613%, 07/22/26 144A @,•		1,000		1,002,750
Ares XXXI CLO Ltd. 2014 (3 M ICE LIBOR + 1.550%) 3.018%, 08/28/25 144A @,•		1,000		1,003,011
B&M CLO 2014-1 Ltd. 2014 (3 M ICE LIBOR + 2.800%) 4.159%, 04/16/26 144A @,•		1,500		1,508,598
Babson CLO Ltd. 2014-3 (3 M ICE LIBOR + 1.320%) 2.679%, 01/15/26 144A @,•		1,500		1,501,944
BlueMountain CLO Ltd. 2015-1 (3 M ICE LIBOR + 1.330%) 2.689%, 04/13/27 144A @,•		1,400		1,409,523
Brentwood CLO Corp. 2006-1A (3 M ICE LIBOR + 0.820%) 2.197%, 02/01/22 144A @,•		1,916		1,910,068
Chrysler Capital Auto Receivables Trust 2013-BA 2.240%, 09/16/19 144A @		1,455		1,455,514
Chrysler Capital Auto Receivables Trust 2014-BA144A @ 1.760%, 12/16/19		918		918,370
2.150%, 01/15/20		1,000		1,000,380
Consumers Securitization Funding LLC 2014-A 1.334%, 11/01/20		983		975,935
Entergy Arkansas Restoration Funding LLC 2.300%, 08/01/21		811		811,936
Ford Credit Auto Owner Trust 2013-D 1.540%, 03/15/19		1,292		1,291,371
Ford Credit Auto Owner Trust 2014-A 1.710%, 05/15/19		1,359		1,358,844
FS Senior Funding 2015-1 Ltd. 2015 (3 M ICE LIBOR + 1.800%) 3.159%, 05/28/25 144A @,•		1,500		1,500,248
Grayson CLO Ltd. 1A (3 M ICE LIBOR + 0.700%) 2.077%, 11/01/21 144A @,•		2,000		1,988,966
Greenbriar CLO Ltd. 1A (3 M ICE LIBOR + 1.750%) 3.127%, 11/01/21 144A @,•		3,367		3,368,226
Honda Auto Receivables Owner Trust 2014-4 1.460%, 10/15/20		2,500		2,499,114
Limerock CLO III LLC 2014-3A (3 M ICE LIBOR + 1.200%) 2.563%, 10/20/26 144A @,•		1,695		1,696,926
Mercedes-Benz Auto Lease Trust 2016-B 1.350%, 08/15/19		2,500		2,491,501

	Par (000)		Value†
Navient Private Education Loan Trust 2015-A (1 M ICE LIBOR + 1.700%) 3.177%, 11/15/30 144A @,•	$	1,500	$	1,547,821
Nissan Auto Lease Trust 2016-A 1.490%, 03/15/19		2,500		2,497,280
Oak Hill Credit Partners XII Ltd. 2015 5.080%, 01/23/27 144A @		1,500		1,509,847
Rockwall CDO II Ltd. 2007-1A (3 M ICE LIBOR + 0.700%) 2.077%, 08/01/24 144A @,•		2,065		2,060,021
SLM Student Loan Trust 2005-10 (3 M ICE LIBOR + 0.270%) 1.637%, 10/26/26•		2,438		2,352,635
SMB Private Education Loan Trust 2015-C (1 M ICE LIBOR + 1.950%) 3.427%, 08/16/32 144A @,•		2,405		2,518,516
Sound Point CLO VI Ltd. 2014-2A (3 M ICE LIBOR + 1.140%) 2.503%, 10/20/26 144A @,•		2,500		2,506,287
THL Credit Wind River 2014-2 CLO Ltd. (3 M ICE LIBOR + 1.450%) 2.809%, 07/15/26 144A @,•		900		900,905
Toyota Auto Receivables 2016-C 1.000%, 01/15/19		374		373,409
Verizon Owner Trust 2017-3 2017 2.380%, 04/20/22 144A @		1,000		996,306
Wellfleet CLO 2017-1 Ltd. 2017 (3 M ICE LIBOR + 1.320%) 2.683%, 04/20/29 144A @,•		1,250		1,257,169
Westchester CLO Ltd. 2007-1A B (3 M ICE LIBOR + 0.440%) 1.817%, 08/01/22 144A @,•		1,779		1,779,068
TOTAL ASSET BACKED SECURITIES (Cost $53,315,441)				53,584,349
COMMERCIAL MORTGAGE BACKED SECURITIES — 12.1%
BAMLL Commercial Mortgage Securities Trust 2013-DSNY, Class B (1 M LIBOR + 1.500%) 2.977%, 09/15/26 144A @,•		1,000		1,001,600
Chicago Skyscraper Trust 2017 SKY (1 M LIBOR + 1.100%) 2.577%, 02/15/30 144A @,•		1,000		1,001,255
FHLMC Multifamily Structured Pass-Through Certificates Series K019 Class X1 1.676%, 03/25/22•		28,496		1,654,797
FREMF Mortgage Trust Series 2010-K6 Class B 5.367%, 12/25/46 144A @,•		3,000		3,147,436
FREMF Mortgage Trust Series 2010-K7 Class B 5.685%, 04/25/20 144A @,•		1,200		1,266,887
FREMF Mortgage Trust Series 2011-K14 Class B 5.167%, 02/25/47 144A @,•		1,050		1,128,970
FREMF Mortgage Trust Series 2011-K702 Class B 4.774%, 04/25/44 144A @,•		2,275		2,275,577

59

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Limited Maturity Bond Fund

	Par (000)		Value†
COMMERCIAL MORTGAGE BACKED SECURITIES — (continued)
FREMF Mortgage Trust Series 2011-K703 Class B 4.881%, 07/25/44 144A @,•	$	2,000	$	2,014,814
FREMF Mortgage Trust Series 2012-K705 Class B 4.159%, 09/25/44 144A @,•		3,155		3,186,707
FREMF Mortgage Trust Series 2012-K708 Class C 3.750%, 02/25/45 144A @,•		2,000		2,011,821
FREMF Mortgage Trust Series 2012-K710 Class B 3.812%, 06/25/47 144A @,•		2,110		2,123,867
Government National Mortgage Association 2011-92 Class B 3.200%, 11/16/44		362		361,620
GS Mortgage Securities Trust Series 2010-C1 5.148%, 08/10/43 144A @		2,000		2,087,904
GSCCRE Commercial Mortgage Trust 2015-HULA Class B (1 M LIBOR + 2.300%) 3.777%, 08/15/32 144A @,•		2,000		2,005,044
WFRBS Commercial Mortgage Trust 2012-C7 Class XA 1.441%, 06/15/45 144A @,•		51,289		2,522,963
TOTAL COMMERCIAL MORTGAGE BACKED SECURITIES (Cost $28,627,128)				27,791,262
CORPORATE BONDS — 42.2%
Airlines — 8.6%
Air Canada 2013-1 Class B Pass Through Trust 5.375%, 11/15/22 144A @		1,096		1,147,135
American Airlines 2013-1 Class C Pass Through Trust 6.125%, 07/15/18 144A @		2,004		2,033,966
Continental Airlines 1999-1 Class A, Pass Through Trust 6.545%, 08/02/20		496		508,416
Continental Airlines 1999-2 Pass Through Trust 7.256%, 09/15/21		1,524		1,600,616
Continental Airlines 2000-2 Pass Through Trust 7.707%, 10/02/22		282		308,517
Continental Airlines 2012-1 Class B Pass Through Trust 6.250%, 10/11/21		1,387		1,453,830
Continental Airlines 2012-3 Class C Pass Through Trust 6.125%, 04/29/18		1,910		1,930,055
Delta Air Lines 2007-1 Class B Pass Through Trust 8.021%, 02/10/24		1,063		1,192,588
Delta Air Lines 2010-1 Class A Pass Through Trust 6.200%, 01/02/20		980		997,054
Delta Air Lines 2012-1 Class B Pass Through Trust 6.875%, 05/07/19 144A @		1,740		1,813,921

	Par (000)		Value†
Airlines — (continued)
Delta Air Lines, Inc. 2.875%, 03/13/20	$	2,000	$	2,011,606
Northwest Airlines 2007-1 Class A Pass Through Trust 7.027%, 05/01/21		2,410		2,593,434
US Airways 2012-1 Class B Pass Through Trust 8.000%, 04/01/21		2,038		2,206,182
				19,797,320
Banks — 2.5%
Citigroup, Inc. 6.125%, 05/15/18		1,600		1,624,244
JPMorgan Chase Bank NA 1.450%, 09/21/18		1,000		995,783
State Street Corp. 4.956%, 03/15/18		3,000		3,017,162
				5,637,189
Beverages — 0.4%
Anheuser-Busch InBev Worldwide, Inc. (3 M ICE LIBOR + 0.690%) 2.067%, 08/01/18•		900		902,733
Chemicals — 0.6%
Methanex Corp. 3.250%, 12/15/19		1,453		1,459,484
Computers — 0.9%
EMC Corp. 1.875%, 06/01/18		2,000		1,990,490
Diversified Financial Services — 1.7%
Air Lease Corp. 2.625%, 09/04/18		2,000		2,005,895
Ally Financial, Inc. 3.600%, 05/21/18		1,000		1,003,000
3.250%, 11/05/18		1,000		1,002,500
				4,011,395
Electric — 1.1%
Fortive Corp. 1.800%, 06/15/19		1,500		1,489,172
San Diego Gas & Electric Co. 1.914%, 02/01/22		1,032		1,007,420
				2,496,592
Entertainment — 1.7%
International Game Technology 7.500%, 06/15/19		700		742,000
Royal Caribbean Cruises Ltd. 2.650%, 11/28/20		1,500		1,498,889
Scientific Games International, Inc. 7.000%, 01/01/22 144A @		1,500		1,580,625
				3,821,514

60

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Limited Maturity Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Food — 1.5%
Mondelez International Holdings Netherlands BV 1.625%, 10/28/19 144A @	$	1,500	$	1,478,353
Smithfield Foods, Inc. 2.700%, 01/31/20 144A @		2,000		1,986,949
				3,465,302
Healthcare Products — 0.4%
Stryker Corp. 2.000%, 03/08/19		1,000		998,456
Healthcare Services — 4.1%
Abbott Laboratories 2.350%, 11/22/19		2,000		2,002,175
Aetna Inc. 1.700%, 06/07/18		1,500		1,497,642
Becton Dickinson and Co. 2.404%, 06/05/20		2,000		1,989,153
HCA, Inc. 3.750%, 03/15/19		3,000		3,026,250
Humana, Inc. 2.500%, 12/15/20		1,000		999,234
				9,514,454
Housewares — 2.3%
DR Horton, Inc. 2.550%, 12/01/20		2,000		1,997,011
Lennar Corp. 2.950%, 11/29/20 144A @		1,000		992,500
Newell Brands, Inc. 5.000%, 11/15/23		2,250		2,374,695
				5,364,206
Internet — 1.2%
eBay Inc. 2.500%, 03/09/18		1,000		1,000,931
Tencent Holdings Ltd. 2.875%, 02/11/20 144A @		1,750		1,759,975
				2,760,906
Machinery — Diversified — 1.3%
Stanley Black & Decker, Inc. 1.622%, 11/17/18		2,000		1,992,665
2.451%, 11/17/18		1,000		1,003,021
				2,995,686
Media — 0.9%
Historic TW, Inc. 6.875%, 06/15/18		2,000		2,042,045
Oil & Gas — 0.4%
EQT Corp. 2.500%, 10/01/20		1,000		993,030
Oil & Gas Services — 0.9%
Schlumberger Holdings Corp. 2.350%, 12/21/18 144A @		2,000		2,004,489

	Par (000)		Value†
Pharmaceuticals — 1.3%
Shire Acquisitions Investments Ireland DAC 1.900%, 09/23/19	$	2,000	$	1,981,893
Teva Pharmaceutical Finance Netherlands III BV 1.700%, 07/19/19		1,000		971,596
				2,953,489
Pipelines — 2.9%
Midcontinent Express Pipeline LLC 6.700%, 09/15/19 144A @		2,000		2,089,000
NuStar Logistics LP 8.400%, 04/15/18		1,500		1,524,375
Rockies Express Pipeline LLC144A @ 6.850%, 07/15/18		950		966,625
6.000%, 01/15/19		2,000		2,055,000
				6,635,000
Retail — 1.1%
Alimentation Couche-Tard, Inc. 2.700%, 07/26/22 144A @		1,000		990,807
QVC, Inc. 3.125%, 04/01/19		1,500		1,505,598
				2,496,405
Semiconductors — 1.8%
NXP BV/NXP Funding LLC144A @ 3.750%, 06/01/18		1,000		1,006,000
5.750%, 03/15/23		1,000		1,032,500
QUALCOMM, Inc. (3 M ICE LIBOR + 0.450%) 1.886%, 05/20/20•		2,000		2,000,857
				4,039,357
Software — 2.0%
Activision Blizzard, Inc. 2.300%, 09/15/21		1,000		986,875
CDK Global, Inc. 3.800%, 10/15/19		1,500		1,530,000
VMware, Inc. 2.300%, 08/21/20		2,000		1,988,660
				4,505,535
Telecommunications — 1.9%
Crown Castle Towers LLC 6.113%, 01/15/40 144A @		1,867		1,968,084
Sprint Communications, Inc. 9.000%, 11/15/18 144A @		556		585,246
Sprint Spectrum Co. LLC 3.360%, 03/20/23 144A @		1,875		1,886,719
				4,440,049
Trucking and Leasing — 0.7%
Aviation Capital Group Corp. 2.875%, 09/17/18 144A @		1,500		1,505,033
TOTAL CORPORATE BONDS (Cost $96,899,311)				96,830,159

61

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Limited Maturity Bond Fund

	Par (000)		Value†
MUNICIPAL BOND — 1.0%
State of California, Los Angeles Department of Water & Power Power System Revenue 6.166%, 07/01/40 (Cost $2,186,567)	$	2,000	$	2,188,580
RESIDENTIAL MORTGAGE BACKED SECURITIES — 0.0%
Fannie Mae Pool — 0.0%
Fannie Mae Pool 4.000%, 06/01/20 (Cost $48,280)		48		49,456
U.S TREASURY OBLIGATION — 10.1%
U.S. Treasury Inflation Indexed Bonds 0.125%, 04/15/20		2,633		2,627,850
0.125%, 04/15/21		2,602		2,591,128
0.375%, 07/15/27		4,790		4,764,208
U.S. Treasury Note 0.875%, 07/15/18		1,050		1,046,227
0.750%, 07/31/18		800		796,062
1.250%, 12/15/18		3,000		2,984,297
1.375%, 12/31/18		1,250		1,244,482
1.250%, 01/31/19		2,500		2,484,375
0.875%, 04/15/19		1,500		1,481,426
1.625%, 12/31/19		3,200		3,183,274
TOTAL U.S TREASURY OBLIGATION (Cost $23,357,859)				23,203,329
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 0.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $895,539)		895,539		895,539
TOTAL INVESTMENTS — 89.2% (Cost $205,330,125)			$	204,542,674
Other Assets & Liabilities — 10.8%				24,641,523
TOTAL NET ASSETS — 100.0%			$	229,184,197

† See Security Valuation Note.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

• Variable rate security. The rate disclosed is the rate in effect on the report date. The information in parenthesis represents the benchmark and reference rate for each relevant security and the rate floats based upon the reference rate and spread. The security may be further subject to interest rate floors and caps. For loan agreements, the rate shown may represent a

weighted average interest rate. Certain variable rate securities are not based on a published reference rate and spread, but are determined by the issuer or agent and are based on current market conditions, or, for mortgage-backed securities, are impacted by the individual mortgages which are paying off over time. These securities do not indicate a reference rate and spread in their descriptions.

CLO — Collateralized Loan Obligation.

LLC — Limited Liability Company.

LP — Limited Partnership.

Country Weightings as of 12/31/2017††
United States	83	%
Cayman Islands	12
Canada	2
Cote D’Ivoire (Ivory Coast)	1
Ireland	1
Netherlands	1
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
U.S TREASURY OBLIGATION	$	23,203,329	$	—	$	23,203,329	$	—
ASSET BACKED SECURITIES		53,584,349		—		53,584,349		—
COMMERCIAL MORTGAGE BACKED SECURITIES		27,791,262		—		27,791,262		—
CORPORATE BONDS		96,830,159		—		96,830,159		—
MUNICIPAL BONDS		2,188,580		—		2,188,580		—
RESIDENTIAL MORTGAGE BACKED SECURITIES		49,456		—		49,456		—
SHORT-TERM INVESTMENTS		895,539		895,539		—		—
TOTAL INVESTMENTS	$	204,542,674	$	895,539	$	203,647,135		—
OTHER FINANCIAL INSTRUMENTS(1)
Futures Contracts	$	12,844	$	12,844	$	—	$	—
TOTAL ASSETS — OTHER FINANCIAL INSTRUMENTS	$	12,844	$	12,844	$	—	$	—

62

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Limited Maturity Bond Fund

LIABILITIES TABLE
Description	Total Market Value at 12/31/2017			Level 1 Quoted Price			Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
OTHER FINANCIAL INSTRUMENTS(1)
Futures Contracts	$	(135,624	)	$	(135,624	)	$	—	$	—
TOTAL LIABILITIES — OTHER FINANCIAL INSTRUMENTS	$	(135,624	)	$	(135,624	)	$	—	$	—

⁽¹⁾ Other financial instruments are derivative instruments not reflected in the value of total investments in securities in the Schedule of Investments such as future contracts which are valued at the unrealized appreciation (depreciation) on the instrument.

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

Future Contracts:

Type	Futures Contract	Expiration Date	Number of Contracts			Units per Contract		Closing Price		Notional Value			Unrealized Appreciation		Unrealized Depreciation
Sell/Short	US Treasury Note	3/31/2018		(20	)		1,000		116		(2,323,200	)	$	12,844	$	—
Buy/Long	US Treasury Note	3/31/2018		280			2,000		107		59,920,000			—		(135,624	)
													$	12,844	$	(135,624	)

63

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Quality Bond Fund

	Par (000)		Value†
AGENCY OBLIGATIONS — 1.6%
Federal Home Loan Bank Bonds — 1.6%
Federal Home Loan Banks 2.750%, 07/11/31 (Cost $7,572,420)	$	8,000	$	7,664,176
ASSET BACKED SECURITIES — 10.8%
Brentwood CLO Corp. 2006-1A (3 M ICE LIBOR + 0.820%) 2.197%, 02/01/22 144A @,•		3,833		3,820,137
Chrysler Capital Auto Receivables Trust 2014-BA 2.700%, 05/15/20 144A @		3,000		3,010,703
Cole Park CLO Ltd. 2015-1A 3.130%, 10/20/28 144A @		2,993		2,971,361
Ford Credit Auto Owner Trust 2013-D 1.540%, 03/15/19		3,159		3,158,750
KeyCorp Student Loan Trust 2006-A (3 M ICE LIBOR + 0.310%) 1.985%, 09/27/35•		1,764		1,761,654
Navient Private Education Loan Trust 2015-A (1 M ICE LIBOR + 1.700%) 3.177%, 11/15/30 144A @,•		3,000		3,095,643
Oak Hill Credit Partners XII Ltd. 2015 5.080%, 01/23/27 144A @		2,000		2,013,130
Rockwall CDO II Ltd. 2007-1A (3 M ICE LIBOR + 0.700%) 2.077%, 08/01/24 144A @,•		4,000		3,990,356
SLM Student Loan Trust• (3 M ICE LIBOR + 0.270%) 1.637%, 10/26/26 2005-10		5,000		4,824,928
(1 M ICE LIBOR + 1.000%) 2.552%, 04/27/43 2012-6		7,205		6,595,237
SMB Private Education Loan Trust 2015-C (1 M ICE LIBOR + 1.950%) 3.427%, 08/16/32 144A @,•		5,000		5,236,000
Sound Point CLO VI Ltd. 2014-2A (3 M ICE LIBOR + 1.140%) 2.503%, 10/20/26 144A @,•		5,000		5,012,575
Stratford CLO Ltd. 2007 (3 M ICE LIBOR + 2.000%) 3.377%, 11/01/21 144A @,•		3,500		3,504,196
Westchester CLO Ltd. 2007-1A B (3 M ICE LIBOR + 0.440%) 1.817%, 08/01/22 144A @,•		3,203		3,202,323
TOTAL ASSET BACKED SECURITIES (Cost $51,904,475)				52,196,993
COMMERCIAL MORTGAGE BACKED SECURITIES — 18.8%
CFCRE Commercial Mortgage Trust 2011-C1 4.961%, 04/15/44 144A @,•		946		993,632
FHLMC Multifamily Structured Pass-Through Certificates 1.676%, 03/25/22 Series K019 Class X1•		51,409		2,985,392

	Par (000)		Value†
3.062%, 12/25/24 Series K043 Class A2	$	5,636	$	5,777,425
2.811%, 01/25/25 Series K044 Class A2		5,000		5,043,818
3.010%, 07/25/25 Series K049 Class A2		5,405		5,503,962
2.525%, 05/25/26 Series K056 Class A2		5,000		4,899,800
2.653%, 08/25/26 Series K058 Class A2		5,000		4,941,260
3.347%, 11/25/26 Series K061 Class A2•		4,750		4,939,004
Freddie Mac REMICS 3.500%, 09/15/43		5,899		5,975,243
FREMF Mortgage Trust Series 2010-K6 Class B 5.367%, 12/25/46 144A @,•		7,795		8,178,088
FREMF Mortgage Trust Series 2012-K19 Class C 4.033%, 05/25/45 144A @,•		4,500		4,542,471
FREMF Mortgage Trust Series 2012-K20 Class C 3.870%, 05/25/45 144A @,•		6,000		6,002,368
FREMF Mortgage Trust Series 2012-K23 Class C 3.656%, 10/25/45 144A @,•		5,000		4,956,356
FREMF Mortgage Trust Series 2012-K707 Class B 3.883%, 01/25/47 144A @,•		8,272		8,358,846
FREMF Mortgage Trust Series 2012-K710 Class B 3.812%, 06/25/47 144A @•		5,175		5,209,010
FREMF Mortgage Trust Series 2012-K711 Class C 3.562%, 08/25/45 144A @,•		6,000		6,013,673
FREMF Mortgage Trust Series 2014-K503 Class B 3.002%, 10/25/47 144A @,•		5,000		5,014,753
Government National Mortgage Association Series 2011-77 Class D 4.666%, 10/16/45•		2,000		2,078,698
TOTAL COMMERCIAL MORTGAGE BACKED SECURITIES (Cost $91,977,378)				91,413,799
CORPORATE BONDS — 47.6%
Aerospace & Defense — 0.6%
Lockheed Martin Corp. 3.100%, 01/15/23		3,000		3,048,254
Airlines — 5.0%
Air Canada 2013-1 Class B Pass Through Trust 5.375%, 11/15/22 144A @		4,004		4,191,900
Continental Airlines 2012-1 Class B Pass Through Trust 6.250%, 10/11/21		709		743,449
Continental Airlines 2012-3 Class C Pass Through Trust 6.125%, 04/29/18		3,500		3,536,750

64

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Quality Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Airlines — (continued)
Delta Air Lines 2007-1 Class A Pass Through Trust 6.821%, 02/10/24	$	3,530	$	4,015,817
Delta Air Lines 2015-1 Class B Pass Through Trust 4.250%, 01/30/25		2,621		2,704,210
Northwest Airlines 2007-1 Class A Pass Through Trust 7.027%, 05/01/21		3,556		3,826,973
United Airlines 2014-1 Class B Pass Through Trust 4.750%, 10/11/23		2,241		2,317,419
United Airlines 2016-1 Class AA Pass Through Trust 3.100%, 01/07/30		3,000		2,992,500
				24,329,018
Banks — 6.5%
BAC Capital Trust XIII (3 M ICE LIBOR + 0.400%) 4.000%, 06/15/49•		2,896		2,595,801
Bank of America Corp. 5.650%, 05/01/18		1,000		1,011,933
JPMorgan Chase & Co. 3.875%, 09/10/24		3,600		3,755,242
KeyCorp. Capital I (3 M ICE LIBOR + 0.740%) 2.435%, 07/01/28•		2,640		2,468,400
NTC Capital I (3 M ICE LIBOR + 0.520%) 1.879%, 01/15/27•		5,595		5,231,325
PNC Capital Trust C• (3 M ICE LIBOR + 0.570%) 2.051%, 06/01/28		2,000		1,870,000
(3 M ICE LIBOR + 1.020%) 3.500%, 10/15/66		3,000		2,715,000
State Street Corp. 4.956%, 03/15/18		5,915		5,948,837
(3 M ICE LIBOR + 0.560%) 1.976%, 05/15/28•		2,000		1,850,000
Wells Fargo & Co. 3.000%, 02/19/25		4,000		3,966,594
				31,413,132
Biotechnology — 1.0%
Amgen, Inc. 2.700%, 05/01/22		3,000		2,996,811
2.650%, 05/11/22		2,000		1,994,619
				4,991,430
Building Materials — 1.4%
Martin Marietta Materials, Inc. 4.250%, 07/02/24		3,000		3,155,606
Vulcan Materials Co. 4.500%, 04/01/25		3,565		3,798,882
				6,954,488

	Par (000)		Value†
Chemicals — 1.6%
Methanex Corp. 3.250%, 12/15/19	$	3,159	$	3,173,096
Sherwin-Williams Co. 4.500%, 06/01/47		4,000		4,373,377
				7,546,473
Commercial Services — 0.6%
Drawbridge Special Opportunities Fund LP 5.000%, 08/01/21 144A @		2,000		2,063,999
ERAC USA Finance LLC 2.350%, 10/15/19 144A @		1,000		997,146
				3,061,145
Computers — 0.7%
Diamond 1 Finance Corp. 5.450%, 06/15/23 144A @		3,000		3,241,917
Diversified Financial Services — 1.7%
Air Lease Corp. 3.750%, 02/01/22		2,000		2,066,461
Carlisle Cos, Inc. 3.750%, 12/01/27		3,000		3,031,162
General Electric Capital Corp. 7.500%, 08/21/35		2,263		3,237,119
				8,334,742
Electric — 0.9%
FirstEnergy Corp. 3.900%, 07/15/27		4,000		4,098,583
Engineering & Construction — 0.6%
SBA Tower Trust 3.156%, 10/10/45 144A @		3,000		3,022,500
Food — 2.7%
JM Smucker Co. 3.375%, 12/15/27		2,000		2,002,659
Kellogg Co. 2.650%, 12/01/23		3,000		2,980,209
Land O’ Lakes, Inc. 6.000%, 11/15/22 144A @		3,500		3,902,500
Smithfield Foods, Inc. 3.350%, 02/01/22 144A @		3,000		3,006,084
WM Wrigley Jr. Co. 2.400%, 10/21/18 144A @		1,000		1,002,840
				12,894,292
Forest Products & Paper — 0.5%
Georgia-Pacific LLC 3.163%, 11/15/21 144A @		2,500		2,544,588
Healthcare Products — 1.1%
Becton Dickinson and Co. 3.700%, 06/06/27		3,000		3,023,130
Edwards Lifesciences Corp. 2.875%, 10/15/18		1,000		1,006,746
Zimmer Biomet Holdings, Inc. 4.625%, 11/30/19		1,000		1,038,330
				5,068,206

65

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Schedule of Investments — December 31, 2017

Quality Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Healthcare Services — 0.6%
HCA, Inc. 3.750%, 03/15/19	$	3,000	$	3,026,250
Housewares — 1.8%
Lennar Corp. 2.950%, 11/29/20 144A @		1,000		992,500
Newell Brands, Inc. 5.000%, 11/15/23		3,517		3,711,912
Newell Rubbermaid, Inc. 4.200%, 04/01/26		2,000		2,088,816
Toll Brothers Finance Corp. 4.875%, 03/15/27		2,000		2,075,000
				8,868,228
Insurance — 1.2%
New York Life Insurance Co. 5.875%, 05/15/33 144A @		4,425		5,691,078
Internet — 0.8%
Alibaba Group Holding Ltd. 3.400%, 12/06/27		1,000		999,748
Tencent Holdings Ltd. 2.875%, 02/11/20 144A @		3,000		3,017,099
				4,016,847
Investment Companies — 0.2%
Ares Capital Corp. 4.875%, 11/30/18		1,000		1,022,831
Lodging — 0.8%
Marriott International, Inc. 4.500%, 10/01/34		3,500		3,718,689
Media — 1.6%
Charter Communications Operating LLC 4.464%, 07/23/22		3,000		3,130,047
Comcast Cable Holdings LLC 9.875%, 06/15/22		1,000		1,266,142
Historic TW, Inc. 6.875%, 06/15/18		3,000		3,063,068
				7,459,257
Mining — 0.2%
Goldcorp, Inc. 3.625%, 06/09/21		1,000		1,021,971
Oil & Gas — 0.7%
BG Energy Capital PLC 4.000%, 10/15/21 144A @		1,000		1,048,527
BP Capital Markets PLC 2.500%, 11/06/22		2,500		2,487,103
				3,535,630
Pharmaceuticals — 2.4%
AbbVie, Inc. 2.300%, 05/14/21		3,000		2,978,080
GlaxoSmithKline Capital, Inc. 5.375%, 04/15/34		1,000		1,228,966

	Par (000)		Value†
Pharmaceuticals — (continued)
Mead Johnson Nutrition Co. 4.125%, 11/15/25	$	2,000	$	2,121,218
Mylan NV 3.000%, 12/15/18		2,000		2,010,695
Zoetis, Inc. 4.500%, 11/13/25		3,000		3,269,668
				11,608,627
Pipelines — 4.3%
Energy Transfer Equity LP 7.500%, 10/15/20		3,000		3,300,000
Enterprise Products Operating LLC (3 M ICE LIBOR + 2.680%) 7.034%, 01/15/68•		3,175		3,175,000
Midcontinent Express Pipeline LLC 6.700%, 09/15/19 144A @		4,000		4,178,000
NuStar Logistics LP 8.400%, 04/15/18		3,000		3,048,750
Regency Energy Partners LP 5.875%, 03/01/22		2,000		2,186,512
Rockies Express Pipeline LLC 6.000%, 01/15/19 144A @		2,500		2,568,750
Tallgrass Energy Partners LP 5.500%, 09/15/24 144A @		2,500		2,565,625
				21,022,637
Real Estate Investment Trusts — 1.1%
American Tower Corp. 4.700%, 03/15/22		2,500		2,676,189
Kimco Realty Corp. 2.800%, 10/01/26		3,000		2,831,804
				5,507,993
Retail — 0.6%
Alimentation Couche-Tard, Inc. 3.550%, 07/26/27 144A @		3,000		2,997,222
Semiconductors — 0.6%
NXP BV/NXP Funding LLC 5.750%, 03/15/23 144A @		2,824		2,915,780
Software — 1.8%
Activision Blizzard, Inc. 6.125%, 09/15/23 144A @		2,000		2,120,261
CDK Global, Inc. 3.800%, 10/15/19		3,500		3,570,000
VMware, Inc. 2.950%, 08/21/22		3,000		2,991,617
				8,681,878
Telecommunications — 2.7%
AT&T, Inc. 4.900%, 08/14/37		2,000		2,025,189
Crown Castle Towers LLC 3.663%, 05/15/45 144A @		4,000		4,068,360
Nokia OYJ 4.375%, 06/12/27		1,325		1,309,763
6.625%, 05/15/39		1,482		1,637,610

66

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Schedule of Investments — December 31, 2017

Quality Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Telecommunications — (continued)
Sprint Communications, Inc. 9.000%, 11/15/18 144A @	$	1,298	$	1,366,275
Sprint Spectrum Co. LLC 3.360%, 03/20/23 144A @		2,813		2,830,078
				13,237,275
Transportation — 0.8%
BNSF Railway Co. 2015-1 Pass Through Trust 3.442%, 06/16/28 144A @		2,718		2,772,328
Federal Express Corp 1999 Pass Through Trust 7.650%, 07/15/24		966		1,077,624
				3,849,952
Trucking and Leasing — 0.5%
Aviation Capital Group Corp. 2.875%, 09/17/18 144A @		2,500		2,508,389
TOTAL CORPORATE BONDS (Cost $227,295,302)				231,239,302
MUNICIPAL BONDS — 3.2%
Florida Governmental Utility Authority, Lindrick Utility System, Build America Bonds 7.630%, 10/01/30		2,250		2,513,273
Northeast Ohio Regional Sewer District 6.038%, 11/15/40		3,755		4,136,245
Pennsylvania Economic Development Financing Authority, UPMC Revenue Bonds 4.000%, 11/15/42		3,390		3,568,483
State of California, Los Angeles Department of Water & Power Power System Revenue 6.166%, 07/01/40		5,000		5,471,450
Total MUNICIPAL BONDS (Cost $15,609,234)				15,689,451
RESIDENTIAL MORTGAGE BACKED SECURITIES — 7.8%
Fannie Mae Pool — 7.3%
2.500%, 01/01/43		2,569		2,491,158
2.500%, 02/01/43		7,412		7,187,351
2.500%, 05/01/43		10,025		9,707,356
3.500%, 09/01/43		1,273		1,310,979
3.000%, 01/01/48		15,000		15,000,000
				35,696,844
Freddie Mac Gold Pool — 0.4%
3.500%, 01/01/41		1,681		1,734,295
Ginnie Mae Pool — 0.1%
6.000%, 10/15/38		245		273,710

	Par (000)		Value†
Ginnie Mae Pool — (continued)
6.000%, 10/15/38	$	139	$	155,457
				429,167
TOTAL RESIDENTIAL MORTGAGE BACKED SECURITIES (Cost $37,504,731)				37,860,306
	Number of Shares		Value†
PREFERRED STOCKS — 0.5%
Financial Services — 0.5%
Morgan Stanley (Cost $2,445,300)		90,000		2,439,000
	Par (000)		Value†
U.S TREASURY OBLIGATION — 12.0%
U.S. Treasury Bond 2.250%, 11/15/24		3,000		2,984,531
2.125%, 05/15/25		2,500		2,461,816
1.625%, 05/15/26		1,500		1,412,813
4.375%, 02/15/38		3,000		3,834,961
2.875%, 05/15/43		5,000		5,141,211
3.625%, 08/15/43		2,000		2,334,219
3.750%, 11/15/43		2,050		2,442,623
U.S. Treasury Inflation Indexed Bonds
0.625%, 01/15/24		4,757		4,840,424
0.250%, 01/15/25		7,602		7,534,998
0.375%, 07/15/25		7,281		7,292,107
1.000%, 02/15/46		4,164		4,448,336
U.S. Treasury Note 2.000%, 07/31/22		650		645,049
1.625%, 08/15/22		3,000		2,929,922
1.750%, 05/15/23		2,550		2,487,147
2.500%, 08/15/23		2,000		2,027,109
2.000%, 02/15/25		3,500		3,421,387
2.375%, 05/15/27		2,000		1,994,297
Total U.S TREASURY OBLIGATION (Cost $58,182,417)				58,232,950
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 2.8%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $13,699,589)		13,699,589		13,699,589
TOTAL INVESTMENTS — 105.1% (Cost $506,190,846)			$	510,435,566
Other Assets & Liabilities — (5.1)%				(24,837,370	)
TOTAL NET ASSETS — 100.0%			$	485,598,196

67

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Schedule of Investments — December 31, 2017

Quality Bond Fund

† See Security Valuation Note.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

• Variable rate security. The rate disclosed is the rate in effect on the report date. The information in parenthesis represents the benchmark and reference rate for each relevant security and the rate floats based upon the reference rate and spread. The security may be further subject to interest rate floors and caps. For loan agreements, the rate shown may represent a weighted average interest rate. Certain variable rate securities are not based on a published reference rate and spread, but are determined by the issuer or agent and are based on current market conditions, or, for mortgage-backed securities, are impacted by the individual mortgages which are paying off over time. These securities do not indicate a reference rate and spread in their descriptions.

CLO — Collateralized Loan Obligation.

LLC — Limited Liability Company.

LP — Limited Partnership.

PLC — Public Limited Company.

REMICS — Real Estate Mortgage Investment Conduits.

Country Weightings as of 12/31/2017††
United States	90	%
Cayman Islands	4
Canada	2
Cote D’Ivoire (Ivory Coast)	1
Finland	1
Netherlands	1
United Kingdom	1
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
U.S TREASURY OBLIGATION	$	58,232,950	$	—	$	58,232,950	$	—
AGENCY OBLIGATIONS		7,664,176		—		7,664,176		—
ASSET BACKED SECURITIES		52,196,993		—		52,196,993		—
COMMERCIAL MORTGAGE BACKED SECURITIES		91,413,799		—		91,413,799		—

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
CORPORATE BONDS	$	231,239,302	$	—	$	231,239,302	$	—
RESIDENTIAL MORTGAGE BACKED SECURITIES		37,860,306		—		37,860,306		—
MUNICIPAL BONDS		15,689,451		—		15,689,451		—
PREFERRED STOCK		2,439,000		2,439,000		—		—
SHORT-TERM INVESTMENTS		13,699,589		13,699,589		—		—
TOTAL INVESTMENTS	$	510,435,566	$	16,138,589	$	494,296,977		—
OTHER FINANCIAL INSTRUMENTS(1)
Futures Contracts	$	187,500	$	187,500	$	—	$	—
TOTAL ASSETS — OTHER FINANCIAL INSTRUMENTS	$	187,500	$	187,500	$	—	$	—

LIABILITIES TABLE
Description	Total Market Value at 12/31/2017			Level 1 Quoted Price			Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
OTHER FINANCIAL INSTRUMENTS(1)
Futures Contracts	$	(5,000	)	$	(5,000	)	$	—	$	—
TOTAL LIABILITIES — OTHER FINANCIAL INSTRUMENTS	$	(5,000	)	$	(5,000	)	$	—	$	—

⁽¹⁾ Other financial instruments are derivative instruments not reflected in the value of total investments in securities in the Schedule of Investments such as future contracts which are valued at the unrealized appreciation (depreciation) on the instrument.

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

68

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Schedule of Investments — December 31, 2017

Quality Bond Fund

Future Contracts:

Type	Futures Contract	Expiration Date	Number of Contracts			Units per Contract		Closing Price		Notional Value			Unrealized Appreciation		Unrealized Depreciation
Sell/Short	US Treasury Note	3/31/2018		(105	)		1,000		124		(13,020,000	)	$	87,773	$	—
Buy/Long	US Treasury Bond	3/31/2018		20			1,000		153		3,060,000			—		(5,000	)
Buy/Long	US Treasury Ultra Bond	3/31/2018		115			1,000		168		19,320,000			99,727		—
													$	187,500	$	(5,000	)

69

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

High Yield Bond Fund

	Par (000)		Value†
ASSET BACKED SECURITIES — 0.1%
VB-S1 Issuer LLC, 2016-IA F 6.901%, 06/15/46 144A @ (Cost $95,000)	$	95	$	97,467
	Number of Shares		Value†
COMMON STOCKS — 1.2%
Entertainment — 0.0%
New Cotai Participation, Class B*144A @(1),^,~		1		4,965
Lodging — 0.2%
Caesars Entertainment Corp.*		24,779		313,454
Media — 0.3%
Liberty Broadband Corp., Class A*		2,150		182,857
Liberty Broadband Corp., Class C*		2,925		249,093
Liberty Global PLC LiLAC, Class C*		286		5,689
				437,639
Mining — 0.1%
Constellium NV, Class A*		13,425		149,689
Oil & Gas — 0.2%
Frontera Energy Corp.*		9,079		286,021
Frontera Energy Corp.*~		4,300		135,466
				421,487
Real Estate — 0.1%
The Howard Hughes Corp.*		1,675		219,877
Telecommunications — 0.3%
T-Mobile US, Inc.*		8,475		538,247
TOTAL COMMON STOCKS (Cost $1,632,617)				2,085,358
	Par (000)		Value†
PREFERRED STOCKS — 1.4%
Electric — 0.2%
NextEra Energy, Inc.	$	6,100		342,820
Healthcare Products — 0.2%
Becton Dickinson and Co., CONV		5,900		341,610
Oil & Gas — 1.0%
Hess Corp.		5,875		340,045
Targa Resources Corp.(1)^,~		1,175		1,318,937
				1,658,982
Packaging and Containers — 0.0%
Smurfit-Stone Container Corp. (Escrow) CONV.*(1),^,~		725		0
TOTAL PREFERRED STOCKS (Cost $2,252,663)				2,343,412

	Par (000)		Value†
CORPORATE BONDS — 81.6%
Advertising — 0.5%
MDC Partners, Inc. 6.500%, 05/01/24 144A @	$	491	$	493,455
Outfront Media Capital LLC 5.625%, 02/15/24		400		423,000
				916,455
Aerospace & Defense — 0.7%
StandardAero Aviation Holdings, Inc. 10.000%, 07/15/23 144A @		930		1,018,350
Triumph Group, Inc. 7.750%, 08/15/25 144A @		240		254,700
				1,273,050
Airlines — 0.1%
American Airlines 2013-1 Class B Pass Through Trust 5.625%, 07/15/22 144A @		59		61,158
United Airlines 2014-2 Class B Pass Through Trust 4.625%, 03/03/24		57		58,404
				119,562
Auto Manufacturers — 0.8%
Aston Martin Capital Holdings Ltd. 6.500%, 04/15/22 144A @		200		210,000
Tesla, Inc. 5.300%, 08/15/25 144A @		1,215		1,160,325
				1,370,325
Auto Parts & Equipment — 1.0%
Allison Transmission, Inc. 5.000%, 10/01/24 144A @		175		180,469
American Axle & Manufacturing, Inc. 6.250%, 04/01/25 144A @		865		910,412
Nexteer Automotive Group Ltd. 5.875%, 11/15/21 144A @		200		208,500
TI Group Automotive Systems LLC 8.750%, 07/15/23 144A @		176		188,760
Titan International, Inc. 6.500%, 11/30/23 144A @		260		264,550
				1,752,691
Banks — 5.3%
Ally Financial, Inc.
5.125%, 09/30/24		75		81,094
5.750%, 11/20/25		795		866,550
Banco Bilbao Vizcaya Argentaria S.A. (Euro 5 Yr Swap + 6.160%) 7.000%, 12/29/49•		400		504,338
Banco Do Brasil (cayman) 9.000%, 12/18/65		250		268,438
Credit Agricole S.A. (USD Swap Semi 30/360 5 Yr + 4.900%) 7.875%, 12/29/49•144A @		700		791,875
Credit Suisse Group AG•
(USD Swap Semi 30/360 5 Yr + 4.600%) 7.500%, 12/29/49 144A @		385		439,824

70

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Banks — (continued)
(USD Swap Semi 30/360 5 Yr + 5.110%) 7.125%, 07/29/66	$	340	$	372,130
DNB Bank ASA (USD Swap Semi 30/360 5 Yr + 5.080%) 6.500%, 03/26/66•		405		435,375
Freedom Mortgage Corp. 8.125%, 11/15/24 144A @		335		341,281
Halyk Savings Bank of Kazakhstan JSC 7.250%, 01/28/21 144A @		400		439,538
ING Groep NV (USD Swap Semi 30/360 5 Yr + 5.120%) 6.875%, 04/16/66•		415		453,387
Intesa Sanpaolo SpA (USD Swap Semi 30/360 5 Yr + 5.460%) 7.700%, 12/29/49•144A @		800		866,000
Royal Bank of Scotland Group PLC (USD Swap Semi 30/360 5 Yr + 5.800%) 7.500%, 09/30/66•		415		438,862
Societe Generale SA (USD Swap Semi 30/360 5 Yr + 6.240%) 7.375%, 12/29/49•144A @		425		460,615
Standard Chartered PLC (USD Swap Semi 30/360 5 Yr + 6.300%) 7.500%, 12/29/49•144A @		970		1,047,600
UBS Group AG (USD Swap Semi 30/360 5 Yr + 5.880%) 7.125%, 08/10/66•		400		435,120
UniCredit SpA (USD Swap Semi 30/360 5 Yr + 5.180%) 8.000%, 04/03/49•		780		853,629
				9,095,656
Building Materials — 0.7%
James Hardie International Finance DAC 4.750%, 01/15/25 144A @		200		201,500
Jeld-Wen, Inc. 4.625%, 12/15/25 144A @		155		156,163
Masonite International Corp. 5.625%, 03/15/23 144A @		175		182,927
NCI Building Systems, Inc. 8.250%, 01/15/23 144A @		225		238,500
Norbord, Inc. 6.250%, 04/15/23 144A @		225		245,531
Summit Materials LLC/Summit Materials Finance Corp. 5.125%, 06/01/25 144A @		150		153,000
				1,177,621
Chemicals — 2.1%
CF Industries, Inc. 5.375%, 03/15/44		385		380,187
CVR Partners LP 9.250%, 06/15/23 144A @		725		780,281
H&E Equipment Services, Inc. 5.625%, 09/01/25 144A @		340		355,300
INEOS Group Holdings S.A. 5.625%, 08/01/24 144A @		375		390,937

	Par (000)		Value†
Chemicals — (continued)
Kissner Holdings LP 8.375%, 12/01/22 144A @	$	490	$	494,900
Platform Specialty Products Corp. 6.500%, 02/01/22 144A @		225		232,594
5.875%, 12/01/25 144A @		195		193,537
PQ Corp. 6.750%, 11/15/22 144A @		175		186,813
5.750%, 12/15/25 144A @		115		117,013
Rayonier AM Products, Inc. 5.500%, 06/01/24 144A @		20		19,925
Univar USA, Inc. 6.750%, 07/15/23 144A @		355		370,975
				3,522,462
Coal — 0.1%
Alliance Resource Operating Partners LP 7.500%, 05/01/25 144A @		225		239,063
Commercial Services — 3.7%
Alliance Data Systems Corp. 5.875%, 11/01/21 144A @		315		322,875
Ashtead Capital, Inc. 4.125%, 08/15/25 144A @		200		202,000
4.375%, 08/15/27 144A @		200		203,000
Booz Allen Hamilton, Inc. 5.125%, 05/01/25 144A @		230		230,575
Brand Industrial Services, Inc. 8.500%, 07/15/25 144A @		285		299,250
Brink’s Co. 4.625%, 10/15/27 144A @		435		426,300
CDK Global, Inc. 4.875%, 06/01/27 144A @		675		683,437
Gartner, Inc. 5.125%, 04/01/25 144A @		110		114,950
Harland Clarke Holdings Corp. 6.875%, 03/01/20 144A @		125		127,500
9.250%, 03/01/21 144A @		215		218,225
8.375%, 08/15/22 144A @		485		503,648
Laureate Education, Inc. 8.250%, 05/01/25 144A @		520		551,200
Live Nation Entertainment, Inc. 4.875%, 11/01/24 144A @		10		10,250
Prime Security Services Borrower LLC 9.250%, 05/15/23 144A @		538		597,180
Team Health Holdings, Inc. 6.375%, 02/01/25 144A @		340		303,450
TMS International Corp. 7.250%, 08/15/25 144A @		365		381,425
United Rentals North America, Inc. 5.500%, 05/15/27		225		236,813
4.875%, 01/15/28		600		603,000
West Corp. 8.500%, 10/15/25 144A @		355		350,563
				6,365,641

71

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Schedule of Investments — December 31, 2017

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Computers — 0.9%
Dell International LLC 5.875%, 06/15/21 144A @	$	175	$	181,563
Riverbed Technology, Inc. 8.875%, 03/01/23 144A @		255		240,656
Western Digital Corp. 10.500%, 04/01/24		980		1,135,575
				1,557,794
Cosmetics & Personal Care — 0.2%
Avon International Operations, Inc. 7.875%, 08/15/22 144A @		275		279,813
Diversified Financial Services — 2.8%
Barclays PLC (GBP 5 Yr Swap + 6.100%) 7.875%, 12/29/49•		360		539,597
BNP Paribas SA (USD Swap Semi 30/360 5 Yr + 5.150%) 7.375%, 02/19/66•		415		479,325
Consolidated Energy Finance S.A. 6.750%, 10/15/19 144A @		296		301,180
6.875%, 06/15/25 144A @		225		238,500
Fly Leasing Ltd. 5.250%, 10/15/24		335		335,000
Ladder Capital Finance Holdings LLLP. 5.875%, 08/01/21 144A @		175		180,250
LPL Holdings, Inc. 5.750%, 09/15/25 144A @		825		839,437
Navient Corp. 8.000%, 03/25/20		250		270,312
6.500%, 06/15/22		195		204,653
7.250%, 09/25/23		220		234,300
6.125%, 03/25/24		110		111,375
NFP Corp. 6.875%, 07/15/25 144A @		440		443,300
Quicken Loans, Inc. 5.750%, 05/01/25 144A @		80		82,801
Vantiv LLC / Vanity Issuer Corp. 3.875%, 11/15/25 144A @		225		306,213
4.375%, 11/15/25 144A @		200		202,536
				4,768,779
Electric — 2.2%
AES Corp. 5.500%, 03/15/24		325		338,000
6.000%, 05/15/26		225		243,000
5.125%, 09/01/27		275		288,750
DPL, Inc. 7.250%, 10/15/21		450		499,500
NRG Energy, Inc. 7.250%, 05/15/26		1,120		1,219,389
6.625%, 01/15/27		690		729,675
5.750%, 01/15/28 144A @		520		525,200
				3,843,514
Energy-Alternate Sources — 0.1%
TerraForm Power Operating LLC 4.250%, 01/31/23 144A @		95		94,288

	Par (000)		Value†
Energy-Alternate Sources — (continued)
5.000%, 01/31/28 144A @	$	150	$	148,500
				242,788
Engineering & Construction — 0.3%
Weekley Homes LLC 6.625%, 08/15/25 144A @		515		512,425
Entertainment — 3.3%
AMC Entertainment, Inc. 5.750%, 06/15/25		820		810,775
Codere Finance 2 Luxembourg S.A. 7.625%, 11/01/21 144A @		430		436,536
Eldorado Resorts, Inc. 7.000%, 08/01/23		525		561,094
6.000%, 04/01/25		135		141,075
EMI Music Publishing Group North America Holdings, Inc. 7.625%, 06/15/24 144A @		125		137,500
International Game Technology PLC 6.500%, 02/15/25 144A @		615		687,262
Scientific Games International, Inc. 10.000%, 12/01/22		1,860		2,041,350
5.000%, 10/15/25 144A @		490		491,225
Six Flags Entertainment Corp. 5.500%, 04/15/27 144A @		335		346,725
				5,653,542
Environmental Control — 0.2%
Advanced Disposal Services, Inc. 5.625%, 11/15/24 144A @		175		178,938
Wrangler Buyer Corp. 6.000%, 10/01/25 144A @		127		130,810
				309,748
Food — 2.1%
Albertsons Cos LLC 6.625%, 06/15/24		400		379,000
5.750%, 03/15/25		275		248,050
Chobani LLC 7.500%, 04/15/25 144A @		715		757,900
FAGE International SA/FAGE USA Dairy Industry, Inc. 5.625%, 08/15/26 144A @		750		723,750
Iceland Bondco PLC 4.625%, 03/15/25		200		254,503
Lamb Weston Holdings, Inc. 4.625%, 11/01/24 144A @		225		231,750
Minerva Luxembourg S.A. 6.500%, 09/20/26 144A @		200		205,500
Post Holdings, Inc. 5.500%, 03/01/25 144A @		170		175,950
8.000%, 07/15/25 144A @^		175		196,875
5.750%, 03/01/27 144A @		170		172,975
5.625%, 01/15/28 144A @		250		251,325
				3,597,578

72

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Forest Products & Paper — 0.2%
Cascades, Inc. 5.500%, 07/15/22 144A @	$	150	$	154,125
Mercer International, Inc. 5.500%, 01/15/26 144A @		240		243,600
				397,725
Gas — 0.3%
NGL Energy Partners LP 7.500%, 11/01/23		480		495,600
Hand & Machine Tools — 0.3%
Apex Tool Group LLC 7.000%, 02/01/21 144A @		590		567,875
Healthcare Products — 0.5%
Hill-Rom Holdings, Inc. 5.750%, 09/01/23 144A @		150		156,937
Kinetic Concepts, Inc. 12.500%, 11/01/21 144A @		480		538,800
Ortho-Clinical Diagnostics, Inc. 6.625%, 05/15/22 144A @		250		251,250
				946,987
Healthcare Services — 3.6%
Centene Corp. 6.125%, 02/15/24		100		105,750
Community Health Systems, Inc. 6.250%, 03/31/23		655		589,500
DaVita, Inc. 5.125%, 07/15/24		450		454,500
5.000%, 05/01/25		450		449,865
Eagle Holding Co. II LLC PIK (Cash coupon 7.625%, PIK 8.375%) 7.625%, 05/15/22 144A @		120		121,200
HCA, Inc. 5.000%, 03/15/24		220		228,800
5.500%, 06/15/47		1,445		1,441,387
Mednax, Inc. 5.250%, 12/01/23 144A @		335		340,863
Molina Healthcare, Inc. 5.375%, 11/15/22		275		286,688
MPH Acquisition Holdings LLC 7.125%, 06/01/24 144A @		125		133,125
Polaris Intermediate Corp. PIK (Cash coupon 8.50%) 8.500%, 12/01/22 144A @		220		228,250
Surgery Center Holdings, Inc. 8.875%, 04/15/21 144A @		250		258,750
Tenet Healthcare Corp. 7.500%, 01/01/22 144A @		125		131,250
8.125%, 04/01/22		525		534,187
6.750%, 06/15/23		475		460,750
5.125%, 05/01/25 144A @		340		331,500
				6,096,365

	Par (000)		Value†
Home Builders — 0.7%
AV Homes, Inc. 6.625%, 05/15/22	$	160	$	168,200
Shea Homes LP 5.875%, 04/01/23 144A @		200		207,500
Taylor Morrison Communities, Inc. 5.875%, 04/15/23 144A @		250		264,062
William Lyon Homes, Inc. 7.000%, 08/15/22		375		386,250
5.875%, 01/31/25		160		163,400
				1,189,412
Household Products & Wares — 0.2%
American Greetings Corp. 7.875%, 02/15/25 144A @		160		172,800
Central Garden & Pet Co. 5.125%, 02/01/28		180		180,000
				352,800
Housewares — 0.3%
RSI Home Products, Inc. 6.500%, 03/15/23 144A @		450		471,375
Insurance — 1.4%
Acrisure LLC / Acrisure Finance Inc. 7.000%, 11/15/25 144A @		475		457,786
Alliant Holdings Intermediate LLC 8.250%, 08/01/23 144A @		775		813,750
AssuredPartners, Inc. 7.000%, 08/15/25 144A @		360		358,200
CNO Financial Group, Inc. 5.250%, 05/30/25		315		332,325
Hub Holdings LLC PIK (Cash coupon 8.125%, PIK 8.875%) 8.125%, 07/15/19 144A @		425		425,531
				2,387,592
Internet — 0.8%
Match Group, Inc. 5.000%, 12/15/27 144A @		90		91,350
Netflix, Inc. 4.875%, 04/15/28 144A @		365		357,700
VeriSign, Inc. 5.250%, 04/01/25		30		32,663
4.750%, 07/15/27		260		265,850
Zayo Group LLC 6.375%, 05/15/25		525		555,187
5.750%, 01/15/27 144A @		130		132,600
				1,435,350
Iron & Steel — 1.2%
AK Steel Corp. 6.375%, 10/15/25		345		341,550
ArcelorMittal 6.125%, 06/01/25		70		80,588
7.500%, 10/15/39		260		332,800
7.250%, 03/01/41		20		25,300
Big River Steel LLC 7.250%, 09/01/25 144A @		195		206,212

73

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Schedule of Investments — December 31, 2017

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Iron & Steel — (continued)
Joseph T Ryerson & Son, Inc. 11.000%, 05/15/22 144A @	$	680	$	760,750
United States Steel Corp. 6.875%, 08/15/25		345		360,111
				2,107,311
Leisure Time — 0.7%
Carlson Travel, Inc. 6.750%, 12/15/23 144A @		200		181,000
LTF Merger Sub, Inc. 8.500%, 06/15/23 144A @		400		423,500
Sabre GLBL, Inc. 5.375%, 04/15/23 144A @		125		128,750
Silversea Cruise Finance Ltd. 7.250%, 02/01/25 144A @		205		220,887
Vista Outdoor, Inc. 5.875%, 10/01/23		225		216,000
				1,170,137
Lodging — 0.9%
Boyd Gaming Corp. 6.375%, 04/01/26		270		290,925
Caesars Entertainment Corp. 5.000%, 10/01/24		92		177,163
CRC Escrow Issuer LLC 5.250%, 10/15/25 144A @		710		715,325
Seminole Hard Rock Entertainment, Inc. 5.875%, 05/15/21 144A @		300		304,500
				1,487,913
Machinery — Diversified — 0.1%
Welbilt, Inc. 9.500%, 02/15/24		100		113,875
Media — 7.2%
AMC Networks, Inc. 4.750%, 08/01/25		205		203,206
Block Communications, Inc. 6.875%, 02/15/25 144A @		85		89,038
CCO Holdings LLC 5.500%, 05/01/26 144A @		1,230		1,260,750
5.000%, 02/01/28 144A @		1,175		1,142,687
Cequel Communications Holdings I LLC 7.750%, 07/15/25 144A @		380		404,700
Clear Channel Worldwide Holdings, Inc. 7.625%, 03/15/20		345		338,100
6.500%, 11/15/22		505		512,575
CSC Holdings LLC 6.625%, 10/15/25 144A @		600		649,488
10.875%, 10/15/25 144A @		1,725		2,052,750
DISH DBS Corp. 5.875%, 07/15/22		160		160,800
7.750%, 07/01/26		675		709,594
iHeartCommunications, Inc. 9.000%, 12/15/19		225		167,062
9.000%, 09/15/22		355		254,712

	Par (000)		Value†
Media — (continued)
Sirius XM Radio, Inc. 5.000%, 08/01/27 144A @	$	155	$	155,388
Townsquare Media, Inc. 6.500%, 04/01/23 144A @		386		377,315
Unitymedia GmbH 6.125%, 01/15/25 144A @		225		237,375
Unitymedia Hessen GmbH & Co. KG 5.000%, 01/15/25 144A @		400		410,000
Univision Communications, Inc. 5.125%, 02/15/25 144A @		300		292,125
UPCB Finance IV Ltd. 5.375%, 01/15/25 144A @		600		604,140
Videotron Ltd. 5.125%, 04/15/27 144A @		235		245,575
VTR Finance BV 6.875%, 01/15/24 144A @		1,150		1,213,250
Ziggo Bond Finance BV 6.000%, 01/15/27 144A @		825		804,375
				12,285,005
Metal Fabricate/Hardware — 0.3%
Zekelman Industries, Inc. 9.875%, 06/15/23 144A @		525		590,625
Mining — 3.5%
Constellium NV 6.625%, 03/01/25 144A @		500		526,875
5.875%, 02/15/26 144A @		500		509,375
First Quantum Minerals Ltd. 7.250%, 04/01/23 144A @		400		431,000
FMG Resources August 2006 Pty Ltd. 4.750%, 05/15/22 144A @		220		222,750
5.125%, 05/15/24 144A @		315		318,937
Freeport-McMoRan, Inc. 5.400%, 11/14/34		650		661,375
5.450%, 03/15/43		635		634,206
Hudbay Minerals, Inc. 7.250%, 01/15/23 144A @		150		159,000
7.625%, 01/15/25 144A @		645		706,275
New Gold, Inc. 6.250%, 11/15/22 144A @		385		397,512
6.375%, 05/15/25 144A @		205		217,300
Northwest Acquisitions ULC / Dominion Finco, Inc. 7.125%, 11/01/22 144A @		215		221,988
Novelis Corp. 6.250%, 08/15/24 144A @		350		366,625
5.875%, 09/30/26 144A @		200		204,000
Park-Ohio Industries, Inc. 6.625%, 04/15/27		90		96,975
Teck Resources Ltd. 6.000%, 08/15/40		155		172,438
6.250%, 07/15/41		204		233,580
				6,080,211

74

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Miscellaneous Manufacturing — 0.1%
Koppers, Inc. 6.000%, 02/15/25 144A @	$	85	$	90,100
Office & Business Equipment — 0.1%
CDW LLC 5.000%, 09/01/25		125		129,375
Oil & Gas — 8.2%
Carrizo Oil & Gas, Inc. 8.250%, 07/15/25		210		230,738
Cenovus Energy, Inc. 6.750%, 11/15/39		50		59,874
Centennial Resource Production LLC 5.375%, 01/15/26 144A @		175		178,281
Chesapeake Energy Corp. 6.125%, 02/15/21		190		192,375
8.000%, 06/15/27 144A @		175		168,000
Continental Resources, Inc. 4.375%, 01/15/28 144A @		300		296,160
Covey Park Energy LLC/Covey Park Finance Corp. 7.500%, 05/15/25 144A @		250		260,550
CrownRock LP / CrownRock Finance, Inc. 5.625%, 10/15/25 144A @		350		351,750
Endeavor Energy Resources LP / EER Finance, Inc. 5.500%, 01/30/26 144A @		125		127,188
5.750%, 01/30/28 144A @		125		128,375
Ensco PLC 8.000%, 01/31/24		494		495,235
Felix Energy 7.810%, 08/09/22(2)~		337		333,300
Frontera Energy Corp.^ 10.000%, 11/02/21 PIK (Cash coupon 10.000%, PIK 14.000%)		15		17,063
10.000%, 11/02/21 PIK (Cash coupon 10.000%, PIK 14.000%) 144A @		505		574,437
10.000%, 11/02/21 PIK (Cash coupon 10.000%, PIK 14.000%)		172		195,650
Hess Corp. 7.875%, 10/01/29		210		261,811
Kosmos Energy Ltd. 7.875%, 08/01/21 144A @		495		506,137
7.875%, 08/01/21 144A @		600		613,500
Laredo Petroleum, Inc. 6.250%, 03/15/23		260		269,178
Matador Resources Co. 6.875%, 04/15/23		491		516,777
MEG Energy Corp. 7.000%, 03/31/24 144A @		380		320,625
6.500%, 01/15/25 144A @		250		246,875
Parsley Energy LLC / Parsley Finance Corp. 5.625%, 10/15/27 144A @		480		490,800
PDC Energy, Inc. 5.750%, 05/15/26 144A @		240		246,000

	Par (000)		Value†
Oil & Gas — (continued)
Petrobras Global Finance BV 6.125%, 01/17/22	$	230	$	244,088
8.750%, 05/23/26		485		579,575
6.875%, 01/20/40		200		202,000
6.750%, 01/27/41		300		299,958
Pride International, Inc. 6.875%, 08/15/20		162		169,088
QEP Resources, Inc. 6.875%, 03/01/21		425		459,000
5.375%, 10/01/22		295		301,637
Rowan Cos, Inc. 7.375%, 06/15/25		185		188,238
Sable Permian Resources LLC 7.125%, 11/01/20 144A @		295		238,950
Seven Generations Energy Ltd. 6.750%, 05/01/23 144A @		585		621,562
6.875%, 06/30/23 144A @		150		159,375
5.375%, 09/30/25 144A @		370		373,700
Southwestern Energy Co. 7.500%, 04/01/26		430		456,875
Tapstone Energy LLC/Tapstone Energy Finance Corp. 9.750%, 06/01/22 144A @		200		171,250
Transocean, Inc. 7.500%, 01/15/26 144A @		240		245,772
Vine Oil & Gas LP / Vine Oil & Gas Finance Corp. 8.750%, 04/15/23 144A @		345		334,650
WPX Energy, Inc. 8.250%, 08/01/23		470		533,450
YPF S.A 8.500%, 07/28/25		825		957,000
YPF S.A. 8.500%, 03/23/21 144A @		305		344,955
				13,961,802
Oil & Gas Services — 1.0%
Archrock Partners LP 6.000%, 04/01/21		160		160,000
6.000%, 10/01/22		328		328,000
CSI Compressco LP / CSI Compressco Finance, Inc. 7.250%, 08/15/22		380		358,150
Exterran Energy Solutions LP 8.125%, 05/01/25 144A @		570		612,750
Weatherford International Ltd. 7.750%, 06/15/21		315		321,103
				1,780,003
Packaging and Containers — 2.6%
ARD Finance SA PIK (Cash coupon 7.125%, PIK 7.875%) 7.125%, 09/15/23		825		862,125
Ardagh Packaging Finance PLC 7.250%, 05/15/24 144A @		725		789,344

75

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

High Yield Bond Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Packaging and Containers — (continued)
BWAY Holding Co. 5.500%, 04/15/24 144A @	$	315	$	327,600
7.250%, 04/15/25 144A @		330		340,725
Crown Cork & Seal Co., Inc. 7.375%, 12/15/26		100		116,500
Horizon Parent Holdings Sarl PIK (Cash coupon 8.25%) 8.250%, 02/15/22 144A @		295		376,792
Kleopatra Holdings 1 SCA PIK (Cash coupon 8.50%) 8.500%, 06/30/23		505		614,872
Pactiv LLC 7.950%, 12/15/25		175		198,187
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer Lu 5.750%, 10/15/20		218		221,320
7.000%, 07/15/24 144A @		275		294,250
SIG Combibloc Holdings S.C.A. 7.750%, 02/15/23 144A @		225		281,687
				4,423,402
Pharmaceuticals — 1.4%
Endo Finance LLC 7.250%, 01/15/22 144A @		265		229,225
6.000%, 02/01/25 144A @		325		251,875
Valeant Pharmaceuticals International, Inc. 7.500%, 07/15/21 144A @		435		442,612
6.500%, 03/15/22 144A @		245		257,250
7.000%, 03/15/24 144A @		570		609,900
5.500%, 11/01/25 144A @		255		259,463
9.000%, 12/15/25 144A @		325		338,715
				2,389,040
Pipelines — 3.1%
Andeavor Logistics LP 5.250%, 01/15/25		225		236,632
Boardwalk Pipelines LP 5.950%, 06/01/26		130		145,009
Cheniere Corpus Christi Holdings LLC 7.000%, 06/30/24		500		569,062
5.875%, 03/31/25		225		243,844
Crestwood Midstream Partners LP 6.250%, 04/01/23		500		519,600
DCP Midstream LP (3 M ICE LIBOR + 5.150%) 7.375%, 06/15/66•		340		337,280
DCP Midstream Operating, LP 9.750%, 03/15/19 144A @		125		135,156
8.125%, 08/16/30		75		87,750
(3 M ICE LIBOR + 3.850%) 5.850%, 05/21/43 144A @•		550		511,500
Energy Transfer Equity LP 5.500%, 06/01/27		280		285,600
NGPL PipeCo LLC 4.375%, 08/15/22 144A @		170		172,869

	Par (000)		Value†
Pipelines — (continued)
NuStar Logistics LP 4.800%, 09/01/20	$	50	$	50,750
5.625%, 04/28/27		305		310,337
Plains All American Pipeline LP (3 M ICE LIBOR + 4.110%) 6.125%, 11/15/66•		235		234,648
Rockies Express Pipeline LLC 6.000%, 01/15/19 144A @		100		102,750
Tallgrass Energy Partners LP 5.500%, 09/15/24 144A @		595		610,619
Targa Resources Partners LP 5.250%, 05/01/23		50		51,125
5.125%, 02/01/25		625		639,844
				5,244,375
Real Estate — 1.8%
Five Point Operating Co. LP / Five Point Capital Corp. 7.875%, 11/15/25 144A @		650		661,375
Greystar Real Estate Partners LLC 5.750%, 12/01/25 144A @		200		206,000
iStar, Inc. 4.625%, 09/15/20		85		86,275
MPT Operating Partnership LP 5.000%, 10/15/27		430		438,063
MPT Operating Partnership LP 6.375%, 03/01/24		250		264,375
The Howard Hughes Corp. 5.375%, 03/15/25 144A @		710		727,750
VEREIT Operating Partnership LP 4.875%, 06/01/26		330		349,235
VICI Properties 1 LLC / VICI FC, Inc. 8.000%, 10/15/23		260		290,498
				3,023,571
Retail — 1.8%
Beacon Escrow Corp. 4.875%, 11/01/25 144A @		145		145,544
Ferrellgas Partners LP 6.500%, 05/01/21		310		290,237
6.750%, 01/15/22		210		194,250
6.750%, 06/15/23		100		91,750
Group 1 Automotive, Inc. 5.250%, 12/15/23 144A @		175		180,687
Jo-Ann Stores Holdings, Inc. PIK (Cash coupon 9.750%, PIK 10.500%) 9.750%, 10/15/19 144A @		425		416,500
KFC Holding Co./Pizza Hut Holdings/Taco Bell of America LLC 5.000%, 06/01/24 144A @		125		128,906
5.250%, 06/01/26 144A @		250		263,125
New Albertson’s, Inc. 7.450%, 08/01/29		175		154,000
8.000%, 05/01/31		125		112,813
New Red Finance, Inc. 5.000%, 10/15/25 144A @		250		251,875

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	Par (000)		Value†
CORPORATE BONDS — (continued)
Retail — (continued)
PF Chang’s China Bistro, Inc. 10.250%, 06/30/20 144A @	$	135	$	122,850
Sonic Automotive, Inc. 5.000%, 05/15/23		200		193,000
Suburban Propane Partners LP 5.500%, 06/01/24		105		103,950
Yum! Brands, Inc. 6.875%, 11/15/37		115		126,213
5.350%, 11/01/43		365		352,225
				3,127,925
Semiconductors — 0.9%
Advanced Micro Devices, Inc. 7.000%, 07/01/24		565		585,481
Microsemi Corp. 9.125%, 04/15/23 144A @		375		421,875
Sensata Technologies UK Financing Co. PLC 6.250%, 02/15/26 144A @		425		462,188
				1,469,544
Software — 1.5%
Rackspace Hosting, Inc. 8.625%, 11/15/24 144A @		150		160,125
RP Crown Parent LLC 7.375%, 10/15/24 144A @		150		157,125
Solera LLC 10.500%, 03/01/24 144A @		595		669,363
SS&C Technologies Holdings, Inc. 5.875%, 07/15/23		200		211,000
Veritas US, Inc. 7.500%, 02/01/23 144A @		600		628,500
10.500%, 02/01/24 144A @		800		832,000
				2,658,113
Telecommunications — 8.9%
Altice Financing S.A. 6.625%, 02/15/23 144A @		350		366,485
7.500%, 05/15/26 144A @		925		985,125
Altice Finco S.A. 8.125%, 01/15/24 144A @		600		627,000
Altice Luxembourg S.A. 7.625%, 02/15/25 144A @		2,050		1,962,875
C&W Senior Financing DAC 6.875%, 09/15/27 144A @		245		256,638
CenturyLink, Inc. 7.500%, 04/01/24		320		319,200
Digicel Group Ltd. 8.250%, 09/30/20 144A @		725		713,248
Equinix, Inc. 5.375%, 01/01/22		275		286,000
5.750%, 01/01/25		150		159,188
5.375%, 05/15/27		250		267,500
First Data Corp. 5.375%, 08/15/23 144A @		425		442,382
GTT Communications, Inc. 7.875%, 12/31/24 144A @		225		237,375

	Par (000)		Value†
Telecommunications — (continued)
Hughes Satellite Systems Corp. 7.625%, 06/15/21	$	325	$	359,125
6.625%, 08/01/26		420		439,950
Intelsat Jackson Holdings S.A. 7.250%, 10/15/20		640		601,600
7.500%, 04/01/21		360		327,600
9.500%, 09/30/22 144A @		940		1,083,350
Level 3 Financing, Inc. 5.625%, 02/01/23		150		151,125
5.375%, 05/01/25		175		174,781
5.250%, 03/15/26		125		122,694
Millicom International Cellular SA 5.125%, 01/15/28 144A @		200		200,000
SoftBank Group Corp. 5.125%, 09/19/27		600		594,812
Sprint Capital Corp. 6.875%, 11/15/28		235		236,469
8.750%, 03/15/32		430		488,050
Sprint Communications, Inc. 7.000%, 08/15/20		525		556,500
11.500%, 11/15/21		110		132,825
Sprint Corp. 7.250%, 09/15/21		525		555,844
T-Mobile US, Inc. 4.000%, 04/15/22		455		466,659
TBG Global Pte Ltd. 5.250%, 02/10/22		200		204,021
Telesat Canada/Telesat LLC 8.875%, 11/15/24 144A @		385		431,200
ViaSat, Inc. 5.625%, 09/15/25 144A @		380		382,850
Virgin Media Secured Finance PLC 5.250%, 01/15/26 144A @		200		202,000
5.500%, 08/15/26 144A @		600		615,000
6.250%, 03/28/29		175		252,938
				15,202,409
Transportation — 0.9%
DAE Funding LLC 4.000%, 08/01/20 144A @		175		176,750
4.500%, 08/01/22 144A @		200		196,500
5.000%, 08/01/24 144A @		210		207,375
Park Aerospace Holdings Ltd. 5.250%, 08/15/22 144A @		45		44,719
4.500%, 03/15/23 144A @		250		238,750
5.500%, 02/15/24 144A @		420		416,850
Watco Cos. LLC 6.375%, 04/01/23 144A @		250		258,750
				1,539,694
TOTAL CORPORATE BONDS (Cost $136,436,907)				139,814,018

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	Par (000)		Value†
LOAN AGREEMENTS — 11.6%‡
Building Materials — 0.1%
Fairmount Santro, Inc. (3 M LIBOR + 6.000%) 7.693%, 11/01/22•	$	255	$	257,614
Chemicals — 0.4%
Solenis International LP (12 M LIBOR + 6.750%) 8.229%, 07/31/22•		675		643,498
Commercial Services — 0.6%
Brickman Group Ltd. (3 M LIBOR + 3.000%) 4.430%, 12/18/20•		315		316,594
Hercules Bankruptcy Claim (3 M LIBOR + 9.500%) 10.500%, 05/06/20 ^,•,~		148		110,837
Laureate Education, Inc. (1 M LIBOR + 4.500%) 6.069%, 04/26/24•		258		259,985
Sedgwick Claims Management Services, Inc. (12 M LIBOR + 5.750%) 7.319%, 02/28/22•		375		376,406
				1,063,822
Electric — 0.8%
Energy Future Intermediate Holding Company LLC (1 M LIBOR + 3.000%) 4.567%, 06/30/18•		1,025		1,027,193
Vistra Operations Co. LLC, Class B (1 M LIBOR + 2.500%) 4.021%, 08/04/23•		348		349,661
Vistra Operations Co. LLC, Class C (Overnight LIBOR + 4.500%) 3.834%, 08/04/23•		62		61,808
				1,438,662
Energy-Alternate Sources — 0.1%
Medallion Midland Acquisition LLC (12 M LIBOR + 3.250%) 4.819%, 10/30/24•		180		180,225
Terra-Gen Finance Co. LLC (12 M LIBOR + 4.250%) 5.820%, 12/09/21 ^,•		39		35,461
				215,686
Finance — 0.1%
Acrisure LLC (6 M LIBOR + 4.250%) 5.647%, 11/22/23		159		160,192
Healthcare Services — 0.5%
Envision Heathcare Corp. (12 M LIBOR + 3.000%) 4.570%, 12/01/23•		470		471,290

	Par (000)		Value†
Healthcare Services — (continued)
Weight Watchers International, Inc. (12 M LIBOR + 4.750%) 6.230%, 11/29/24•	$	465	$	466,939
				938,229
Household Products & Wares — 0.2%
Diamond (2 M LIBOR + 3.000%) 4.423%, 09/06/24•		345		345,207
Industrial — 0.4%
BWay Holding Company (3 M LIBOR + 3.250%) 4.599%, 04/03/24•		169		169,754
Daeavi Holdings (3 M LIBOR + 3.75%) 5.320%, 07/07/22		229		230,943
Peak 10 Holding Corp. (3 M LIBOR + 3.500%) 5.193%, 08/01/24•		254		253,966
				654,663
Insurance — 1.7%
Asurion LLC•
(12 M LIBOR + 2.750%) 4.319%, 08/04/22		687		689,939
(12 M LIBOR + 3.000%) 4.569%, 11/03/23		632		634,887
(12 M LIBOR + 6.000%) 7.569%, 08/04/25		1,495		1,534,707
				2,859,533
Internet — 1.5%
Ancestry.com Operations, Inc. (12 M LIBOR + 3.250%) 4.660%, 10/19/23•		444		446,179
Hoya Midco LLC (12 M LIBOR + 4.000%) 5.350%, 06/30/24•		259		258,485
MA Financeco LLC (12 M LIBOR + 2.750%) 4.319%, 06/21/24•		53		52,881
McAfee, LLC (12 M LIBOR + 4.500%) 6.069%, 09/30/24•		130		129,166
Seattle Escrow Borrower LLC (12 M LIBOR + 2.750%) 4.319%, 06/21/24•		357		357,119
TierPoint, LLC (12 M LIBOR + 3.750%) 5.319%, 05/06/24•		144		143,104
Uber Technologies, Inc. (12 M LIBOR + 4.000%) 5.552%, 07/13/23•		1,234		1,240,238
				2,627,172

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High Yield Bond Fund

	Par (000)		Value†
LOAN AGREEMENTS‡ — (continued)
Iron & Steel — 0.1%
Big River Steel LLC (3 M LIBOR + 5.000%) 6.693%, 08/15/23•	$	140	$	140,697
Machinery — Diversified — 0.2%
Garder Denver, Inc. (12 M LIBOR + 2.750%) 4.443%, 07/30/24•		340		341,256
Media — 0.5%
EIG Investors Corp. (3 M LIBOR + 4.000%) 5.462%, 02/09/23•		486		488,838
iHeartCommunications, Inc. (3 M LIBOR + 6.750%) 8.443%, 01/30/19•		525		392,437
				881,275
Metal Fabricate/Hardware — 0.2%
Zekelman Industries, Inc. (3 M LIBOR + 2.750%) 4.408%, 06/14/21•		320		321,546
Miscellaneous Manufacturing — 0.3%
Filtration Group, Inc. (3 M LIBOR + 3.000%) 4.380%, 11/21/20•		490		493,906
Oil & Gas — 0.4%
Eagleclaw Midstream Ventures LLC (3 M LIBOR + 4.250%) 5.729%, 06/24/24•		607		608,850
Retail — 1.1%
Academy Ltd. (3 M LIBOR + 4.000%) 5.546%, 07/01/22•		455		357,331
Alpha Topco Limited — Delta 2 (Lux) Sarl (12 M LIBOR + 3.000%) 4.569%, 02/01/24•		675		678,233
ASHCO LLC 6.570%, 09/25/24		259		258,378
Jo-Ann Stores, Inc. (3 M LIBOR + 5.000%) 6.551%, 10/20/23•		599		577,227
				1,871,169
Software — 1.6%
Kronos, Inc.•
(3 M LIBOR + 8.250%) 4.903%, 11/01/23		679		683,660
(3 M LIBOR + 3.500%) 9.627%, 11/01/24		350		362,775
SolarWinds Holdings, Inc. (12 M LIBOR + 3.500%) 5.069%, 02/03/23•		369		370,502

	Par (000)		Value†
Software — (continued)
Veritas US, Inc. (3 M LIBOR + 4.500%) 6.193%, 01/27/23•	$	1,304	$	1,305,991
				2,722,928
Telecommunications — 0.4%
Colorado Buyer, Inc. (3 M LIBOR + 3.000%) 4.380%, 05/01/24•		109		110,066
Digicel International Finance (1 M LIBOR + 3.750%) 5.310%, 05/27/24•		269		270,335
Intelsat Jackson Holdings SA 6.19%, 01/02/24		235		237,155
				617,556
Transportation — 0.4%
Truck Hero, Inc.•
(3 M LIBOR + 4.000%) 5.642%, 04/22/24		438		437,826
(3 M LIBOR + 8.250%) 9.892%, 04/21/25		240		240,600
				678,426
TOTAL LOAN AGREEMENTS (Cost $19,830,461)				19,881,887
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 2.6%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares		610,903		610,903
T. Rowe Price Investment, Ltd.		3,946,046		3,946,046
TOTAL SHORT-TERM INVESTMENTS (Cost $4,556,949)				4,556,949
TOTAL INVESTMENTS — 98.5% (Cost $164,804,597)			$	168,779,091
Other Assets & Liabilities — 1.5%				2,687,703
TOTAL NET ASSETS — 100.0%			$	171,466,794

⁽¹⁾  The value of this security was determined using significant unobservable inputs and is reported as a Level 3 security in the Valuation Hierarchy table located at the end of the Schedule of Investments.

⁽²⁾  Represents a security which has additional commitments and contingencies of $166,650. Principal amount and value excludes unfunded commitments.

† See Security Valuation Note.

‡ Loan Agreements in which the Fund invests generally pay interest at rates which are periodically predetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the Prime Rate offered by one

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or more major U.S. banks, (ii) the lending rate offered by one or more European banks such as the London Inter-Bank Offered Rate (“LIBOR”) or (iii) the Certificate of Deposit rate. Rate shown represents the actual rate at December 31, 2017. Loan Agreements, while exempt from registration under the Security Act of 1933, as amended (the “1933 Act”), contain certain restrictions on resale and cannot be sold publicly. Floating rate Loan Agreements often require repayments from excess cash flow or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual remaining maturity may be substantially less than the stated maturity shown.

* Non-income producing security.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

^ Illiquid security. The total market value of illiquid securities at December 31, 2017 is $2,454,225.

• Variable rate security. The rate disclosed is the rate in effect on the report date. The information in parenthesis represents the benchmark and reference rate for each relevant security and the rate floats based upon the reference rate and spread. The security may be further subject to interest rate floors and caps. For loan agreements, the rate shown may represent a weighted average interest rate. Certain variable rate securities are not based on a published reference rate and spread, but are determined by the issuer or agent and are based on current market conditions, or, for mortgage-backed securities, are impacted by the individual mortgages which are paying off over time. These securities do not indicate a reference rate and spread in their descriptions.

~ Fair valued security. The total market value of fair valued securities at December 31, 2017 is $2,070,155.

CONV — Convertible Security.

CVR — Contingent Valued Rights.

LLC — Limited Liability Company.

LP — Limited Partnership.

PIK — Payment in Kind Security.

PLC — Public Limited Company.

STEP — Step Coupon Bond.

Country Weightings as of 12/31/2017††
United States	75	%
Luxembourg	7
Canada	5
United Kingdom	3
Netherlands	2
Bermuda	1
Switzerland	1
Other	6
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
ASSET BACKED SECURITIES	$	97,467	$	—	$	97,467	$	—
COMMON STOCKS
Entertainment		4,965		—		—		4,965
Lodging		313,454		313,454		—		—
Media		437,639		437,639		—		—
Mining		149,689		149,689		—		—
Oil & Gas		421,487		286,021		135,466		—
Real Estate		219,877		219,877		—		—
Telecommunications		538,247		538,247		—		—
TOTAL COMMON STOCKS		2,085,358		1,944,927		135,466		4,965
PREFERRED STOCKS
Electric		342,820		342,820		—		—
Healthcare Products		341,610		341,610		—		—
Oil & Gas		1,658,982		340,045		—		1,318,937
TOTAL PREFERRED STOCKS		2,343,412		1,024,475		—		1,318,937
CORPORATE BONDS		139,980,668		—		139,980,668		—
LOAN AGREEMENTS		19,881,887		—		19,881,887		—
SHORT-TERM INVESTMENTS		4,556,949		4,556,949		—		—
TOTAL INVESTMENTS	$	168,945,741	$	7,526,351	$	160,095,488	$	1,323,902
OTHER FINANCIAL INSTRUMENTS(1)
Forward Foreign Currency Contracts	$	12,660	$	—	$	12,660	$	—
TOTAL ASSETS — OTHER FINANCIAL INSTRUMENTS	$	12,660	$	—	$	12,660	$	—

LIABILITIES TABLE
Description	Total Market Value at 12/31/2017			Level 1 Quoted Price		Level 2 Significant Observable Input			Level 3 Significant Unobservable Input
OTHER FINANCIAL INSTRUMENTS(1)
Forward Foreign Currency Contracts	$	(58,405	)	$	—	$	(58,405	)	$	—
TOTAL LIABILITIES —OTHER FINANCIAL INSTRUMENTS	$	(58,405	)	$	—	$	(58,405	)	$	—

⁽¹⁾ Other financial instruments are derivative instruments not reflected in the value of total investments in securities in the Schedule of Investments such as forward foreign currency contracts which are valued at the unrealized appreciation (depreciation) on the instrument.

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High Yield Bond Fund

Following is a reconciliation of Level 3 investments for which significant unobservable inputs were used to determine fair value:

	Investments in Securities (Market Value)
Balance as of 12/31/2016	$	26,352
Change in Appreciation/(Depreciation)		(18,450	)
Purchases		1,316,000
Balance as of 12/31/2017	$	1,323,902

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

Open forward foreign currency contracts held by High Yield Bond Fund at December 31, 2017 were as follows:

	Currency	Counterparty	Settlement Date		Foreign Currency Contract			Forward Rate		U.S. Contract Amount			U.S. Contract Value			Unrealized Foreign Exchange Gain		Unrealized Foreign Exchange Loss
Sell	Canadian Dollar	Merrill Lynch		01/26/2018		(483,000	)		1.25647	$	(393,633	)	$	(384,411	)	$	9,222	$	—
Buy	Canadian Dollar	JP Morgan Chase		01/26/2018		21,016			1.25647		16,867			16,727			—		(140	)
Buy	Canadian Dollar	HSBC Securities		01/26/2018		77,693			1.25647		61,720			61,835			115		—
Buy	Canadian Dollar	Merrill Lynch		01/26/2018		57,766			1.25647		46,244			45,975			—		(269	)
Sell	Euro	Citibank		02/23/2018		(880,147	)		0.83074		(1,037,182	)		(1,059,469	)		—		(22,287	)
Sell	Euro	Merrill Lynch		02/23/2018		(630,690	)		0.83074		(739,676	)		(759,187	)		—		(19,511	)
Sell	Pound Sterling	HSBC Securities		01/26/2018		(95,579	)		0.73995		(128,632	)		(129,170	)		—		(538	)
Sell	Pound Sterling	Citibank		01/26/2018		(95,816	)		0.73995		(129,017	)		(129,491	)		—		(474	)
Sell	Pound Sterling	Merrill Lynch		01/26/2018		(217,913	)		0.73995		(292,173	)		(294,498	)		—		(2,325	)
Sell	Pound Sterling	JP Morgan Chase		01/26/2018		(714,000	)		0.73995		(952,074	)		(964,935	)		—		(12,861	)
Buy	Pound Sterling	Citibank		01/26/2018		99,206			0.73995		130,749			134,072			3,323		—
	Total															$	12,660	$	(58,405	)

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Flexibly Managed Fund

	Par (000)		Value†
ASSET BACKED SECURITIES — 0.2%
Continental Airlines 2009-2 Class A, Pass Through Trust 7.250%, 05/10/21	$	517	$	557,044
Continental Airlines 2012-1 Class A, Pass Through Trust 4.150%, 10/11/25		1,721		1,797,943
Taco Bell Funding LLC 2016-1A A21 3.832%, 05/25/46 144A @		3,560		3,608,246
Wendys Funding LLC 2015-1A A21 3.371%, 06/15/45 144A @		2,268		2,273,878
TOTAL ASSET BACKED SECURITIES (Cost $8,070,523)				8,237,111
	Number of Shares		Value†
COMMON STOCKS — 64.9%
Agriculture — 2.5%
British American Tobacco PLC		287,581		19,440,086
Philip Morris International, Inc.		753,483		79,605,479
				99,045,565
Auto Parts & Equipment — 1.4%
Adient PLC		303,837		23,911,972
Magna International, Inc.		570,344		32,321,394
				56,233,366
Banks — 3.1%
State Street Corp.		294,066		28,703,782
The Bank of New York Mellon Corp.		437,391		23,557,879
The PNC Financial Services Group, Inc.		480,198		69,287,770
				121,549,431
Beverages — 2.0%
Dr. Pepper Snapple Group, Inc.		612,977		59,495,547
PepsiCo, Inc.		165,629		19,862,230
				79,357,777
Biotechnology — 0.9%
Biogen, Inc.		112,244		35,757,571
Bioverativ, Inc.*		6,455		348,054
				36,105,625
Building Materials — 0.4%
Johnson Controls International PLC		401,707		15,309,054
Commercial Services — 3.7%
Aramark		1,515,626		64,777,855
Equifax, Inc.		276,900		32,652,048
Mastercard, Inc., Class A		177,171		26,816,603
RELX PLC		924,838		21,685,745
				145,932,251
Computers — 0.6%
Apple, Inc.		146,400		24,775,272
Cosmetics & Personal Care — 0.3%
Essity AB, Class B		463,683		13,176,902

	Number of Shares		Value†
Diversified Financial Services — 4.1%
Intercontinental Exchange, Inc.		331,472	$	23,388,664
Nasdaq, Inc.		37,446		2,876,976
Visa, Inc., Class A		1,162,831		132,585,991
				158,851,631
Electric — 1.5%
DTE Energy Co.		128,118		14,023,796
Eversource Energy		247,668		15,647,664
PG&E Corp.		595,242		26,684,699
				56,356,159
Electronics — 4.1%
Fortive Corp.		586,820		42,456,427
PerkinElmer, Inc.		1,152,231		84,251,131
Thermo Fisher Scientific, Inc.		175,330		33,291,660
				159,999,218
Environmental Control — 0.7%
Waste Connections, Inc.		393,172		27,891,622
Food — 2.3%
Mondelez International, Inc., Class A		463,439		19,835,189
The Kraft Heinz Co.		626,419		48,710,341
Tyson Foods, Inc., Class A		237,964		19,291,742
				87,837,272
Healthcare Products — 2.2%
Becton Dickinson & Co.,		401,714		85,990,899
Healthcare Services — 3.7%
Aetna, Inc.		197,734		35,669,236
Anthem, Inc.		126,035		28,359,135
Cigna Corp.		68,472		13,905,979
Humana, Inc.		73,696		18,281,767
UnitedHealth Group, Inc.		209,858		46,265,295
				142,481,412
Insurance — 3.4%
Marsh & McLennan Cos., Inc.		1,402,827		114,176,089
RSA Insurance Group PLC		1,981,940		16,893,929
				131,070,018
Internet — 5.7%
Alphabet, Inc., Class A*		16,616		17,503,295
Alphabet, Inc., Class C*		95,520		99,952,128
Amazon.com, Inc.*		73,339		85,767,760
The Priceline Group, Inc.*		11,500		19,984,010
				223,207,193
Machinery — Diversified — 1.7%
Roper Technologies, Inc.		179,211		46,415,649
The Middleby Corp.*		136,952		18,481,672
				64,897,321
Media — 0.8%
Comcast Corp., Class A		470,503		18,843,645
Liberty Global PLC, Class C*		302,485		10,236,093
				29,079,738

82

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Schedule of Investments — December 31, 2017

Flexibly Managed Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Miscellaneous Manufacturing — 3.1%
Danaher Corp.		1,115,726	$	103,561,687
General Electric Co.		1,000,918		17,466,019
				121,027,706
Oil & Gas — 0.7%
Canadian Natural Resources Ltd.		501,300		17,906,436
TOTAL S.A.		138,331		7,635,840
				25,542,276
Packaging and Containers — 0.9%
Amcor Ltd.		1,687,117		20,215,575
Ball Corp.		361,059		13,666,083
				33,881,658
Pharmaceuticals — 3.2%
Abbott Laboratories		1,387,991		79,212,646
Perrigo Co. PLC		120,490		10,501,909
Zoetis, Inc.		477,400		34,391,896
				124,106,451
Pipelines — 0.4%
Enterprise Products Partners LP		586,377		15,544,854
Retail — 3.1%
AutoZone, Inc.*		23,769		16,908,554
CVS Health Corp.		201,400		14,601,500
O’Reilly Automotive, Inc.*		123,230		29,641,744
Yum! Brands, Inc.		726,893		59,321,738
				120,473,536
Semiconductors — 0.5%
Texas Instruments, Inc.		203,113		21,213,122
Software — 7.9%
Fidelity National Information Services, Inc.		832,856		78,363,421
Fiserv, Inc.*		857,309		112,418,929
Intuit, Inc.		178,008		28,086,102
Microsoft Corp.		1,039,200		88,893,168
				307,761,620
TOTAL COMMON STOCKS (Cost $2,029,204,424)				2,528,698,949
	Par (000)		Value†
REAL ESTATE INVESTMENT TRUSTS — 0.8%
Diversified — 0.8%
SBA Communications Corp.*	$	83,111		13,577,013
SBA Communications Corp.		16,450,000		16,902,375
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $27,593,270)				30,479,388

	Number of Shares		Value†
PREFERRED STOCKS — 3.2%
Banks — 0.4%
State Street Corp.		19,850	$	525,231
U.S. Bancorp, Series F•		71,000		2,003,620
Wells Fargo & Co.		9,476		12,413,465
				14,942,316
Diversified — 0.5%
American Tower Corp.		113,718		14,300,038
Crown Castle International Corp.		3,569		3,745,987
				18,046,025
Diversified Financial Services — 0.1%
The Charles Schwab Corp.		150,000		4,032,000
The Charles Schwab Corp.		12,000		324,000
				4,356,000
Electric — 1.2%
Alabama Power Co.		100,000		2,658,000
DTE Energy Co.		267,708		14,445,524
DTE Energy Co.*		340,000		8,738,000
NextEra Energy, Inc.		73,986		4,158,013
SCE Trust II		14,730		356,024
SCE Trust III•		161,355		4,364,653
SCE Trust IV•		340,000		8,772,000
SCE Trust V•		100,000		2,643,000
SCE Trust VI		75,000		1,801,500
				47,936,714
Healthcare Products — 1.0%
Becton Dickinson and Co., CONV		658,993		38,155,695
TOTAL PREFERRED STOCKS (Cost $111,787,632)				123,436,750
	Par (000)		Value†
CORPORATE BONDS — 18.6%
Advertising — 0.0%
Lamar Media Corp. 5.875%, 02/01/22	$	1,450		1,480,813
Aerospace & Defense — 0.7%
Harris Corp. 1.999%, 04/27/18		1,080		1,078,871
Moog, Inc. 5.250%, 12/01/22 144A @		650		672,750
Northrop Grumman Corp. 2.550%, 10/15/22		5,930		5,887,747
2.930%, 01/15/25		7,195		7,152,251
3.250%, 01/15/28		12,704		12,722,558
				27,514,177
Agriculture — 0.3%
Philip Morris International, Inc. (3 M ICE LIBOR + 0.420%) 1.861%, 02/21/20•		2,285		2,296,048
2.000%, 02/21/20		3,420		3,398,709
2.625%, 02/18/22		4,270		4,269,639
				9,964,396

83

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Airlines — 0.1%
Continental Airlines 2012-1 Class B Pass Through Trust 6.250%, 10/11/21	$	253	$	265,110
Delta Air Lines 2009-1, Class A, Pass Through Trust 7.750%, 06/17/21		269		291,284
Delta Air Lines 2011-1, Class A , Pass Through Trust 5.300%, 10/15/20		318		328,964
U.S. Airways 2010-1 Class A, Pass Through Trust 6.250%, 10/22/24		1,434		1,584,165
U.S. Airways 2012-2 Class A, Pass Through Trust 4.625%, 12/03/26		211		223,692
U.S. Airways 2012-2 Class B, Pass Through Trust 6.750%, 12/03/22^		421		457,298
U.S. Airways 2013-1 Class A, Pass Through Trust 3.950%, 05/15/27		4		4,026
U.S. Airways 2013-1 Class B, Pass Through Trust 5.375%, 05/15/23		4		4,295
				3,158,834
Auto Manufacturers — 0.3%
Tesla, Inc. 5.300%, 08/15/25 144A @		11,435		10,920,425
Banks — 0.6%
The PNC Financial Services Group, Inc. (3 M ICE LIBOR + 3.300%) 5.000%, 12/29/49•		7,085		7,492,387
Regions Bank 7.500%, 05/15/18		75		76,502
State Street Corp. (3 M ICE LIBOR + 3.600%) 5.250%, 12/29/49•		4,360		4,572,768
The Bank of New York Mellon Corp.• (3 M ICE LIBOR + 3.130%) 4.625%, 12/29/49		3,175		3,226,594
(3 M ICE LIBOR + 3.420%) 4.950%, 12/29/49		5,800		6,003,290
U.S. Bancorp (3 M ICE LIBOR + 2.910%) 5.300%, 04/15/49•		3,010		3,258,476
				24,630,017
Beverages — 0.3%
Anheuser-Busch InBev Finance, Inc. 1.900%, 02/01/19		2,995		2,988,790
(3 M ICE LIBOR + 1.260%) 2.641%, 02/01/21•		3,820		3,941,963
2.650%, 02/01/21		1,690		1,698,480
3.300%, 02/01/23		2,175		2,225,663

	Par (000)		Value†
Beverages — (continued)
PepsiCo, Inc. 1.250%, 04/30/18	$	1,635	$	1,633,636
				12,488,532
Building Materials — 0.0%
Lennox International, Inc. 3.000%, 11/15/23		760		750,451
Chemicals — 0.1%
Ecolab, Inc. 2.000%, 01/14/19		2,330		2,326,131
Commercial Services — 0.9%
Aramark Services, Inc. 5.000%, 04/01/25 144A @		10,960		11,577,048
IHS Markit Ltd. 5.000%, 11/01/22 144A @		4,300		4,662,060
Iron Mountain, Inc. 6.000%, 08/15/23		1,450		1,515,250
5.750%, 08/15/24		6,335		6,414,188
Service Corp. International 7.625%, 10/01/18		680		708,050
5.375%, 05/15/24		6,405		6,749,269
4.625%, 12/15/27		2,115		2,145,921
				33,771,786
Computers — 0.3%
Apple, Inc. 1.500%, 09/12/19		10,920		10,828,925
Diversified Financial Services — 0.4%
Caterpillar Financial Services Corp. 2.250%, 12/01/19		1,155		1,156,815
Ford Motor Credit Co. LLC 2.145%, 01/09/18		3,360		3,360,068
5.000%, 05/15/18		1,800		1,818,322
2.375%, 03/12/19		4,275		4,276,533
2.597%, 11/04/19		5,350		5,353,501
				15,965,239
Electric — 1.0%
Berkshire Hathaway Energy Co. 2.400%, 02/01/20		2,550		2,561,908
CMS Energy Corp. 8.750%, 06/15/19		137		149,073
Dominion Energy, Inc., STEP 2.962%, 07/01/19		350		352,709
DTE Energy Co. 3.800%, 03/15/27		8,575		8,843,519
Edison International 2.125%, 04/15/20		4,300		4,262,308
Eversource Energy 2.750%, 03/15/22		2,550		2,554,616
2.900%, 10/01/24		1,700		1,687,066
Fortive Corp. 1.800%, 06/15/19		345		342,510
NSTAR Electric Co. 3.200%, 05/15/27		3,415		3,456,359

84

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Electric — (continued)
Pacific Gas & Electric Co. 3.300%, 03/15/27	$	4,300	$	4,267,407
The Southern Co. 1.550%, 07/01/18		3,795		3,787,306
1.850%, 07/01/19		1,770		1,759,292
Virginia Electric & Power Co. 3.150%, 01/15/26		1,525		1,539,635
3.500%, 03/15/27		3,010		3,112,023
				38,675,731
Electronics — 0.1%
Amphenol Corp. 2.200%, 04/01/20		2,585		2,572,224
3.200%, 04/01/24		1,290		1,298,722
				3,870,946
Engineering & Construction — 0.3%
SBA Communications Corp. 4.875%, 07/15/22		11,060		11,364,150
Entertainment — 0.2%
Cedar Fair LP/Canada’s Wonderland Co./Magnum Management Corp. 5.375%, 06/01/24		4,155		4,341,975
Cedar Fair LP/Canada’s Wonderland Co./Magnum Management Corp./Millennium Op 5.375%, 04/15/27 144A @		1,860		1,953,000
				6,294,975
Food — 0.1%
B&G Foods, Inc. 4.625%, 06/01/21		2,525		2,562,875
The Kroger Co. 2.000%, 01/15/19		1,330		1,327,618
TreeHouse Foods, Inc. 6.000%, 02/15/24 144A @		600		624,000
				4,514,493
Gas — 0.4%
NiSource Finance Corp. 3.490%, 05/15/27		6,525		6,641,413
4.375%, 05/15/47		4,495		4,926,860
Southern California Gas Co. 3.200%, 06/15/25		3,625		3,705,805
				15,274,078
Healthcare Products — 1.3%
Becton Dickinson and Co. 2.675%, 12/15/19		1,895		1,901,849
(3 M ICE LIBOR + 1.030%) 2.539%, 06/06/22•		3,685		3,704,339
3.363%, 06/06/24		3,805		3,815,630
Hologic, Inc.144A @ 5.250%, 07/15/22		16,601		17,182,035
4.375%, 10/15/25		4,550		4,618,250

	Par (000)		Value†
Healthcare Products — (continued)
Medtronic Global Holdings SCA 1.700%, 03/28/19	$	4,300	$	4,282,152
3.350%, 04/01/27		2,465		2,529,261
Medtronic, Inc. 1.500%, 03/15/18		4,025		4,022,102
2.500%, 03/15/20		2,845		2,861,838
Teleflex, Inc. 4.875%, 06/01/26		900		929,250
4.625%, 11/15/27		845		852,225
Thermo Fisher Scientific, Inc. 3.200%, 08/15/27		3,270		3,241,045
				49,939,976
Healthcare Services — 1.3%
Centene Corp. 5.625%, 02/15/21		11,610		11,929,275
4.750%, 05/15/22		4,565		4,736,188
6.125%, 02/15/24		7,515		7,947,112
Fresenius Medical Care U.S. Finance, Inc. 5.750%, 02/15/21 144A @		1,125		1,217,160
HCA, Inc. 3.750%, 03/15/19		1,725		1,740,094
4.250%, 10/15/19		3,781		3,861,346
6.500%, 02/15/20		18,920		20,055,200
Universal Health Services, Inc. 3.750%, 08/01/19 144A @		520		528,450
				52,014,825
Household Products & Wares — 0.2%
Reckitt Benckiser Treasury Services PLC (3 M ICE LIBOR + 0.560%) 2.235%, 06/24/22 144A @,•		4,140		4,138,523
Spectrum Brands, Inc. 6.625%, 11/15/22		2,711		2,805,885
6.125%, 12/15/24		1,500		1,588,125
				8,532,533
Insurance — 0.5%
HUB International Ltd. 7.875%, 10/01/21 144A @		11,201		11,663,041
Marsh & McLennan Cos., Inc. 2.350%, 03/06/20		1,205		1,204,316
2.750%, 01/30/22		1,705		1,708,436
3.300%, 03/14/23		525		538,052
Trinity Acquisition PLC 4.400%, 03/15/26		2,400		2,538,213
				17,652,058
Internet — 1.0%
Amazon.com, Inc. 2.600%, 12/05/19		4,155		4,197,396
Netflix, Inc. 5.875%, 02/15/25		2,010		2,135,625
4.375%, 11/15/26		12,270		11,993,925
4.875%, 04/15/28 144A @		22,085		21,643,300
				39,970,246

85

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Lodging — 0.0%
Hilton Domestic Operating Co., Inc. 4.250%, 09/01/24	$	1,350	$	1,363,500
Machinery — Diversified — 0.2%
CNH Industrial Capital LLC 3.625%, 04/15/18		5,700		5,729,526
Welbilt, Inc. 9.500%, 02/15/24		1,190		1,355,112
Xylem, Inc. 4.875%, 10/01/21		415		447,591
3.250%, 11/01/26		640		636,636
				8,168,865
Media — 1.3%
CCO Holdings LLC/CCO Holdings Capital Corp. 5.250%, 03/15/21		1,900		1,932,063
5.250%, 09/30/22		7,165		7,344,125
5.750%, 09/01/23		3,600		3,708,000
5.750%, 01/15/24		4,225		4,341,188
Cequel Communications Holdings I LLC/Cequel Capital Corp. 6.375%, 09/15/20 144A @		6,012		6,102,180
Charter Communications Operating LLC/Charter Communications Operating Capital 3.579%, 07/23/20		2,225		2,266,476
DISH DBS Corp. 4.250%, 04/01/18		1,530		1,535,738
Sirius XM Radio, Inc. 6.000%, 07/15/24 144A @		6,280		6,641,100
Time Warner Cable LLC 6.750%, 07/01/18		3,975		4,063,106
Unitymedia GmbH 6.125%, 01/15/25 144A @		6,225		6,567,375
Ziggo Secured Finance BV 5.500%, 01/15/27 144A @		7,925		7,865,562
				52,366,913
Miscellaneous Manufacturing — 0.2%
3M Co. 2.250%, 03/15/23		3,400		3,371,689
2.875%, 10/15/27		4,250		4,227,211
				7,598,900
Oil & Gas — 0.5%
Canadian Natural Resources Ltd. 1.750%, 01/15/18		1,000		999,821
Chevron Corp. 1.365%, 03/02/18		4,400		4,397,054
EQT Corp. 8.125%, 06/01/19		1,754		1,888,996
Matador Resources Co. 6.875%, 04/15/23		3,300		3,473,250
Shell International Finance BV (3 M ICE LIBOR + 0.450%) 1.863%, 05/11/20•		6,720		6,781,486
				17,540,607

	Par (000)		Value†
Packaging and Containers — 0.6%
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer Lu 5.750%, 10/15/20	$	10,689	$	10,849,597
6.875%, 02/15/21		4,245		4,303,660
(3 M ICE LIBOR + 3.500%) 4.859%, 07/15/21 144A @,•		4,875		4,948,125
5.125%, 07/15/23 144A @		2,725		2,820,375
				22,921,757
Pharmaceuticals — 0.3%
Eli Lilly & Co. 1.250%, 03/01/18		2,200		2,198,331
Pfizer, Inc. 1.200%, 06/01/18		8,525		8,506,335
				10,704,666
Pipelines — 0.0%
Enbridge Energy Partners LP 6.500%, 04/15/18		120		121,590
Real Estate — 0.2%
American Tower Corp. 3.300%, 02/15/21		3,575		3,640,550
CBRE Services, Inc. 5.000%, 03/15/23		2,100		2,159,474
Iron Mountain, Inc. 4.375%, 06/01/21 144A @		2,940		2,983,747
				8,783,771
Retail — 1.9%
AutoZone, Inc. 1.625%, 04/21/19		365		361,962
2.500%, 04/15/21		1,915		1,901,650
Dollar Tree, Inc. 5.750%, 03/01/23		6,550		6,861,125
KFC Holding Co./Pizza Hut Holdings/Taco Bell of America LLC144A @ 5.000%, 06/01/24		3,680		3,795,000
5.250%, 06/01/26		4,893		5,149,882
4.750%, 06/01/27		17,900		18,302,750
L Brands, Inc. 8.500%, 06/15/19		6,784		7,369,120
McDonald’s Corp. 2.100%, 12/07/18		505		505,516
Yum! Brands, Inc. 6.250%, 03/15/18		3,120		3,143,400
5.300%, 09/15/19		2,190		2,277,600
3.875%, 11/01/20		4,460		4,549,200
3.750%, 11/01/21		10,690		10,850,350
3.875%, 11/01/23		4,300		4,326,875
6.875%, 11/15/37		2,425		2,661,438
5.350%, 11/01/43		2,055		1,983,075
				74,038,943

86

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Flexibly Managed Fund

	Par (000)		Value†
CORPORATE BONDS — (continued)
Semiconductors — 0.6%
NXP BV/NXP Funding LLC144A @ 3.750%, 06/01/18	$	22,510	$	22,645,060
4.125%, 06/15/20		450		460,813
Texas Instruments, Inc. 2.900%, 11/03/27		2,125		2,117,984
				25,223,857
Software — 1.1%
Fiserv, Inc. 2.700%, 06/01/20		5,175		5,207,331
Microsoft Corp. 3.300%, 02/06/27		31,805		32,806,893
MSCI, Inc.144A @ 5.250%, 11/15/24		4,129		4,350,934
5.750%, 08/15/25		1,169		1,255,214
				43,620,372
Telecommunications — 1.2%
Crown Castle International Corp. 4.875%, 04/15/22		7,850		8,418,055
5.250%, 01/15/23		13,865		15,181,419
Level 3 Financing, Inc. 5.375%, 08/15/22		3,500		3,544,800
5.625%, 02/01/23		2,975		2,997,312
T-Mobile USA, Inc. 6.836%, 04/28/23		2,125		2,225,938
Verizon Communications, Inc. (3 M ICE LIBOR + 1.000%) 2.600%, 03/16/22•		4,300		4,384,653
3.125%, 03/16/22		4,300		4,359,795
Virgin Media Finance PLC 6.000%, 10/15/24 144A @		3,125		3,207,031
Virgin Media Secured Finance PLC 5.250%, 01/15/26 144A @		3,450		3,484,500
				47,803,503
Transportation — 0.1%
Burlington Northern Santa Fe LLC 3.250%, 06/15/27		2,995		3,063,726
TOTAL CORPORATE BONDS (Cost $717,496,001)				725,224,707
LOAN AGREEMENTS — 1.4%‡
Chemicals — 0.1%
HB Fuller Co. (12 M LIBOR + 2.250%) 3.750%, 10/20/24•		2,429		2,435,325
Diversified Financial Services — 0.2%
Global Payments, Inc. (12 M LIBOR + 1.750%) 3.319%, 07/31/20^•		2,901		2,900,625
Institutional Sharehoder Services, Inc.•,^ (3 M LIBOR + 1.000%) 1.000%, 10/16/24		70		70,117

	Par (000)		Value†
Diversified Financial Services — (continued)
(3 M LIBOR + 3.750%) 5.109%, 10/16/24	$	770	$	771,286
Vantiv LLC (3 M LIBOR) 3.559%, 08/09/24•		2,540		2,549,525
				6,291,553
Entertainment — 0.0%
Kasima LLC (3 M LIBOR + 2.500%) 4.167%, 05/17/21•		222		224,465
Insurance — 0.6%
Hub International Ltd. (3 M LIBOR + 3.000%) 4.413%, 10/02/20•		22,987		23,081,789
Machinery — Diversified — 0.1%
Welbilt, Inc. (12 M LIBOR + 2.750%) 4.319%, 03/03/23•		4,953		4,985,727
Media — 0.1%
Charter Communications Operating LLC (3 M LIBOR) 3.570%, 04/30/25•		3,275		3,276,179
Oil & Gas — 0.1%
Eagleclaw Midstream Ventures LLC (3 M LIBOR + 4.250%) 5.729%, 05/24/24•		4,254		4,266,939
Pharmaceuticals — 0.2%
Change Healthcare Holdings LLC (12 M LIBOR + 2.750%) 4.319%, 03/01/24•		9,032		9,044,214
Prestige Brands Holdings, Inc. (12 M LIBOR + 2.750%) 4.319%, 01/26/24•		392		394,315
				9,438,529
Retail — 0.0%
Dollar Tree, Inc. 4.250%, 07/06/22		250		251,562
Software — 0.0%
Fiserv, Inc. (12 M LIBOR + 1.250%) 2.819%, 10/25/18•,^		591		589,950
TOTAL LOAN AGREEMENTS (Cost $54,342,546)				54,842,018
U.S TREASURY OBLIGATION — 2.4%
United States Treasury Note 2.250%, 11/15/27 (Cost $93,348,493)		95,344		93,999,304

87

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Flexibly Managed Fund

	Number of Contracts			Value†
PURCHASED OPTIONS — 0.1%
Call Options — 0.1%
TOTAL PURCHASED OPTIONS (See open purchased options schedule) (Cost $1,890,077)		12,864		$	4,271,346
SHORT-TERM INVESTMENTS — 9.3%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares		27,094,801			27,094,801
T. Rowe Price Investment, Ltd.		336,707,825			336,707,825
TOTAL SHORT-TERM INVESTMENTS (Cost $363,802,626)					363,802,626
TOTAL INVESTMENTS — 100.9% (Cost $3,407,535,592)				$	3,932,992,199
Other Assets & Liabilities — (0.9)%					(34,695,370	)
TOTAL NET ASSETS — 100.0%					3,898,296,829
	Number of Contracts			Value†
WRITTEN OPTIONS
Call Options
TOTAL WRITTEN OPTIONS (See open written options schedule) (Premiums $(11,085,568))		(22,890	)	$	(39,847,984	)

† See Security Valuation Note.

* Non-income producing security.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

• Variable Rate Security. The rate shown is the rate in effect on December 31, 2017, and the date shown is the final maturity date, not the next reset or put date. The rate floats based upon the published reference rate and spread disclosed in the Schedule of Investments.

^ Illiquid security. The total market value of illiquid securities at December 31, 2017 is $4,789,276.

‡ Loan Agreements in which the Fund invests generally pay interest at rates which are periodically predetermined by reference to a base lending rate plus a premium. These base lending rates are generally (i) the Prime Rate offered by one or more major U.S. banks, (ii) the lending rate offered by one or more European banks such as the London Inter-Bank Offered Rate (“LIBOR”) or (iii) the Certificate of Deposit rate. Rate shown represents the actual rate at December 31, 2017. Loan Agreements, while exempt from registration under the Security Act of 1933, as amended (the “1933 Act”), contain certain restrictions on resale and cannot be sold publicly. Floating rate Loan Agreements often require repayments from excess cash flow or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a

contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual remaining maturity may be substantially less than the stated maturity shown.

~ Fair valued security. The total market value of fair valued securities at December 31, 2017 is $104,720.

CONV — Convertible Security.

LLC — Limited Liability Company.

LP — Limited Partnership.

PLC — Public Limited Company.

STEP — Step Coupon Bond.

Country Weightings as of 12/31/2017††
United States	92	%
Canada	2
United Kingdom	2
Australia	1
Ireland	1
Netherlands	1
Other	1
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
ASSET BACKED SECURITIES	$	8,237,111	$	—	$	8,237,111	$	—
COMMON STOCKS
Agriculture		99,045,565		79,605,479		19,440,086		—
Auto Parts & Equipment		56,233,366		56,233,366		—		—
Banks		121,549,431		121,549,431		—		—
Beverages		79,357,777		79,357,777		—		—
Biotechnology		36,105,625		36,105,625		—		—
Building Materials		15,309,054		15,309,054		—		—
Commercial Services		145,932,251		124,246,506		21,685,745		—
Computers		24,775,272		24,775,272		—		—
Cosmetics & Personal Care		13,176,902		—		13,176,902		—
Diversified Financial Services		158,851,631		158,851,631		—		—
Electric		56,356,159		56,356,159		—		—
Electronics		159,999,218		159,999,218		—		—
Environmental Control		27,891,622		27,891,622		—		—
Food		87,837,272		87,837,272		—		—
Healthcare Products		85,990,899		85,990,899		—		—
Healthcare Services		142,481,412		142,481,412		—		—
Insurance		131,070,018		114,176,089		16,893,929		—
Internet		223,207,193		223,207,193		—		—

88

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Flexibly Managed Fund

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobser vable Input
COMMON STOCKS (continued)
Machinery — Diversified	$	64,897,321	$	64,897,321	$	—	$	—
Media		29,079,738		29,079,738		—		—
Miscellaneous Manufacturing		121,027,706		121,027,706		—		—
Oil & Gas		25,542,276		17,906,436		7,635,840		—
Packaging and Containers		33,881,658		13,666,083		20,215,575		—
Pharmaceuticals		124,106,451		124,106,451		—		—
Pipelines		15,544,854		15,544,854		—		—
Retail		120,473,536		120,473,536		—		—
Semiconductors		21,213,122		21,213,122		—		—
Software		307,761,620		307,761,620		—		—
TOTAL COMMON STOCKS		2,528,698,949		2,429,650,872		99,048,077		—
REAL ESTATE INVESTMENT TRUSTS		30,479,388		13,577,013		16,902,375		—
PREFERRED STOCKS		123,436,750		123,436,750		—		—
U.S TREASURY OBLIGATION		93,999,304		—		93,999,304		—

ASSETS TABLE
Description	Total Market Value at 12/31/2017			Level 1 Quoted Price			Level 2 Significant Observable Input		Level 3 Significant Unobser vable Input
CORPORATE BONDS	$	725,224,707		$	—		$	725,224,707	$	—
LOAN AGREEMENTS		54,842,018			—			54,842,018		—
PURCHASED OPTIONS		4,271,346			4,166,626			104,720		—
SHORT-TERM INVESTMENTS		363,802,626			363,802,626			—		—
TOTAL INVESTMENTS	$	3,932,992,199		$	2,934,633,887		$	998,358,312	$	—
LIABILITIES TABLE
Description	Total Market Value at 12/31/2017			Level 1 Quoted Price			Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
WRITTEN OPTIONS	$	(39,847,984	)	$	(39,847,984	)		$—	$	—
Total Liabilities	$	(39,847,984	)	$	(39,847,984	)		$—	$	—

The accompanying notes are an integral part of these financial statements.

Open Purchased Options

Call Options — 0.01%

Description	# of Contracts		Notional		Exercise Price		Expiration Date		Value
Altria Group Inc.		170	$	1,105,000	$	65		3/16/2018	$	124,780
Altria Group Inc.		170		1,147,500		68		6/15/2018		103,700
AT & T Inc.		1,693		6,602,700		39		4/20/2018		248,871
AT & T Inc.		1,693		6,772,000		40		6/15/2018		237,020
Comcast Corp.		848		3,392,000		40		6/15/2018		217,936
Consumer Discretionary SELT		889		8,445,500		95		3/16/2018		422,275
Consumer Discretionary SELT		889		8,445,500		95		6/15/2018		515,620
CVS Health Corp .		170		1,445,000		85		5/18/2019		12,920
Dr Pepper Snapple Group Inc.		170		1,572,500		93		5/18/2018		108,800
Dr Pepper Snapple Group Inc.		170		1,615,000		95		5/18/2018		88,400
Financial Select Sector SPDR		1,904		4,950,400		26		3/16/2018		437,920
Financial Select Sector SPDR		1,904		4,950,400		26		6/15/2018		498,848
Genuine Parts Co.		85		765,000		90		5/18/2018		63,155
JM Smucker Co ./The		169		1,943,500		115		4/20/2018		196,885
Kraft Heinz Co/The		339		2,881,500		85		4/20/2018		22,035
O’Reilly Automotive Inc.		63		1,386,000		220		5/18/2018		188,370
Synchrony Financial		169		523,900		31		3/16/2018		131,820
Sysco Corp.		85		467,500		55		5/18/2018		55,675
Verizon Communications Inc.		488		2,440,000		50		4/20/2018		180,560
Verizon Communications Inc.		488		2,440,000		50		6/15/2018		198,616
Wells Fargo & Co.~		154		847,000		55		5/18/2018		104,720
Wells Fargo & Co.		154		847,000		55		6/15/2018		112,420
Total Purchased Options									$	4,271,346

89

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Flexibly Managed Fund

Open Written Options

Call Options

Description	# of Contracts		Notional		Exercise Price		Expiration Date		Value
Alphabet Inc.		74	$	8,880,000	$	1,200		1/18/2019	$	(307,840	)
Alphabet Inc.		37		4,440,000		1,200		1/18/2019		(174,603	)
Alphabet Inc.		40		3,360,000		840		1/19/2018		(820,800	)
Alphabet Inc.		40		3,440,000		860		1/19/2018		(748,680	)
Alphabet Inc.		116		10,208,000		880		1/19/2018		(1,929,312	)
Alphabet Inc.		192		17,280,000		900		1/19/2018		(2,840,064	)
Alphabet Inc.		186		17,112,000		920		1/19/2018		(2,380,800	)
Alphabet Inc.		168		15,792,000		940		1/19/2018		(1 ,831 ,200	)
Amazon.com		105		10,500,000		1,000		1/19/2018		(1 ,805,685	)
Amazon.com		174		16,530,000		950		1/19/2018		(3,923,700	)
Apple, Inc.		547		9,572,500		175		1/19/2018		(43,760	)
Apple, Inc.		548		9,864,000		180		1/19/2018		(13,152	)
Bank of New York Mellon		892		4,906,000		55		1/18/2019		(358,584	)
Bank of New York Mellon		2,339		14,034,000		60		1/18/2019		(411 ,664	)
Biogen, Inc.		129		4,515,000		350		1/19/2018		(93,396	)
Danaher Corp.		2,225		20,025,000		90		1/19/2018		(778,750	)
Mastercard Inc.		846		11,844,000		140		1/19/2018		(1 ,053,270	)
Mastercard Inc.		55		660,000		120		1/19/2018		(176,825	)
Mastercard Inc.		26		325,000		125		1/19/2018		(71,344	)
Mastercard Inc.		1		13,000		130		1/19/2018		(2,214	)
State Street Corp.		586		5,860,000		100		1/18/2019		(477,590	)
The PNC Financial Services		1,030		13,905,000		135		1/19/2018		(1,077,380	)
The PNC Financial Services		99		1,386,000		140		1/18/2019		(136,125	)
The PNC Financial Services		99		1,435,500		145		1/18/2019		(117,315	)
The PNC Financial Services		99		1,485,000		150		1/18/2019		(94,050	)
The PNC Financial Services		99		1,534,500		155		1/18/2019		(68,805	)
The Priceline Group Inc.		23		4,370,000		1,900		1/18/2019		(313,950	)
The Priceline Group Inc.		23		4,600,000		2,000		1/18/2019		(220,800	)
Visa Inc.		543		6,516,000		120		1/18/2019		(434,400	)
Visa Inc.		938		9,849,000		105		1/18/2018		(914,550	)
Visa Inc.		197		2,068,500		105		1/18/2019		(321,701	)
Visa Inc.		197		2,167,000		110		1/18/2019		(260,040	)
Visa Inc.		197		2,265,500		115		1/18/2019		(204,289	)
Visa Inc.		534		6,675,000		125		1/18/2019		(323,070	)
Visa Inc.		1,611		14,499,000		90		1/19/2018		(3,995,280	)
Visa Inc.		3,101		29,459,500		95		1/19/2018		(6,093,465	)
Zoetis, Inc.		2,429		14,574,000		60		1/19/2018		(2,866,220	)
Zoetis, Inc.		1,567		9,793,750		63		1/19/2018		(1,618,711	)
Zoetis, Inc.		778		5,057,000		65		1/19/2018		(544,600	)
Total Written Options									$	(39,847,984	)

90

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Balanced Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 59.7%
Penn Series Index 500 Fund* (Cost $20,424,892)		2,306,409	$	50,441,167
AFFILIATED FIXED INCOME FUNDS — 39.9%
Penn Series Quality Bond Fund* (Cost $27,568,890)		2,292,259		33,650,367
SHORT-TERM INVESTMENTS — 0.2%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $162,735)		162,735		162,735
TOTAL INVESTMENTS — 99.8% (Cost $48,156,517)			$	84,254,269
Other Assets & Liabilities — 0.2%				149,184
TOTAL NET ASSETS — 100.0%			$	84,403,453

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
AFFILIATED EQUITY FUNDS	$	50,441,167	$	50,441,167	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		33,650,367		33,650,367		—		—
SHORT-TERM INVESTMENTS		162,735		162,735		—		—
TOTAL INVESTMENTS	$	84,254,269	$	84,254,269	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

91

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Growth Stock Fund

	Number of Shares		Value†
COMMON STOCKS — 94.5%
Aerospace & Defense — 2.6%
The Boeing Co.		27,136	$	8,002,678
Agriculture — 1.9%
British American Tobacco PLC		24,934		1,685,504
Philip Morris International, Inc.		39,112		4,132,183
				5,817,687
Airlines — 1.8%
American Airlines Group, Inc.		76,800		3,995,904
United Continental Holdings, Inc.*		20,703		1,395,382
				5,391,286
Apparel — 0.3%
NIKE, Inc., Class B		15,900		994,545
Auto Manufacturers — 1.9%
Ferrari N.V.		19,483		2,042,598
Tesla Motors, Inc.*		12,374		3,852,645
				5,895,243
Auto Parts & Equipment — 0.3%
Aptiv PLC		12,200		1,034,926
Banks — 3.1%
First Republic Bank		11,359		984,144
JPMorgan Chase & Co.		30,600		3,272,364
Morgan Stanley		75,600		3,966,732
State Street Corp.		14,800		1,444,628
				9,667,868
Biotechnology — 4.5%
Alexion Pharmaceuticals, Inc.*		27,440		3,281,550
Alnylam Pharmaceuticals, Inc.*		10,487		1,332,373
Biogen, Inc.*		6,941		2,211,194
Celgene Corp.*		11,300		1,179,268
Incyte Corp.*		16,000		1,515,360
Vertex Pharmaceuticals, Inc.*		29,667		4,445,897
				13,965,642
Building Materials — 0.5%
Fortune Brands Home & Security, Inc.		23,367		1,599,237
Commercial Services — 5.9%
Equifax, Inc.		20,461		2,412,761
Mastercard, Inc., Class A		38,500		5,827,360
PayPal Holdings, Inc.*		64,709		4,763,876
TransUnion*		38,157		2,097,109
Vantiv, Inc., Class A*		40,300		2,964,065
				18,065,171
Computers — 6.2%
Apple, Inc.		111,611		18,887,929
Diversified Financial Services — 4.4%
Intercontinental Exchange, Inc.		37,800		2,667,168
TD Ameritrade Holding Corp.		63,183		3,230,547
Visa, Inc., Class A		66,500		7,582,330
				13,480,045

	Number of Shares		Value†
Electric — 0.7%
NextEra Energy, Inc.		14,300	$	2,233,517
Electrical Components & Equipment — 0.9%
Acuity Brands, Inc.		15,925		2,802,800
Electronics — 1.8%
Fortive Corp.		32,488		2,350,507
Honeywell International, Inc.		21,600		3,312,576
				5,663,083
Food — 0.3%
The Kraft Heinz Co.		10,900		847,584
Gas — 0.5%
Sempra Energy		13,406		1,433,369
Healthcare Products — 4.5%
Becton Dickinson & Co.,		23,479		5,025,915
Intuitive Surgical, Inc.		11,520		4,204,109
Stryker Corp.		29,300		4,536,812
				13,766,836
Healthcare Services — 5.4%
Aetna, Inc.		2,539		458,010
Anthem, Inc.		14,700		3,307,647
Centene Corp.*		12,979		1,309,321
Cigna Corp.		15,433		3,134,288
Humana, Inc.		5,211		1,292,693
UnitedHealth Group, Inc.		31,600		6,966,536
				16,468,495
Insurance — 0.8%
Chubb Ltd.		16,600		2,425,758
Internet — 25.3%
Alibaba Group Holding Ltd. ADR*		48,668		8,391,823
Alphabet, Inc., Class A*		7,430		7,826,762
Alphabet, Inc., Class C*		8,030		8,402,592
Amazon.com, Inc.*		16,000		18,711,520
Facebook, Inc., Class A*		70,427		12,427,549
Netflix, Inc.*		14,100		2,706,636
Symantec Corp.		136,978		3,843,603
Tencent Holdings Ltd.		74,800		3,871,495
The Priceline Group, Inc.*		6,680		11,608,103
				77,790,083
Lodging — 1.1%
Caesars Entertainment Corp.*		139,265		1,761,702
Marriott International, Inc., Class A		6,239		846,820
MGM Resorts International		22,990		767,636
				3,376,158
Machinery — Diversified — 1.3%
Roper Technologies, Inc.		10,742		2,782,178
Wabtec Corp.		13,341		1,086,358
				3,868,536
Miscellaneous Manufacturing — 1.2%
Danaher Corp.		14,600		1,355,172

92

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Growth Stock Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Miscellaneous Manufacturing — (continued)
Illinois Tool Works, Inc.		13,800	$	2,302,530
				3,657,702
Pharmaceuticals — 0.4%
Merck & Co., Inc.		14,200		799,034
Zoetis, Inc.		7,100		511,484
				1,310,518
Retail — 2.3%
Dollar General Corp.		13,350		1,241,683
Dollarama, Inc.		9,135		1,141,330
Restaurant Brands International, Inc.		26,879		1,652,521
The Home Depot, Inc.		2,900		549,637
Yum! Brands, Inc.		28,700		2,342,207
				6,927,378
Semiconductors — 1.2%
ASML Holding N.V.		5,700		990,774
Xilinx, Inc.		40,642		2,740,084
				3,730,858
Software — 12.4%
Electronic Arts, Inc.*		26,300		2,763,078
Fidelity National Information Services, Inc.		23,400		2,201,706
Fiserv, Inc.*		18,003		2,360,733
Intuit, Inc.		26,700		4,212,726
Microsoft Corp.		154,600		13,224,484
Red Hat, Inc.*		10,000		1,201,000
salesforce.com, Inc.*		37,000		3,782,510
ServiceNow, Inc.*		19,522		2,545,474
VMware, Inc., Class A*		28,081		3,519,111
Workday, Inc., Class A*		22,308		2,269,616
				38,080,438
Telecommunications — 0.5%
T-Mobile US, Inc.*		24,500		1,555,995
Water — 0.5%
American Water Works Co., Inc.		17,400		1,591,926
TOTAL COMMON STOCKS (Cost $206,816,615)				290,333,291
PREFERRED STOCKS — 1.6%
Internet — 0.7%
Dropbox Inc., Class A*(1),^,~		24,940		292,047
Flipkart Ltd., Ordinary Shares*(1),^,~		474		41,282
Flipkart Ltd., Series A*(1),^,~		164		14,283
Flipkart Ltd., Series C*(1),^,~		285		24,822
Flipkart Ltd., Series E*(1),^,~		532		46,334
Flipkart Ltd., Series G*(1),^,~		2,417		286,109
Flipkart Ltd., Series H*(1),^,~		2,159		303,540
Uber Technologies, Inc., Series G, CONV*(1),^,~		12,545		432,519
Xiaoju Kuaizhi, Inc (didi), CONV*(1),^,~		11,920		607,111
				2,048,047

	Number of Shares		Value†
Lodging — 0.5%
Airbnb, Inc., Series D, CONV*(1),^,~		9,999	$	1,170,383
Airbnb, Inc., Series E, CONV*(1),^,~		3,694		432,382
				1,602,765
Real Estate — 0.1%
WeWork Companies, Inc., Class A*(1),^,~		329		15,085
WeWork Companies, Inc., Series E, CONV*(1),^,~		8,297		380,417
				395,502
Software — 0.3%
Magic Leap Inc., Series C, CONV*(1),^,~		15,808		426,816
Magic Leap, Inc., Series D, CONV*(1),^,~		10,934		295,218
				722,034
TOTAL PREFERRED STOCKS (Cost $3,871,587)				4,768,348
REAL ESTATE INVESTMENT TRUSTS — 2.9%
Diversified — 2.7%
American Tower Corp.		18,100		2,582,327
Crown Castle International Corp.		52,033		5,776,183
				8,358,510
Telecommunications — 0.2%
Equinix, Inc.		1,189		538,879
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $6,728,196)				8,897,389
	Par (000)		Value†
CORPORATE BONDS — 0.2%
Lodging — 0.2%
Caesars Entertainment Corp. 5.000%, 10/01/24 (Cost $682,126)	$	373		721,814
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 0.9%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares		1,183,770		1,183,770
T. Rowe Price Investment, Ltd.		1,401,360		1,401,360
TOTAL SHORT-TERM INVESTMENTS (Cost $2,585,130)				2,585,130
TOTAL INVESTMENTS — 100.1% (Cost $220,683,654)			$	307,305,972
Other Assets & Liabilities — (0.1)%				(174,717	)
TOTAL NET ASSETS — 100.0%			$	307,131,255

93

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Growth Stock Fund

⁽¹⁾  The value of this security was determined using significant unobservable inputs and is reported as a Level 3 security in the Valuation Hierarchy table located at the end of the Schedule of Investments.

^ Illiquid security. The total market value of illiquid securities at December 31, 2017 is $4,768,348.

† See Security Valuation Note.

* Non-income producing security.

~ Fair valued security. The total market value of fair valued securities at December 31, 2017 is $4,768,348.

ADR — American Depository Receipt.

CONV — Convertible Security.

PLC — Public Limited Company.

Country Weightings as of 12/31/2017††
United States	92	%
China	4
Canada	1
Italy	1
Switzerland	1
United Kingdom	1
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Aerospace & Defense	$	8,002,678	$	8,002,678	$	—	$	—
Agriculture		5,817,687		4,132,183		1,685,504		—
Airlines		5,391,286		5,391,286		—		—
Apparel		994,545		994,545		—		—
Auto Manufacturers		5,895,243		5,895,243		—		—
Auto Parts & Equipment		1,034,926		1,034,926		—		—
Banks		9,667,868		9,667,868		—		—
Biotechnology		13,965,642		13,965,642		—		—
Building Materials		1,599,237		1,599,237		—		—
Commercial Services		18,065,171		18,065,171		—		—
Computers		18,887,929		18,887,929		—		—
Diversified Financial Services		13,480,045		13,480,045		—		—
Electric		2,233,517		2,233,517		—		—
Electrical Components & Equipment		2,802,800		2,802,800		—		—
Electronics		5,663,083		5,663,083		—		—
Food		847,584		847,584		—		—
Gas		1,433,369		1,433,369		—		—

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Healthcare Products	$	13,766,836	$	13,766,836	$	—	$	—
Healthcare Services		16,468,495		16,468,495		—		—
Hotels & Resorts		1,761,702		1,761,702		—		—
Insurance		2,425,758		2,425,758		—		—
Internet		77,790,083		73,918,588		3,871,495		—
Lodging		1,614,456		1,614,456		—		—
Machinery — Diversified		3,868,536		3,868,536		—		—
Miscellaneous Manufacturing		3,657,702		3,657,702		—		—
Pharmaceuticals		1,310,518		1,310,518		—		—
Retail		6,927,378		6,927,378		—		—
Semiconductors		3,730,858		3,730,858		—		—
Software		38,080,438		38,080,438		—		—
Telecommunications		1,555,995		1,555,995		—		—
Water		1,591,926		1,591,926		—		—
TOTAL COMMON STOCKS		290,333,291		284,776,292		5,556,999		—
REAL ESTATE INVESTMENT TRUSTS		8,897,389		8,897,389		—		—
PREFERRED STOCKS		4,768,348		—		—		4,768,348
CORPORATE BONDS		721,814		—		721,814		—
SHORT-TERM INVESTMENTS		2,585,130		2,585,130		—		—
TOTAL INVESTMENTS	$	307,305,972	$	296,258,811	$	6,278,813	$	4,768,348

Following is a reconciliation of Level 3 investments for which significant unobservable inputs were used to determine fair value:

	Investments in Securities (Market Value)
Balance as of 12/31/2016	$	4,474,572
Change in Appreciation/(Depreciation)		562,414
Purchases		295,218
Sales/Exchange		(501,240	)
Realized Gain (Loss)		(62,616	)
Balance as of 12/31/2017	$	4,768,348

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

The accompanying notes are an integral part of these financial statements.

94

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Schedule of Investments — December 31, 2017

Large Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 100.3%
Aerospace & Defense — 1.3%
United Technologies Corp.		5,957	$	759,935
Apparel — 6.4%
LVMH Moet Hennessy Louis Vuitton S.E.		3,352		983,827
NIKE, Inc., Class B		29,557		1,848,790
VF Corp.		12,099		895,326
				3,727,943
Beverages — 2.5%
PepsiCo, Inc.		6,696		802,984
Pernod Ricard S.A.		4,154		656,974
				1,459,958
Chemicals — 6.8%
Ecolab, Inc.		10,179		1,365,818
LyondellBasell Industries NV, Class A		1,746		192,619
Monsanto Co.		5,042		588,805
PPG Industries, Inc.		7,785		909,443
The Sherwin-Williams Co.		2,298		942,272
				3,998,957
Commercial Services — 6.5%
Equifax, Inc.		4,284		505,169
Mastercard, Inc., Class A		6,961		1,053,617
Moody’s Corp.		7,247		1,069,730
Verisk Analytics, Inc.*		11,855		1,138,080
				3,766,596
Computers — 9.0%
Accenture PLC, Class A		16,811		2,573,596
Apple, Inc.		9,422		1,594,485
Cognizant Technology Solutions Corp., Class A		15,351		1,090,228
				5,258,309
Cosmetics & Personal Care — 8.2%
Colgate-Palmolive Co.		22,499		1,697,550
Coty, Inc., Class A		45,987		914,681
L’Oreal S.A.		2,199		487,255
The Estee Lauder Cos., Inc., Class A		13,102		1,667,098
				4,766,584
Diversified Financial Services — 6.0%
CME Group, Inc.		2,051		299,549
The Blackstone Group LP		31,404		1,005,556
The Charles Schwab Corp.		10,948		562,399
Visa, Inc., Class A		14,476		1,650,553
				3,518,057
Electronics — 7.3%
Amphenol Corp., Class A		11,019		967,468
Fortive Corp.		4,928		356,541
Mettler-Toledo International, Inc.*		1,033		639,964
Thermo Fisher Scientific, Inc.		8,819		1,674,552
Waters Corp.*		3,250		627,867
				4,266,392
Entertainment — 0.8%
Paddy Power Betfair PLC		3,967		471,920

	Number of Shares		Value†
Food — 0.6%
Compass Group PLC		16,348	$	352,498
Healthcare Products — 1.2%
DENTSPLY SIRONA, Inc.		2,399		157,926
The Cooper Cos., Inc.		1,728		376,497
Zimmer Biomet Holdings, Inc.		1,560		188,245
				722,668
Household Products & Wares — 1.9%
Church & Dwight Co., Inc.		7,797		391,175
Reckitt Benckiser Group PLC		7,766		724,516
				1,115,691
Insurance — 1.9%
Aon PLC		8,490		1,137,660
Internet — 6.7%
Alphabet, Inc., Class A*		3,688		3,884,939
Media — 3.4%
Comcast Corp., Class A		28,761		1,151,878
The Walt Disney Co.		1,850		198,894
Twenty-First Century Fox, Inc., Class A		17,844		616,153
				1,966,925
Miscellaneous Manufacturing — 2.2%
Colfax Corp.*		10,032		397,468
Danaher Corp.		9,385		871,116
				1,268,584
Oil & Gas Services — 0.8%
Schlumberger Ltd.		6,650		448,144
Pharmaceuticals — 5.5%
Abbott Laboratories		18,205		1,038,959
Eli Lilly & Co.		3,591		303,296
Express Scripts Holding Co.*		4,567		340,881
Roche Holding AG		2,879		727,971
Zoetis, Inc.		11,413		822,192
				3,233,299
Retail — 6.4%
AutoZone, Inc.*		739		525,703
CVS Health Corp.		8,072		585,220
Starbucks Corp.		28,067		1,611,888
The TJX Cos., Inc.		13,592		1,039,244
				3,762,055
Semiconductors — 4.1%
Taiwan Semiconductor Manufacturing Co. Ltd. ADR		18,060		716,079
Texas Instruments, Inc.		16,210		1,692,972
				2,409,051
Software — 9.1%
Electronic Arts, Inc.*		8,186		860,021
Fidelity National Information Services, Inc.		12,595		1,185,064
Fiserv, Inc.*		7,436		975,083

95

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Software — (continued)
Microsoft Corp.		26,684	$	2,282,549
				5,302,717
Transportation — 1.7%
Union Pacific Corp.		7,430		996,363
TOTAL COMMON STOCKS (Cost $44,187,726)				58,595,245
SHORT-TERM INVESTMENTS — 0.9%
Money Market — 0.9%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $509,877)		509,877		509,877
TOTAL INVESTMENTS — 101.2% (Cost $44,697,603)			$	59,105,122
Other Assets & Liabilities — (1.2)%				(716,395	)
TOTAL NET ASSETS — 100.0%			$	58,388,727

† See Security Valuation Note.

* Non-income producing security.

LP — Limited Partnership.

ADR — American Depository Receipt.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Aerospace & Defense	$	759,935	$	759,935	$	—	$	—
Apparel		3,727,943		2,744,116		983,827		—
Beverages		1,459,958		802,984		656,974		—
Chemicals		3,998,957		3,998,957		—		—
Commercial Services		3,766,596		3,766,596		—		—
Computers		5,258,309		5,258,309		—		—
Cosmetics & Personal Care		4,766,584		4,279,329		487,255		—
Diversified Financial Services		3,518,057		3,518,057		—		—
Electronics		4,266,392		4,266,392		—		—
Entertainment		471,920		—		471,920		—
Food		352,498		—		352,498		—
Healthcare Products		722,668		722,668		—		—
Household Products & Wares		1,115,691		391,175		724,516		—
Insurance		1,137,660		1,137,660		—		—
Internet		3,884,939		3,884,939		—		—

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Media	$	1,966,925	$	1,966,925	$	—	$	—
Miscellaneous Manufacturing		1,268,584		1,268,584		—		—
Oil & Gas Services		448,144		448,144		—		—
Pharmaceuticals		3,233,299		2,505,328		727,971		—
Retail		3,762,055		3,762,055		—		—
Semiconductors		2,409,051		2,409,051		—		—
Software		5,302,717		5,302,717		—		—
Transportation		996,363		996,363		—		—
TOTAL COMMON STOCKS		58,595,245		54,190,284		4,404,961		—
SHORT-TERM INVESTMENTS		509,877		509,877		—		—
TOTAL INVESTMENTS	$	59,105,122	$	54,700,161	$	4,404,961	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

96

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Core Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 97.3%
Aerospace & Defense — 8.6%
TransDigm Group, Inc.		15,330	$	4,209,925
United Technologies Corp.		50,976		6,503,008
				10,712,933
Apparel — 7.6%
LVMH Moet Hennessy Louis Vuitton S.E.		20,638		6,057,346
NIKE, Inc., Class B		54,454		3,406,098
				9,463,444
Building Materials — 3.2%
Martin Marietta Materials, Inc.		9,079		2,006,822
Vulcan Materials Co.		15,170		1,947,373
				3,954,195
Chemicals — 1.7%
The Sherwin-Williams Co.		5,134		2,105,145
Commercial Services — 5.5%
IHS Markit Ltd.*		41,471		1,872,415
Mastercard, Inc., Class A		12,388		1,875,048
S&P Global, Inc.		18,065		3,060,211
				6,807,674
Electronics — 1.4%
Fortive Corp.		24,813		1,795,221
Insurance — 6.2%
Berkshire Hathaway, Inc., Class B*		32,238		6,390,216
Markel Corp.*		1,124		1,280,382
				7,670,598
Internet — 23.7%
Alphabet, Inc., Class C*		7,180		7,513,152
Amazon.com, Inc.*		8,969		10,488,977
Facebook, Inc., Class A*		30,241		5,336,327
The Priceline Group, Inc.*		1,065		1,850,693
Twitter, Inc.*		179,335		4,305,833
				29,494,982
Leisure Time — 1.1%
Harley-Davidson, Inc.		26,638		1,355,341
Media — 4.4%
The Walt Disney Co.		51,252		5,510,103
Miscellaneous Manufacturing — 2.5%
Danaher Corp.		33,350		3,095,547
Pharmaceuticals — 2.4%
Zoetis, Inc.		42,387		3,053,559
Retail — 12.4%
L Brands, Inc.		20,727		1,248,180
Starbucks Corp.		107,690		6,184,637
The TJX Cos., Inc.		59,626		4,559,004
Ulta Beauty, Inc.*		15,500		3,466,730
				15,458,551
Software — 10.1%
Activision Blizzard, Inc.		67,225		4,256,687

	Number of Shares		Value†
Software — (continued)
salesforce.com, Inc.*		45,797	$	4,681,827
ServiceNow, Inc.*		14,514		1,892,481
Workday, Inc., Class A*		17,699		1,800,696
				12,631,691
Textiles — 1.0%
Mohawk Industries, Inc.*		4,575		1,262,243
Transportation — 5.5%
Union Pacific Corp.		50,703		6,799,272
TOTAL COMMON STOCKS (Cost $100,384,695)				121,170,499
SHORT-TERM INVESTMENTS — 2.8%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $3,486,133)		3,486,133		3,486,133
TOTAL INVESTMENTS — 100.1% (Cost $103,870,828)			$	124,656,632
Other Assets & Liabilities — (0.1)%				(163,372	)
TOTAL NET ASSETS — 100.0%			$	124,493,260

† See Security Valuation Note.

* Non-income producing security.

Country Weightings as of 12/31/2017††
United States	94	%
France	5
United Kingdom	1
Total	100	%

††%  of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Aerospace & Defense	$	10,712,933	$	10,712,933	$	—	$	—
Apparel		9,463,444		3,406,098		6,057,346		—
Building Materials		3,954,195		3,954,195		—		—
Chemicals		2,105,145		2,105,145		—		—
Commercial Services		6,807,674		6,807,674		—		—
Electronics		1,795,221		1,795,221		—		—
Insurance		7,670,598		7,670,598		—		—

97

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Core Growth Fund

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Internet	$	29,494,982	$	29,494,982	$	—	$	—
Leisure Time		1,355,341		1,355,341		—		—
Media		5,510,103		5,510,103		—		—
Miscellaneous Manufacturing		3,095,547		3,095,547		—		—
Pharmaceuticals		3,053,559		3,053,559		—		—
Retail		15,458,551		15,458,551		—		—
Software		12,631,691		12,631,691		—		—
Textiles		1,262,243		1,262,243		—		—
Transportation		6,799,272		6,799,272		—		—
TOTAL COMMON STOCKS		121,170,499		115,113,153		6,057,346		—
SHORT-TERM INVESTMENTS		3,486,133		3,486,133		—		—
TOTAL INVESTMENTS	$	124,656,632	$	118,599,286	$	6,057,346	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

98

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Schedule of Investments — December 31, 2017

Large Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 97.7%
Aerospace & Defense — 5.4%
Harris Corp.		26,236	$	3,716,329
Northrop Grumman Corp.		9,717		2,982,245
United Technologies Corp.		33,312		4,249,612
				10,948,186
Agriculture — 1.5%
Philip Morris International, Inc.		28,983		3,062,054
Banks — 16.5%
Bank of America Corp.		219,640		6,483,773
Citigroup, Inc.		65,574		4,879,362
Fifth Third Bancorp		82,542		2,504,324
JPMorgan Chase & Co.		66,305		7,090,657
State Street Corp.		27,818		2,715,315
The PNC Financial Services Group, Inc.		26,225		3,784,005
Wells Fargo & Co.		93,787		5,690,057
				33,147,493
Beverages — 1.4%
PepsiCo, Inc.		23,820		2,856,494
Building Materials — 2.6%
Johnson Controls International PLC		86,945		3,313,474
Vulcan Materials Co.		15,637		2,007,322
				5,320,796
Chemicals — 1.6%
DowDuPont, Inc.		45,947		3,272,345
Commercial Services — 1.5%
Alliance Data Systems Corp.		11,716		2,969,772
Computers — 1.8%
Apple, Inc.		13,507		2,285,790
Diebold Nixdorf, Inc.		78,781		1,288,069
				3,573,859
Diversified Financial Services — 5.4%
American Express Co.		24,680		2,450,971
Ameriprise Financial, Inc.		20,193		3,422,108
Discover Financial Services		35,598		2,738,198
FNF Group		57,647		2,262,068
				10,873,345
Electric — 3.8%
Exelon Corp.		80,948		3,190,160
NextEra Energy, Inc.		19,737		3,082,722
PG&E Corp.		28,360		1,271,379
				7,544,261
Electronics — 1.6%
Honeywell International, Inc.		21,082		3,233,135
Food — 1.6%
Mondelez International, Inc., Class A		72,923		3,121,104
Healthcare Products — 2.0%
Medtronic PLC		50,669		4,091,522

	Number of Shares		Value†
Healthcare Services — 4.2%
Humana, Inc.		8,446	$	2,095,199
Laboratory Corp. of America Holdings*		19,110		3,048,236
UnitedHealth Group, Inc.		15,387		3,392,218
				8,535,653
Housewares — 0.7%
Newell Brands, Inc.		46,893		1,448,994
Insurance — 4.7%
American International Group, Inc.		59,465		3,542,924
MetLife, Inc.		63,562		3,213,695
The Travelers Cos, Inc.		20,539		2,785,910
				9,542,529
Internet — 1.9%
Liberty Interactive Corp. QVC Group, Class A*		90,828		2,218,020
Symantec Corp.		54,432		1,527,362
				3,745,382
Leisure Time — 0.8%
Harley-Davidson, Inc.		31,575		1,606,536
Media — 4.6%
Comcast Corp., Class A		101,888		4,080,615
Nielsen Holdings PLC		60,628		2,206,859
The Walt Disney Co.		7,555		812,238
Twenty-First Century Fox, Inc., Class B		61,951		2,113,768
				9,213,480
Miscellaneous Manufacturing — 2.5%
Eaton Corp. PLC		27,535		2,175,541
Pentair PLC		39,031		2,756,369
				4,931,910
Oil & Gas — 6.9%
Anadarko Petroleum Corp.		56,092		3,008,775
Chevron Corp.		34,025		4,259,590
Hess Corp.		31,016		1,472,329
Marathon Petroleum Corp.		43,715		2,884,316
Royal Dutch Shell PLC ADR, Class A		34,772		2,319,640
				13,944,650
Oil & Gas Services — 2.3%
Baker Hughes a GE Co.		76,254		2,412,677
Halliburton Co.		45,536		2,225,344
				4,638,021
Packaging and Containers — 1.6%
Sealed Air Corp.		64,482		3,178,963
Pharmaceuticals — 8.2%
Abbott Laboratories		67,019		3,824,774
Allergan PLC		16,273		2,661,938
Bristol-Myers Squibb Co.		27,526		1,686,793
Eli Lilly & Co.		20,124		1,699,673
Merck & Co., Inc.		53,155		2,991,032
Pfizer, Inc.		100,205		3,629,425
				16,493,635

99

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Real Estate — 1.2%
CBRE Group, Inc., Class A*		54,828	$	2,374,601
Retail — 1.5%
Advance Auto Parts, Inc.		17,872		1,781,660
CVS Health Corp.		17,022		1,234,095
				3,015,755
Semiconductors — 1.2%
QUALCOMM, Inc.		37,372		2,392,555
Software — 3.8%
Microsoft Corp.		43,803		3,746,908
Oracle Corp.		83,774		3,960,835
				7,707,743
Telecommunications — 3.4%
Cisco Systems, Inc.		97,708		3,742,216
Verizon Communications, Inc.		57,641		3,050,938
				6,793,154
Transportation — 1.5%
Norfolk Southern Corp.		21,269		3,081,878
TOTAL COMMON STOCKS (Cost $146,760,112)				196,659,805
REAL ESTATE INVESTMENT TRUSTS — 2.0%
Advertising — 0.7%
Outfront Media, Inc.		59,470		1,379,704
Diversified — 1.3%
Weyerhaeuser Co.		74,627		2,631,348
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $3,522,039)				4,011,052
SHORT-TERM INVESTMENTS — 0.5%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $966,706)		966,706		966,706
TOTAL INVESTMENTS — 100.2% (Cost $151,248,857)			$	201,637,563
Other Assets & Liabilities — (0.2)%				(419,059	)
TOTAL NET ASSETS — 100.0%			$	201,218,504

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	196,659,805	$	196,659,805	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		4,011,052		4,011,052		—		—
SHORT-TERM INVESTMENTS		966,706		966,706		—		—
TOTAL INVESTMENTS	$	201,637,563	$	201,637,563	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

100

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — 93.3%
Agriculture — 3.6%
Altria Group, Inc.		23,524	$	1,679,849
Philip Morris International, Inc.		57,125		6,035,256
				7,715,105
Apparel — 1.8%
NIKE, Inc., Class B		29,526		1,846,851
VF Corp.		28,432		2,103,968
				3,950,819
Auto Parts & Equipment — 0.5%
The Goodyear Tire & Rubber Co.		35,926		1,160,769
Banks — 16.4%
Bank of America Corp.		263,168		7,768,719
Credit Suisse Group AG ADR		134,115		2,393,953
First Republic Bank		29,635		2,567,576
Great Western Bancorp, Inc.		35,732		1,422,134
JPMorgan Chase & Co.		69,014		7,380,357
KeyCorp.		166,073		3,349,693
The PNC Financial Services Group, Inc.		15,901		2,294,355
U.S. Bancorp		54,778		2,935,005
Wells Fargo & Co.		86,444		5,244,558
				35,356,350
Beverages — 1.0%
PepsiCo, Inc.		17,061		2,045,955
Biotechnology — 1.1%
Gilead Sciences, Inc.		33,847		2,424,799
Computers — 1.4%
Leidos Holdings, Inc.		45,231		2,920,566
Cosmetics & Personal Care — 2.3%
Colgate-Palmolive Co.		47,909		3,614,734
The Estee Lauder Cos., Inc., Class A		10,210		1,299,120
				4,913,854
Diversified Financial Services — 4.4%
Ally Financial, Inc.		68,126		1,986,554
Discover Financial Services		31,566		2,428,057
E*TRADE Financial Corp.*		36,681		1,818,277
Raymond James Financial, Inc.		14,773		1,319,229
The Charles Schwab Corp.		39,240		2,015,759
				9,567,876
Electric — 4.4%
CMS Energy Corp.		72,795		3,443,204
Edison International		8,297		524,702
NextEra Energy, Inc.		35,133		5,487,423
				9,455,329
Electronics — 1.4%
FLIR Systems, Inc.		66,502		3,100,323
Food — 3.6%
McCormick & Co., Inc.		31,904		3,251,337
Mondelez International, Inc., Class A		108,063		4,625,096
				7,876,433

	Number of Shares		Value†
Forest Products & Paper — 1.3%
International Paper Co.		50,090	$	2,902,215
Gas — 1.6%
Sempra Energy		32,757		3,502,378
Healthcare Products — 1.0%
Boston Scientific Corp.*		84,617		2,097,655
Healthcare Services — 1.2%
Aetna, Inc.		9,840		1,775,037
Anthem, Inc.		3,890		875,289
				2,650,326
Insurance — 2.7%
American Financial Group, Inc.		11,848		1,285,982
Berkshire Hathaway, Inc., Class B*		23,269		4,612,381
				5,898,363
Internet — 1.0%
Alphabet, Inc., Class C*		2,120		2,218,368
Media — 1.1%
The Walt Disney Co.		21,502		2,311,680
Mining — 0.8%
Rio Tinto PLC ADR		32,219		1,705,352
Miscellaneous Manufacturing — 3.3%
Hexcel Corp.		36,807		2,276,513
Parker-Hannifin Corp.		6,766		1,350,358
Textron, Inc.		62,601		3,542,591
				7,169,462
Oil & Gas — 9.2%
Chevron Corp.		45,275		5,667,977
ConocoPhillips		76,160		4,180,422
EOG Resources, Inc.		33,930		3,661,386
Exxon Mobil Corp.		45,273		3,786,634
Phillips 66		26,079		2,637,891
				19,934,310
Oil & Gas Services — 2.1%
Core Laboratories N.V.		15,365		1,683,236
Halliburton Co.		43,282		2,115,191
Oceaneering International, Inc.		33,525		708,719
				4,507,146
Packaging and Containers — 0.7%
Ball Corp.		39,845		1,508,133
Pharmaceuticals — 8.4%
Eli Lilly & Co.		18,943		1,599,926
Johnson & Johnson		68,102		9,515,211
Pfizer, Inc.		144,899		5,248,242
Zoetis, Inc.		25,089		1,807,412
				18,170,791
Retail — 3.9%
Lululemon Athletica, Inc.*		29,702		2,334,280
Starbucks Corp.		37,381		2,146,791

101

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Large Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Retail — (continued)
The Home Depot, Inc.		13,718	$	2,599,973
Tiffany & Co.		13,179		1,369,957
				8,451,001
Semiconductors — 4.4%
Intel Corp.		105,103		4,851,555
QUALCOMM, Inc.		71,067		4,549,709
				9,401,264
Telecommunications — 4.7%
AT&T, Inc.		56,295		2,188,750
Verizon Communications, Inc.		151,443		8,015,878
				10,204,628
Transportation — 4.0%
C.H. Robinson Worldwide, Inc.		53,509		4,767,117
CSX Corp.		69,175		3,805,317
				8,572,434
TOTAL COMMON STOCKS (Cost $175,314,985)				201,693,684
REAL ESTATE INVESTMENT TRUSTS — 7.3%
Apartments — 1.6%
Equity Residential		54,521		3,476,804
Diversified Financial Services — 0.8%
DCT Industrial Trust, Inc.		28,694		1,686,633
Office Property — 1.1%
Boston Properties, Inc.		17,377		2,259,531
Regional Malls — 2.3%
Simon Property Group, Inc.		29,418		5,052,248
Storage & Warehousing — 1.5%
Public Storage		15,922		3,327,698
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $16,158,154)				15,802,914
SHORT-TERM INVESTMENTS — 0.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $903,854)		903,854		903,854
TOTAL INVESTMENTS — 101.0% (Cost $192,376,993)			$	218,400,452
Other Assets & Liabilities — (1.0)%				(2,186,646	)
TOTAL NET ASSETS — 100.0%			$	216,213,806

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	201,693,684	$	201,693,684	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		15,802,914		15,802,914		—		—
SHORT-TERM INVESTMENTS		903,854		903,854		—		—
TOTAL INVESTMENTS	$	218,400,452	$	218,400,452	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

102

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — 97.0%
Advertising — 0.1%
Omnicom Group, Inc.		4,867	$	354,464
The Interpublic Group of Cos., Inc.		7,882		158,901
				513,365
Aerospace & Defense — 2.5%
Arconic, Inc.		7,949		216,610
General Dynamics Corp.		5,889		1,198,117
Harris Corp.		2,600		368,290
L3 Technologies, Inc.		1,600		316,560
Lockheed Martin Corp.		5,313		1,705,739
Northrop Grumman Corp.		3,692		1,133,112
Raytheon Co.		6,176		1,160,162
Rockwell Collins, Inc.		3,545		480,773
The Boeing Co.		11,821		3,486,131
TransDigm Group, Inc.		1,000		274,620
United Technologies Corp.		15,713		2,004,507
				12,344,621
Agriculture — 1.4%
Altria Group, Inc.		40,870		2,918,527
Archer-Daniels-Midland Co.		11,799		472,904
Philip Morris International, Inc.		32,837		3,469,229
				6,860,660
Airlines — 0.5%
Alaska Air Group, Inc.		2,800		205,828
American Airlines Group, Inc.		9,100		473,473
Delta Air Lines, Inc.		14,100		789,600
Southwest Airlines Co.		11,615		760,202
United Continental Holdings, Inc.*		5,400		363,960
				2,593,063
Apparel — 0.6%
Hanesbrands, Inc.		7,600		158,916
Michael Kors Holdings Ltd.*		3,400		214,030
NIKE, Inc., Class B		27,899		1,745,082
Ralph Lauren Corp.		1,228		127,331
Under Armour, Inc., Class A*		3,900		56,277
Under Armour, Inc., Class C*		3,927		52,308
VF Corp.		6,908		511,192
				2,865,136
Auto Manufacturers — 0.5%
Ford Motor Co.		83,167		1,038,756
General Motors Co.		27,070		1,109,599
PACCAR, Inc.		7,644		543,336
				2,691,691
Auto Parts & Equipment — 0.2%
Aptiv PLC		5,700		483,531
BorgWarner, Inc.		4,300		219,687
The Goodyear Tire & Rubber Co.		5,606		181,130
				884,348
Banks — 8.0%
Bank of America Corp.		206,211		6,087,349
BB&T Corp.		17,199		855,134

	Number of Shares		Value†
Banks — (continued)
Capital One Financial Corp.		10,341	$	1,029,757
Citigroup, Inc.		56,169		4,179,535
Citizens Financial Group, Inc.		10,690		448,766
Comerica, Inc.		3,844		333,698
Fifth Third Bancorp		14,847		450,458
Huntington Bancshares, Inc.		23,365		340,194
JPMorgan Chase & Co.		73,811		7,893,348
KeyCorp.		23,399		471,958
M&T Bank Corp.		3,228		551,956
Morgan Stanley		29,877		1,567,646
Northern Trust Corp.		4,647		464,189
Regions Financial Corp.		24,794		428,440
State Street Corp.		7,647		746,424
SunTrust Banks, Inc.		10,288		664,502
The Bank of New York Mellon Corp.		22,180		1,194,615
The Goldman Sachs Group, Inc.		7,443		1,896,179
The PNC Financial Services Group, Inc.		10,118		1,459,926
U.S. Bancorp		33,608		1,800,716
Wells Fargo & Co.		94,216		5,716,085
Zions Bancorporation		4,304		218,772
				38,799,647
Beverages — 2.0%
Brown-Forman Corp., Class B		3,886		266,851
Constellation Brands, Inc., Class A		3,610		825,138
Dr. Pepper Snapple Group, Inc.		4,000		388,240
Molson Coors Brewing Co., Class B		3,938		323,192
Monster Beverage Corp.*		8,504		538,218
PepsiCo, Inc.		30,323		3,636,334
The Coca-Cola Co.		81,569		3,742,386
				9,720,359
Biotechnology — 2.2%
Alexion Pharmaceuticals, Inc.*		4,700		562,073
Amgen, Inc.		15,524		2,699,624
Biogen, Inc.*		4,465		1,422,415
Celgene Corp.*		16,656		1,738,220
Gilead Sciences, Inc.		27,744		1,987,580
Illumina, Inc.*		3,100		677,319
Incyte Corp.*		3,700		350,427
Regeneron Pharmaceuticals, Inc.*		1,600		601,536
Vertex Pharmaceuticals, Inc.*		5,400		809,244
				10,848,438
Building Materials — 0.4%
Fortune Brands Home & Security, Inc.		3,200		219,008
Johnson Controls International PLC		19,698		750,691
Martin Marietta Materials, Inc.		1,292		285,584
Masco Corp.		6,777		297,781
Vulcan Materials Co.		2,841		364,699
				1,917,763
Chemicals — 2.2%
Air Products & Chemicals, Inc.		4,573		750,338
Albemarle Corp.		2,400		306,936
CF Industries Holdings, Inc.		5,300		225,462

103

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Chemicals — (continued)
DowDuPont, Inc.		49,710	$	3,540,346
Eastman Chemical Co.		2,982		276,252
Ecolab, Inc.		5,459		732,489
FMC Corp.		2,800		265,048
International Flavors & Fragrances, Inc.		1,675		255,622
LyondellBasell Industries NV, Class A		6,900		761,208
Monsanto Co.		9,336		1,090,258
PPG Industries, Inc.		5,428		634,099
Praxair, Inc.		6,026		932,102
The Mosaic Co.		7,600		195,016
The Sherwin-Williams Co.		1,734		711,009
				10,676,185
Commercial Services — 2.3%
Allegion PLC		1,966		156,415
Alliance Data Systems Corp.		1,000		253,480
Automatic Data Processing, Inc.		9,414		1,103,227
Cintas Corp.		1,801		280,650
Equifax, Inc.		2,677		315,672
Gartner, Inc.*		2,000		246,300
Global Payments, Inc.		3,281		328,887
H&R Block, Inc.		4,166		109,232
IHS Markit Ltd.*		7,000		316,050
Mastercard, Inc., Class A		19,822		3,000,258
Moody’s Corp.		3,473		512,650
Paychex, Inc.		6,975		474,858
PayPal Holdings, Inc.*		23,782		1,750,831
Quanta Services, Inc.*		3,400		132,974
Robert Half International, Inc.		2,707		150,347
S&P Global, Inc.		5,386		912,388
The Western Union Co.		9,878		187,781
Total System Services, Inc.		3,477		274,996
United Rentals, Inc.*		1,729		297,232
Verisk Analytics, Inc.*		3,300		316,800
				11,121,028
Computers — 5.6%
Accenture PLC, Class A		13,200		2,020,788
Apple, Inc.		109,165		18,473,993
Cognizant Technology Solutions Corp., Class A		12,404		880,932
CSRA, Inc.		3,357		100,441
DXC Technology Co.		5,925		562,282
Hewlett Packard Enterprise Co.		34,483		495,176
HP, Inc.		35,158		738,670
International Business Machines Corp.		18,318		2,810,348
NetApp, Inc.		5,821		322,018
Seagate Technology PLC		6,300		263,592
Western Digital Corp.		6,197		492,847
				27,161,087
Cosmetics & Personal Care — 1.5%
Colgate-Palmolive Co.		18,804		1,418,762
Coty, Inc., Class A		10,656		211,948
The Estee Lauder Cos., Inc., Class A		4,774		607,444
The Procter & Gamble Co.		54,232		4,982,836
				7,220,990

	Number of Shares		Value†
Distribution & Wholesale — 0.2%
Fastenal Co.		6,200	$	339,078
Genuine Parts Co.		3,205		304,507
LKQ Corp.*		6,400		260,288
W.W. Grainger, Inc.		1,172		276,885
				1,180,758
Diversified Financial Services — 3.0%
Affiliated Managers Group, Inc.		1,200		246,300
American Express Co.		15,273		1,516,762
Ameriprise Financial, Inc.		3,090		523,662
BlackRock, Inc.		2,599		1,335,132
Cboe Global Markets, Inc.		2,300		286,557
CME Group, Inc.		7,260		1,060,323
Discover Financial Services		7,819		601,438
E*TRADE Financial Corp.*		5,881		291,521
Franklin Resources, Inc.		7,156		310,069
Intercontinental Exchange, Inc.		12,550		885,528
Invesco Ltd.		8,867		324,000
Nasdaq, Inc.		2,500		192,075
Navient Corp.		6,134		81,705
Raymond James Financial, Inc.		2,800		250,040
Synchrony Financial		16,212		625,945
T. Rowe Price Group, Inc.		4,981		522,656
The Charles Schwab Corp.		25,369		1,303,206
Visa, Inc., Class A		38,525		4,392,621
				14,749,540
Diversified Operations — 0.0%
Leucadia National Corp.		6,365		168,609
Electric — 2.6%
AES Corp.		14,644		158,595
Alliant Energy Corp.		4,717		200,991
Ameren Corp.		5,005		295,245
American Electric Power Co., Inc.		10,329		759,905
CMS Energy Corp.		6,243		295,294
Consolidated Edison, Inc.		6,605		561,095
Dominion Resources, Inc.		13,509		1,095,040
DTE Energy Co.		3,892		426,018
Duke Energy Corp.		14,918		1,254,753
Edison International		6,808		430,538
Entergy Corp.		3,847		313,107
Eversource Energy		6,793		429,182
Exelon Corp.		19,610		772,830
FirstEnergy Corp.		9,256		283,419
NextEra Energy, Inc.		9,979		1,558,620
NRG Energy, Inc.		6,300		179,424
PG&E Corp.		10,950		490,888
Pinnacle West Capital Corp.		2,369		201,791
PPL Corp.		14,698		454,903
Public Service Enterprise Group, Inc.		10,749		553,573
SCANA Corp.		3,100		123,318
The Southern Co.		21,143		1,016,767
WEC Energy Group, Inc.		6,750		448,403
Xcel Energy, Inc.		11,030		530,653
				12,834,352

104

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Electrical Components & Equipment — 0.3%
Acuity Brands, Inc.		800	$	140,800
AMETEK, Inc.		5,000		362,350
Emerson Electric Co.		13,776		960,049
				1,463,199
Electronics — 1.5%
Agilent Technologies, Inc.		6,692		448,163
Amphenol Corp., Class A		6,604		579,831
FLIR Systems, Inc.		3,043		141,865
Fortive Corp.		6,505		470,637
Garmin Ltd.		2,400		142,968
Honeywell International, Inc.		16,225		2,488,266
Mettler-Toledo International, Inc.*		555		343,834
PerkinElmer, Inc.		2,516		183,970
TE Connectivity Ltd.		7,400		703,296
Thermo Fisher Scientific, Inc.		8,382		1,591,574
Waters Corp.*		1,758		339,628
				7,434,032
Engineering & Construction — 0.1%
Fluor Corp.		3,170		163,730
Jacobs Engineering Group, Inc.		2,583		170,375
				334,105
Environmental Control — 0.2%
Republic Services, Inc.		4,914		332,235
Stericycle, Inc.*		1,700		115,583
Waste Management, Inc.		8,700		750,810
				1,198,628
Food — 1.4%
Campbell Soup Co.		4,016		193,210
Conagra Brands, Inc.		8,691		327,390
General Mills, Inc.		12,210		723,931
Hormel Foods Corp.		5,600		203,784
Kellogg Co.		5,466		371,579
McCormick & Co., Inc.		2,419		246,520
Mondelez International, Inc., Class A		31,669		1,355,433
Sysco Corp.		10,352		628,677
The Hershey Co.		2,987		339,054
The J.M. Smucker Co.		2,434		302,400
The Kraft Heinz Co.		12,797		995,095
The Kroger Co.		18,634		511,503
Tyson Foods, Inc., Class A		6,249		506,607
				6,705,183
Forest Products & Paper — 0.1%
International Paper Co.		8,867		513,754
Gas — 0.2%
CenterPoint Energy, Inc.		9,322		264,372
NiSource, Inc.		7,365		189,060
Sempra Energy		5,398		577,154
				1,030,586

	Number of Shares		Value†
Hand & Machine Tools — 0.2%
Snap-on, Inc.		1,228	$	214,041
Stanley Black & Decker, Inc.		3,199		542,838
				756,879
Healthcare Products — 2.1%
Align Technology, Inc.*		1,487		330,396
Baxter International, Inc.		10,542		681,435
Becton Dickinson & Co.,		5,618		1,202,562
Boston Scientific Corp.*		29,548		732,495
DENTSPLY SIRONA, Inc.		4,726		311,113
Edwards Lifesciences Corp.*		4,537		511,365
Henry Schein, Inc.*		3,400		237,592
Hologic, Inc.*		5,900		252,225
IDEXX Laboratories, Inc.*		1,900		297,122
Intuitive Surgical, Inc.*		2,353		858,704
Medtronic PLC		28,677		2,315,668
Patterson Cos., Inc.		1,974		71,321
ResMed, Inc.		3,100		262,539
Stryker Corp.		6,681		1,034,486
The Cooper Cos., Inc.		1,000		217,880
Varian Medical Systems, Inc.*		1,961		217,965
Zimmer Biomet Holdings, Inc.		4,329		522,380
				10,057,248
Healthcare Services — 2.3%
Aetna, Inc.		6,908		1,246,134
Anthem, Inc.		5,439		1,223,829
Centene Corp.*		3,700		373,256
Cigna Corp.		5,357		1,087,953
DaVita, Inc.*		3,398		245,506
Envision Healthcare Corp.*		2,623		90,651
HCA Healthcare, Inc.*		6,200		544,608
Humana, Inc.		3,110		771,498
IQVIA Holdings Inc.*		3,000		293,700
Laboratory Corp. of America Holdings*		2,177		347,253
Quest Diagnostics, Inc.		2,987		294,190
UnitedHealth Group, Inc.		20,508		4,521,194
Universal Health Services, Inc., Class B		1,955		221,599
				11,261,371
Home Builders — 0.2%
D.R. Horton, Inc.		7,376		376,692
Lennar Corp., Class A		4,236		267,885
PulteGroup, Inc.		5,834		193,980
				838,557
Home Furnishings — 0.1%
Whirlpool Corp.		1,569		264,596
Household Products & Wares — 0.4%
Avery Dennison Corp.		1,883		216,281
Church & Dwight Co., Inc.		5,200		260,884
Kimberly-Clark Corp.		7,603		917,378
The Clorox Co.		2,797		416,026
				1,810,569

105

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Housewares — 0.1%
Newell Brands, Inc.		10,416	$	321,854
Insurance — 4.3%
Aflac, Inc.		8,310		729,452
American International Group, Inc.		18,685		1,113,252
Aon PLC		5,344		716,096
Arthur J Gallagher & Co.		4,000		253,120
Assurant, Inc.		1,160		116,974
Berkshire Hathaway, Inc., Class B*		40,853		8,097,882
Brighthouse Financial, Inc.*		2,135		125,196
Chubb Ltd.		9,960		1,455,455
Cincinnati Financial Corp.		3,292		246,801
Everest Re Group Ltd.		900		199,134
Lincoln National Corp.		4,773		366,900
Loews Corp.		5,825		291,425
Marsh & McLennan Cos., Inc.		10,882		885,686
MetLife, Inc.		22,485		1,136,842
Principal Financial Group, Inc.		5,765		406,778
Prudential Financial, Inc.		9,030		1,038,269
The Allstate Corp.		7,676		803,754
The Hartford Financial Services Group, Inc.		7,927		446,132
The Progressive Corp.		12,556		707,154
The Travelers Cos, Inc.		5,831		790,917
Torchmark Corp.		2,314		209,903
Unum Group		4,976		273,133
Willis Towers Watson PLC		2,745		413,644
XL Group Ltd.		5,549		195,103
				21,019,002
Internet — 7.8%
Alphabet, Inc., Class A*		6,326		6,663,809
Alphabet, Inc., Class C*		6,403		6,700,099
Amazon.com, Inc.*		8,502		9,942,834
eBay, Inc.*		20,531		774,840
Expedia, Inc.		2,594		310,684
F5 Networks, Inc.*		1,300		170,586
Facebook, Inc., Class A*		50,700		8,946,522
Netflix, Inc.*		9,169		1,760,081
Symantec Corp.		12,738		357,428
The Priceline Group, Inc.*		1,038		1,803,774
TripAdvisor, Inc.*		2,594		89,389
VeriSign, Inc.*		1,909		218,466
				37,738,512
Iron & Steel — 0.1%
Nucor Corp.		6,735		428,211
Leisure Time — 0.3%
Carnival Corp.		8,545		567,132
Harley-Davidson, Inc.		3,828		194,768
Norwegian Cruise Line Holdings Ltd.*		3,800		202,350
Royal Caribbean Cruises Ltd.		3,500		417,480
				1,381,730
Lodging — 0.4%
Hilton Worldwide Holdings, Inc.		4,400		351,384
Marriott International, Inc., Class A		6,666		904,776

	Number of Shares		Value†
Lodging — (continued)
MGM Resorts International		10,500	$	350,595
Wyndham Worldwide Corp.		2,260		261,866
Wynn Resorts Ltd.		1,730		291,661
				2,160,282
Machinery — Construction & Mining — 0.4%
Caterpillar, Inc.		12,528		1,974,162
Machinery — Diversified — 0.6%
Cummins, Inc.		3,374		595,983
Deere & Co.		6,832		1,069,276
Flowserve Corp.		2,800		117,964
Rockwell Automation, Inc.		2,771		544,086
Roper Technologies, Inc.		2,200		569,800
Xylem, Inc.		3,854		262,843
				3,159,952
Media — 2.7%
CBS Corp., Class B		7,470		440,730
Charter Communications, Inc., Class A*		4,142		1,391,546
Comcast Corp., Class A		99,739		3,994,547
Discovery Communications, Inc., Class A*		3,500		78,330
Discovery Communications, Inc., Class C*		4,700		99,499
DISH Network Corp., Class A*		5,000		238,750
News Corp., Class A		7,615		123,439
News Corp., Class B		2,500		41,500
Nielsen Holdings PLC		7,400		269,360
Scripps Networks Interactive, Inc., Class A		2,056		175,541
The Walt Disney Co.		32,087		3,449,674
Time Warner, Inc.		16,439		1,503,675
Twenty-First Century Fox, Inc., Class A		22,792		787,008
Twenty-First Century Fox, Inc., Class B		9,100		310,492
Viacom, Inc., Class B		7,381		227,409
				13,131,500
Mining — 0.2%
Freeport-McMoRan, Inc.*		28,596		542,180
Newmont Mining Corp.		11,283		423,338
				965,518
Miscellaneous Manufacturing — 2.4%
3M Co.		12,680		2,984,492
A.O. Smith Corp.		3,200		196,096
Danaher Corp.		12,968		1,203,690
Dover Corp.		3,405		343,871
Eaton Corp. PLC		9,306		735,267
General Electric Co.		183,974		3,210,346
Illinois Tool Works, Inc.		6,519		1,087,695
Ingersoll-Rand PLC		5,500		490,545
Leggett & Platt, Inc.		2,854		136,221
Parker-Hannifin Corp.		2,881		574,990
Pentair PLC		3,619		255,574
Textron, Inc.		5,776		326,864
				11,545,651
Office & Business Equipment — 0.0%
Xerox Corp.		4,538		132,283

106

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Oil & Gas — 4.9%
Anadarko Petroleum Corp.		12,059	$	646,845
Andeavor		2,980		340,733
Apache Corp.		8,157		344,388
Cabot Oil & Gas Corp.		9,788		279,937
Chesapeake Energy Corp.*		18,110		71,716
Chevron Corp.		40,079		5,017,490
Cimarex Energy Co.		2,100		256,221
Concho Resources, Inc.*		3,200		480,704
ConocoPhillips		25,338		1,390,803
Devon Energy Corp.		11,029		456,601
EOG Resources, Inc.		12,316		1,329,020
EQT Corp.		5,000		284,600
Exxon Mobil Corp.		90,142		7,539,477
Helmerich & Payne, Inc.		2,300		148,672
Hess Corp.		5,697		270,437
Marathon Oil Corp.		18,151		307,296
Marathon Petroleum Corp.		10,627		701,169
Newfield Exploration Co.*		4,100		129,273
Noble Energy, Inc.		9,538		277,937
Occidental Petroleum Corp.		16,386		1,206,993
Phillips 66		9,081		918,543
Pioneer Natural Resources Co.		3,700		639,545
Range Resources Corp.		3,923		66,926
Valero Energy Corp.		9,440		867,630
				23,972,956
Oil & Gas Services — 0.8%
Baker Hughes a GE Co.		9,428		298,302
Halliburton Co.		18,542		906,148
National Oilwell Varco, Inc.		7,802		281,028
Schlumberger Ltd.		29,415		1,982,277
TechnipFMC PLC		9,072		284,044
				3,751,799
Packaging and Containers — 0.2%
Ball Corp.		7,252		274,488
Packaging Corp. of America		2,000		241,100
Sealed Air Corp.		3,831		188,868
WestRock Co.		5,446		344,242
				1,048,698
Pharmaceuticals — 6.2%
Abbott Laboratories		36,795		2,099,891
AbbVie, Inc.		33,703		3,259,417
Allergan PLC		7,113		1,163,545
AmerisourceBergen Corp.		3,600		330,552
Bristol-Myers Squibb Co.		34,982		2,143,697
Cardinal Health, Inc.		6,782		415,533
Eli Lilly & Co.		20,554		1,735,991
Express Scripts Holding Co.*		12,264		915,385
Johnson & Johnson		57,104		7,978,571
McKesson Corp.		4,425		690,079
Merck & Co., Inc.		58,330		3,282,229
Mylan NV*		11,556		488,934
Perrigo Co. PLC		2,700		235,332
Pfizer, Inc.		126,205		4,571,145

	Number of Shares		Value†
Pharmaceuticals — (continued)
Zoetis, Inc.		10,307	$	742,516
				30,052,817
Pipelines — 0.4%
Kinder Morgan, Inc.		40,736		736,099
ONEOK, Inc.		8,300		443,635
The Williams Cos., Inc.		17,934		546,808
				1,726,542
Real Estate — 0.1%
CBRE Group, Inc., Class A*		6,401		277,227
Retail — 5.6%
Advance Auto Parts, Inc.		1,600		159,504
AutoZone, Inc.*		606		431,090
Best Buy Co., Inc.		5,768		394,935
CarMax, Inc.*		3,967		254,404
Chipotle Mexican Grill, Inc.*		500		144,515
Costco Wholesale Corp.		9,328		1,736,127
CVS Health Corp.		21,767		1,578,107
Darden Restaurants, Inc.		2,640		253,493
Dollar General Corp.		5,300		492,953
Dollar Tree, Inc.*		5,154		553,076
Foot Locker, Inc.		2,700		126,576
Kohl’s Corp.		3,501		189,859
L Brands, Inc.		5,260		316,757
Lowe’s Cos., Inc.		17,940		1,667,344
Macy’s, Inc.		7,027		177,010
McDonald’s Corp.		16,878		2,905,041
Nordstrom, Inc.		2,331		110,443
O’Reilly Automotive, Inc.*		1,800		432,972
PVH Corp.		1,700		233,257
Ross Stores, Inc.		8,471		679,798
Signet Jewelers Ltd.		1,200		67,860
Starbucks Corp.		30,107		1,729,045
Tapestry, Inc.		6,277		277,632
Target Corp.		11,532		752,463
The Gap, Inc.		4,382		149,251
The Home Depot, Inc.		24,853		4,710,389
The TJX Cos., Inc.		13,467		1,029,687
Tiffany & Co.		2,264		235,343
Tractor Supply Co.		2,600		194,350
Ulta Beauty, Inc.*		1,300		290,758
Wal-Mart Stores, Inc.		31,009		3,062,139
Walgreens Boots Alliance, Inc.		18,228		1,323,717
Yum! Brands, Inc.		7,025		573,310
				27,233,205
Savings & Loans — 0.0%
People’s United Financial, Inc.		6,500		121,550
Semiconductors — 3.9%
Advanced Micro Devices, Inc.*		17,000		174,760
Analog Devices, Inc.		7,869		700,577
Applied Materials, Inc.		22,830		1,167,069
Broadcom Ltd.		8,651		2,222,442
Intel Corp.		99,303		4,583,826

107

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Index 500 Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Savings & Loans — (continued)
KLA-Tencor Corp.		3,427	$	360,075
Lam Research Corp.		3,359		618,291
Microchip Technology, Inc.		4,518		397,042
Micron Technology, Inc.*		23,897		982,645
NVIDIA Corp.		12,816		2,479,896
Qorvo, Inc.*		2,800		186,480
QUALCOMM, Inc.		31,499		2,016,566
Skyworks Solutions, Inc.		4,000		379,800
Texas Instruments, Inc.		20,993		2,192,509
Xilinx, Inc.		5,364		361,641
				18,823,619
Software — 5.6%
Activision Blizzard, Inc.		16,200		1,025,784
Adobe Systems, Inc.*		10,558		1,850,184
Akamai Technologies, Inc.*		3,760		244,550
ANSYS, Inc.*		1,800		265,662
Autodesk, Inc.*		4,686		491,233
CA, Inc.		6,995		232,794
Cadence Design Systems, Inc.*		6,000		250,920
Cerner Corp.*		6,300		424,557
Citrix Systems, Inc.*		2,991		263,208
Electronic Arts, Inc.*		6,630		696,548
Fidelity National Information Services, Inc.		7,159		673,590
Fiserv, Inc.*		4,414		578,808
Intuit, Inc.		5,092		803,416
Microsoft Corp.		164,184		14,044,299
Oracle Corp.		64,324		3,041,239
Red Hat, Inc.*		3,695		443,770
salesforce.com, Inc.*		14,200		1,451,666
Synopsys, Inc.*		3,300		281,292
				27,063,520
Telecommunications — 3.1%
AT&T, Inc.		130,240		5,063,731
CenturyLink, Inc.		21,326		355,718
Cisco Systems, Inc.		105,012		4,021,960
Corning, Inc.		19,015		608,290
Juniper Networks, Inc.		7,971		227,173
Motorola Solutions, Inc.		3,488		315,106
Verizon Communications, Inc.		86,273		4,566,430
				15,158,408
Textiles — 0.1%
Mohawk Industries, Inc.*		1,308		360,877
Toys, Games & Hobbies — 0.1%
Hasbro, Inc.		2,412		219,226
Mattel, Inc.		7,481		115,058
				334,284
Transportation — 1.7%
C.H. Robinson Worldwide, Inc.		3,139		279,653
CSX Corp.		18,841		1,036,443
Expeditors International of Washington, Inc.		3,882		251,127
FedEx Corp.		5,266		1,314,078
J.B. Hunt Transport Services, Inc.		1,800		206,964

	Number of Shares		Value†
Transportation — (continued)
Kansas City Southern		2,200	$	231,484
Norfolk Southern Corp.		6,152		891,425
Union Pacific Corp.		16,669		2,235,313
United Parcel Service, Inc., Class B		14,674		1,748,407
				8,194,894
Water — 0.1%
American Water Works Co., Inc.		3,800		347,662
TOTAL COMMON STOCKS (Cost $219,867,097)				471,247,062
REAL ESTATE INVESTMENT TRUSTS — 2.8%
Apartments — 0.4%
Apartment Investment & Management Co., Class A		3,162		138,211
AvalonBay Communities, Inc.		2,992		533,803
Equity Residential		7,892		503,273
Essex Property Trust, Inc.		1,400		337,918
Mid-America Apartment Communities, Inc.		2,500		251,400
UDR, Inc.		6,000		231,120
				1,995,725
Building & Real Estate — 0.1%
Realty Income Corp.		5,700		325,014
Commercial Services — 0.0%
Iron Mountain, Inc.		5,197		196,083
Diversified — 0.9%
American Tower Corp.		9,059		1,292,447
Crown Castle International Corp.		8,400		932,484
Digital Realty Trust, Inc.		4,400		501,160
Duke Realty Corp.		7,700		209,517
SBA Communications Corp.*		2,600		424,736
Vornado Realty Trust		3,787		296,068
Weyerhaeuser Co.		16,301		574,773
				4,231,185
Healthcare — 0.2%
HCP, Inc.		10,040		261,843
Ventas, Inc.		7,653		459,257
Welltower, Inc.		7,800		497,406
				1,218,506
Hotels & Resorts — 0.1%
Host Hotels & Resorts, Inc.		16,376		325,064
Industrial — 0.2%
Prologis, Inc.		11,499		741,800
Office Property — 0.2%
Alexandria Real Estate Equities, Inc.		2,000		261,180
Boston Properties, Inc.		3,242		421,557
SL Green Realty Corp.		2,000		201,860
				884,597

108

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Index 500 Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — (continued)
Regional Malls — 0.3%
GGP, Inc.		12,500	$	292,375
Simon Property Group, Inc.		6,551		1,125,069
The Macerich Co.		2,500		164,200
				1,581,644
Storage & Warehousing — 0.2%
Extra Space Storage, Inc.		2,800		244,860
Public Storage		3,216		672,144
				917,004
Strip Centers — 0.1%
Federal Realty Investment Trust		1,600		212,496
Kimco Realty Corp.		9,564		173,586
Regency Centers Corp.		3,199		221,307
				607,389
Telecommunications — 0.1%
Equinix, Inc.		1,635		741,015
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $9,805,065)				13,765,026
	Par (000)		Value†
U.S. TREASURY OBLIGATIONS — 0.0%
U.S. Treasury Bills¤ 0.053%, 02/01/18 (Cost $119,885)		120		119,873
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 0.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,810,647)		1,810,647		1,810,647
TOTAL INVESTMENTS — 100.2% (Cost $231,602,694)			$	486,942,608
Other Assets & Liabilities — (0.2)%				(1,192,782	)
TOTAL NET ASSETS — 100.0%			$	485,749,826

† See Security Valuation Note.

* Non-income producing security.

¤ Zero Coupon Bond. The interest rate disclosed represents the effective yield from the date of acquisition to maturity.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	471,247,062	$	471,247,062	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		13,765,026		13,765,026		—		—
U.S. TREASURY OBLIGATIONS		119,873		—		119,873		—
SHORT-TERM INVESTMENTS		1,810,647		1,810,647		—		—
TOTAL INVESTMENTS		486,942,608		486,822,735		119,873		—
OTHER FINANCIAL INSTRUMENTS(1)
Futures Contracts	$	37,060	$	37,060	$	—	$	—
TOTAL ASSETS - OTHER FINANCIAL INSTRUMENTS	$	37,060	$	37,060	$	—	$	—

⁽¹⁾  Other financial instruments are derivative instruments not reflected in the value of total investments in securities in the Schedule of Investments such as futures contracts which are valued at the unrealized appreciation (depreciation) on the instrument.

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

Type	Futures Contract	Expiration Date	Number of Contracts		Units per Contract		Closing Price		Notional Value		Unrealized Appreciation		Unrealized Depreciation
Buy/Long	E-Mini S&P 500 Index	3/31/2018		22		50		2,676		2,943,600	$	37,060	$	—
											$	37,060	$	—

109

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Mid Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 98.4%
Aerospace & Defense — 1.5%
Harris Corp.		13,159	$	1,863,972
Apparel — 1.3%
Burberry Group PLC		66,008		1,591,440
Auto Parts & Equipment — 3.5%
BorgWarner, Inc.		55,362		2,828,445
WABCO Holdings, Inc.*		9,610		1,379,035
				4,207,480
Banks — 4.0%
First Republic Bank		22,126		1,916,997
Northern Trust Corp.		15,441		1,542,401
Signature Bank*		9,952		1,366,012
				4,825,410
Building Materials — 1.4%
Fortune Brands Home & Security, Inc.		24,358		1,667,062
Chemicals — 1.5%
Axalta Coating Systems Ltd.*		57,018		1,845,102
Commercial Services — 7.8%
Allegion PLC		17,313		1,377,422
CoStar Group, Inc.*		11,954		3,549,740
MarketAxess Holdings, Inc.		6,641		1,339,822
Square, Inc., Class A*		40,422		1,401,431
TransUnion*		33,192		1,824,232
				9,492,647
Distribution & Wholesale — 3.6%
Fastenal Co.		80,771		4,417,366
Diversified Financial Services — 3.4%
CME Group, Inc.		20,834		3,042,806
Oaktree Capital Group LLC		25,550		1,075,655
				4,118,461
Electronics — 2.1%
Trimble, Inc.*		62,427		2,537,033
Food — 5.7%
Blue Buffalo Pet Products, Inc.*		51,995		1,704,916
Snyder’s-Lance, Inc.		8,759		438,651
Sprouts Farmers Market, Inc.*		75,968		1,849,821
The Hain Celestial Group, Inc.*		38,924		1,649,988
The Hershey Co.		11,208		1,272,220
				6,915,596
Healthcare Products — 7.8%
ABIOMED, Inc.*		6,484		1,215,166
Align Technology, Inc.*		6,497		1,443,568
DENTSPLY SIRONA, Inc.		9,220		606,953
Edwards Lifesciences Corp.*		21,828		2,460,234
Intuitive Surgical, Inc.		10,358		3,780,049
				9,505,970
Healthcare Services — 1.5%
Laboratory Corp. of America Holdings*		11,345		1,809,641

	Number of Shares		Value†
Household Products & Wares — 1.1%
The Scotts Miracle-Gro Co.		12,458	$	1,332,881
Internet — 5.9%
GrubHub, Inc.*		43,025		3,089,195
MercadoLibre, Inc.		9,490		2,986,124
Pandora Media, Inc.*		232,959		1,122,862
				7,198,181
Leisure Time — 4.3%
Norwegian Cruise Line Holdings Ltd.*		31,550		1,680,038
Polaris Industries, Inc.		28,779		3,568,308
				5,248,346
Machinery — Diversified — 3.1%
IDEX Corp.		17,224		2,273,051
Wabtec Corp.		17,517		1,426,410
				3,699,461
Miscellaneous Manufacturing — 1.4%
A.O. Smith Corp.		27,430		1,680,910
Oil & Gas — 2.4%
Cabot Oil & Gas Corp.		51,808		1,481,709
Cimarex Energy Co.		11,968		1,460,215
				2,941,924
Pharmaceuticals — 6.5%
ACADIA Pharmaceuticals, Inc.*		46,515		1,400,567
BioMarin Pharmaceutical, Inc.*		20,172		1,798,737
Jazz Pharmaceuticals PLC*		8,312		1,119,211
Zoetis, Inc.		49,548		3,569,438
				7,887,953
Retail — 12.1%
Chipotle Mexican Grill, Inc.*		5,106		1,475,787
Duluth Holdings, Inc., Class B*		21,785		388,862
Dunkin’ Brands Group, Inc.		40,991		2,642,690
Lululemon Athletica, Inc.*		32,685		2,568,714
Tiffany & Co.		27,882		2,898,334
Tractor Supply Co.		45,263		3,383,409
Williams-Sonoma, Inc.		25,514		1,319,074
				14,676,870
Semiconductors — 3.3%
Maxim Integrated Products, Inc.		33,521		1,752,478
Microchip Technology, Inc.		25,305		2,223,803
				3,976,281
Software — 8.4%
Electronic Arts, Inc.*		27,654		2,905,329
Guidewire Software, Inc.*		23,220		1,724,317
Red Hat, Inc.*		17,636		2,118,084
ServiceNow, Inc.*		19,943		2,600,368
Tyler Technologies, Inc.*		4,619		817,794
				10,165,892
Telecommunications — 1.4%
Arista Networks, Inc.*		7,169		1,688,873

110

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Schedule of Investments — December 31, 2017

Mid Cap Growth Fund

	Number of Shares			Value†
COMMON STOCKS — (continued)
Transportation — 3.4%
Expeditors International of Washington, Inc.		40,346		$	2,609,983
Kansas City Southern		13,747			1,446,459
					4,056,442
TOTAL COMMON STOCKS (Cost $91,865,993)					119,351,194
PURCHASED OPTIONS — 0.0%		Number of Contracts
Call Options — 0.0%
TOTAL PURCHASED OPTIONS (See open purchased options schedule) (Cost $18,842)		93			10,343
SHORT-TERM INVESTMENTS — 1.8%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,115,534)		2,115,534			2,115,534
TOTAL INVESTMENTS — 100.2% (Cost $94,000,369)				$	121,477,071
Other Assets & Liabilities — (0.2)%					(188,584	)
TOTAL NET ASSETS — 100.0%				$	121,288,487
WRITTEN OPTIONS — 0.0%
Put Options — 0.0%
TOTAL WRITTEN OPTIONS (See open written options schedule) (Premiums $(13,827))		(70	)		(20,224	)

† See Security Valuation Note.

* Non-income producing security.

LLC — Limited Liability Company.

PLC — Public Limited Company.

Country Weightings as of 12/31/2017††
United States	91	%
Argentina	3
Canada	2
Ireland	2
Bermuda	1
United Kingdom	1
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Aerospace & Defense	$	1,863,972	$	1,863,972	$	—	$	—
Apparel		1,591,440		—		1,591,440		—
Auto Parts & Equipment		4,207,480		4,207,480		—		—
Banks		4,825,410		4,825,410		—		—
Building Materials		1,667,062		1,667,062		—		—
Chemicals		1,845,102		1,845,102		—		—
Commercial Services		9,492,647		9,492,647		—		—
Distribution & Wholesale		4,417,366		4,417,366		—		—
Diversified Financial Services		4,118,461		4,118,461		—		—
Electronics		2,537,033		2,537,033		—		—
Food		6,915,596		6,915,596		—		—
Healthcare Products		9,505,970		9,505,970		—		—
Healthcare Services		1,809,641		1,809,641		—		—
Household Products & Wares		1,332,881		1,332,881		—		—
Internet		7,198,181		7,198,181		—		—
Leisure Time		5,248,346		5,248,346		—		—
Machinery - Diversified		3,699,461		3,699,461		—		—
Miscellaneous Manufacturing		1,680,910		1,680,910		—		—
Oil & Gas		2,941,924		2,941,924		—		—
Pharmaceuticals		7,887,953		7,887,953		—		—
Retail		14,676,870		14,676,870		—		—
Semiconductors		3,976,281		3,976,281		—		—
Software		10,165,892		10,165,892		—		—
Telecommunications		1,688,873		1,688,873		—		—
Transportation		4,056,442		4,056,442		—		—
TOTAL COMMON STOCKS		119,351,194		117,759,754		1,591,440		—
PURCHASED OPTIONS		10,343		10,343		—		—
SHORT-TERM INVESTMENTS		2,115,534		2,115,534		—		—
TOTAL INVESTMENTS	$	121,477,071	$	119,885,631	$	1,591,440	$	—

LIABILITIES TABLE
Description	Total Market Value at 12/31/2017			Level 1 Quoted Price			Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
WRITTEN OPTIONS	$	(20,224	)	$	(20,224	)	$	—	$	—
Total Liabilities	$	(20,224	)	$	(20,224	)	$	—	$	—

111

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Schedule of Investments — December 31, 2017

Mid Cap Growth Fund

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

Open Purchased Options

Call Options - 0.01%

Description	# of Contracts		Notional		Exercise Price		Expiration Date		Value
CRI		42	$	493,500	$	117.50		1/19/2018	$	10,037
Kansas City Southern		51		612,000		120		1/19/2018		306
Total Purchased Options									$	10,343

Open Written Options

Put Options - 0.00%

Description	# of Contracts		Notional		Exercise Price		Expiration Date		Value
CRI		19	$	194,750	$	102.50		1/19/2018	$	(176	)
Kansas City Southern		51		548,250		107.50		1/19/2018		(20,048	)
Total Written Options									$	(20,224	)

112

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Schedule of Investments — December 31, 2017

Mid Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 92.5%
Aerospace & Defense — 9.5%
AerCap Holdings N.V.*		119,000	$	6,260,590
General Dynamics Corp.		29,350		5,971,258
Orbital ATK, Inc.		20,100		2,643,150
Spirit AeroSystems Holdings, Inc., Class A		25,700		2,242,325
				17,117,323
Airlines — 2.4%
American Airlines Group, Inc.		84,700		4,406,941
Banks — 8.3%
BankUnited, Inc.		115,200		4,690,944
BB&T Corp.		52,200		2,595,384
Comerica, Inc.		52,600		4,566,206
State Street Corp.		32,700		3,191,847
				15,044,381
Building Materials — 2.5%
Johnson Controls International PLC		119,829		4,566,683
Chemicals — 3.3%
Ashland Global Holdings, Inc.		33,900		2,413,680
Valvoline, Inc.		138,866		3,479,982
				5,893,662
Computers — 6.7%
Conduent, Inc.*		168,600		2,724,576
Teradata Corp.*		110,200		4,238,292
Western Digital Corp.		65,523		5,211,044
				12,173,912
Electric — 5.2%
AES Corp.		325,100		3,520,833
Edison International		46,100		2,915,364
Flex Ltd.*		161,300		2,901,787
				9,337,984
Electronics — 1.1%
Itron, Inc.*		29,100		1,984,620
Entertainment — 2.4%
Lions Gate Entertainment Corp., Class A*		39,100		1,321,971
Lions Gate Entertainment Corp., Class B*		39,100		1,241,034
SeaWorld Entertainment, Inc.*		125,400		1,701,678
				4,264,683
Environmental Control — 2.4%
Covanta Holding Corp.		254,500		4,301,050
Food — 3.2%
The Hain Celestial Group, Inc.*		49,100		2,081,349
TreeHouse Foods, Inc.*		75,800		3,749,068
				5,830,417
Gas — 2.5%
CenterPoint Energy, Inc.		160,000		4,537,600
Healthcare Products — 3.3%
Zimmer Biomet Holdings, Inc.		49,900		6,021,433

	Number of Shares		Value†
Healthcare Services — 4.5%
Envision Healthcare Corp.*		138,400	$	4,783,104
Molina Healthcare, Inc.*		43,900		3,366,252
				8,149,356
Home Furnishings — 1.9%
Whirlpool Corp.		20,300		3,423,392
Lodging — 0.8%
Wyndham Worldwide Corp.		13,200		1,529,484
Media — 3.4%
CBS Corp., Class B		61,400		3,622,600
MSG Networks, Inc., Class A*		124,800		2,527,200
				6,149,800
Miscellaneous Manufacturing — 3.1%
Hexcel Corp.		29,800		1,843,130
Valmont Industries, Inc.		22,600		3,748,210
				5,591,340
Oil & Gas — 2.4%
Cabot Oil & Gas Corp.		148,400		4,244,240
Pharmaceuticals — 3.5%
Perrigo Co. PLC		49,100		4,279,556
Teva Pharmaceutical Industries Ltd. ADR		107,400		2,035,230
				6,314,786
Pipelines — 3.5%
ONEOK, Inc.		67,000		3,581,150
The Williams Cos., Inc.		89,700		2,734,953
				6,316,103
Retail — 5.2%
Best Buy Co., Inc.		63,400		4,340,998
Macy’s, Inc.		129,900		3,272,181
Party City Holdco, Inc.*		130,600		1,821,870
				9,435,049
Semiconductors — 4.2%
ON Semiconductor Corp.*		259,700		5,438,118
Skyworks Solutions, Inc.		22,800		2,164,860
				7,602,978
Software — 4.8%
Check Point Software Technologies Ltd.*		49,200		5,098,104
Nuance Communications, Inc.*		213,788		3,495,434
				8,593,538
Telecommunications — 2.4%
Amdocs Ltd.		27,200		1,781,056
Ciena Corp.*		120,900		2,530,437
				4,311,493
TOTAL COMMON STOCKS (Cost $129,611,453)				167,142,248

113

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Schedule of Investments — December 31, 2017

Mid Cap Value Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — 4.8%
Apartments — 1.4%
Invitation Homes, Inc.		110,429	$	2,602,811
Building & Real Estate — 2.0%
Starwood Property Trust, Inc.		165,900		3,541,965
Diversified — 1.4%
CoreCivic, Inc.		112,500		2,531,250
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $7,322,390)				8,676,026
RIGHTS — 0.0%
Food — 0.0%
Safeway Casa Ley CVR, 01/30/19*~		47,300		0
Safeway PDC CVR, 01/30/17*~		47,300		0
TOTAL RIGHTS (Cost $49,509)				0
SHORT-TERM INVESTMENTS — 1.6%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,953,039)		2,953,039		2,953,039
TOTAL INVESTMENTS — 98.9% (Cost $139,936,391)			$	178,771,313
Other Assets & Liabilities — 1.1%				1,924,843
TOTAL NET ASSETS — 100.0%			$	180,696,156

† See Security Valuation Note.

* Non-income producing security.

~ Fair valued security. The total market value of fair valued securities at December 31, 2017 is 0.

ADR — American Depository Receipt.

CVR — Contingent Valued Rights.

PLC — Public Limited Company.

Country Weightings as of 12/31/2017††
United States	86	%
Ireland	5
Israel	4
Netherlands	3
Singapore	2
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	167,142,248	$	167,142,248	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		8,676,026		8,676,026		—		—
RIGHTS		—		—		—		—
SHORT-TERM INVESTMENTS		2,953,039		2,953,039		—		—
TOTAL INVESTMENTS	$	178,771,313	$	178,771,313	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

114

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Schedule of Investments — December 31, 2017

Mid Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — 90.2%
Auto Manufacturers — 1.5%
Honda Motor Co. Ltd. ADR		29,423	$	1,002,736
PACCAR, Inc.		6,257		444,747
				1,447,483
Auto Parts & Equipment — 0.3%
Aptiv PLC		2,932		248,722
Banks — 10.4%
Bank of Hawaii Corp.		8,772		751,760
BB&T Corp.		34,288		1,704,799
Comerica, Inc.		3,140		272,583
Commerce Bancshares, Inc.		16,068		897,237
M&T Bank Corp.		7,442		1,272,508
Northern Trust Corp.		25,645		2,561,679
SunTrust Banks, Inc.		13,052		843,029
The PNC Financial Services Group, Inc.		4,800		692,592
UMB Financial Corp.		4,637		333,493
Westamerica Bancorporation		16,672		992,818
				10,322,498
Beverages — 0.9%
Dr. Pepper Snapple Group, Inc.		9,448		917,023
Building Materials — 2.6%
Johnson Controls International PLC		67,142		2,558,782
Diversified Financial Services — 3.8%
Ameriprise Financial, Inc.		8,127		1,377,283
Invesco Ltd.		49,801		1,819,728
T. Rowe Price Group, Inc.		4,958		520,243
				3,717,254
Electric — 5.1%
Ameren Corp.		8,245		486,373
Edison International		11,514		728,145
Eversource Energy		7,139		451,042
NorthWestern Corp.		16,562		988,751
PG&E Corp.		5,984		268,263
Pinnacle West Capital Corp.		8,498		723,860
Xcel Energy, Inc.		30,205		1,453,162
				5,099,596
Electrical Components & Equipment — 3.0%
Emerson Electric Co.		20,401		1,421,745
Hubbell, Inc.		11,508		1,557,493
				2,979,238
Electronics — 2.4%
Keysight Technologies, Inc.*		28,551		1,187,722
Koninklijke Philips N.V.		4,635		175,011
TE Connectivity Ltd.		10,434		991,647
				2,354,380
Environmental Control — 0.7%
Republic Services, Inc.		10,965		741,344
Food — 9.7%
Conagra Brands, Inc.		48,234		1,816,975
General Mills, Inc.		26,197		1,553,220

	Number of Shares		Value†
Food — (continued)
Kellogg Co.		19,078	$	1,296,922
Mondelez International, Inc., Class A		36,994		1,583,343
Orkla ASA		98,650		1,045,403
Sysco Corp.		23,105		1,403,167
The J.M. Smucker Co.		6,939		862,101
				9,561,131
Gas — 1.3%
Atmos Energy Corp.		6,945		596,506
Spire, Inc.		9,865		741,355
				1,337,861
Healthcare Products — 3.7%
Henry Schein, Inc.*		7,038		491,816
STERIS PLC		8,711		761,951
Zimmer Biomet Holdings, Inc.		20,312		2,451,049
				3,704,816
Healthcare Services — 3.1%
HCA Healthcare, Inc.		12,102		1,063,040
LifePoint Health, Inc.*		22,822		1,136,535
Quest Diagnostics, Inc.		8,423		829,581
				3,029,156
Home Builders — 0.8%
PulteGroup, Inc.		22,370		743,802
Insurance — 5.5%
Aflac, Inc.		6,781		595,236
Arthur J Gallagher & Co.		10,258		649,126
Brown & Brown, Inc.		9,116		469,110
Chubb Ltd.		10,342		1,511,277
ProAssurance Corp.		7,474		427,139
Reinsurance Group of America, Inc.		4,753		741,135
The Travelers Cos, Inc.		2,048		277,791
Torchmark Corp.		3,816		346,149
Unum Group		7,517		412,608
				5,429,571
Machinery — Diversified — 0.7%
Cummins, Inc.		4,096		723,517
Miscellaneous Manufacturing — 3.3%
Eaton Corp. PLC		12,056		952,545
Ingersoll-Rand PLC		10,347		922,849
Parker-Hannifin Corp.		1,472		293,782
Textron, Inc.		19,911		1,126,763
				3,295,939
Oil & Gas — 9.9%
Anadarko Petroleum Corp.		19,109		1,025,007
Cimarex Energy Co.		4,608		562,222
Devon Energy Corp.		22,599		935,599
EQT Corp.		22,979		1,307,965
Helmerich & Payne, Inc.		11,088		716,728
Imperial Oil Ltd.		53,153		1,658,864
Marathon Petroleum Corp.		12,637		833,789

115

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Schedule of Investments — December 31, 2017

Mid Core Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Oil & Gas — (continued)
Noble Energy, Inc.		46,217	$	1,346,763
Occidental Petroleum Corp.		19,321		1,423,185
				9,810,122
Oil & Gas Services — 3.3%
Baker Hughes a GE Co.		40,790		1,290,596
Halliburton Co.		12,853		628,126
National Oilwell Varco, Inc.		36,796		1,325,392
				3,244,114
Packaging and Containers — 4.8%
Bemis Co., Inc.		14,302		683,493
Graphic Packaging Holding Co.		83,656		1,292,485
Sonoco Products Co.		18,518		984,046
WestRock Co.		27,670		1,749,021
				4,709,045
Pharmaceuticals — 3.1%
Cardinal Health, Inc.		21,037		1,288,937
Express Scripts Holding Co.*		12,784		954,198
McKesson Corp.		5,587		871,292
				3,114,427
Pipelines — 0.5%
Spectra Energy Partners LP		13,754		543,833
Retail — 3.0%
Advance Auto Parts, Inc.		10,910		1,087,618
MSC Industrial Direct Co., Inc.,Class A		11,085		1,071,476
Target Corp.		12,144		792,396
				2,951,490
Savings & Loans — 0.8%
Capitol Federal Financial, Inc.		59,787		801,744
Semiconductors — 4.2%
Applied Materials, Inc.		21,968		1,123,004
Lam Research Corp.		3,544		652,344
Maxim Integrated Products, Inc.		26,560		1,388,557
Teradyne, Inc.		23,276		974,566
				4,138,471
Telecommunications — 0.2%
CenturyLink, Inc.		14,279		238,174
Transportation — 1.6%
Heartland Express, Inc.		42,692		996,431
Norfolk Southern Corp.		3,753		543,810
				1,540,241
TOTAL COMMON STOCKS (Cost $77,069,346)				89,303,774
REAL ESTATE INVESTMENT TRUSTS — 5.4%
Diversified — 3.2%
American Tower Corp.		6,487		925,500
Weyerhaeuser Co.		62,155		2,191,585
				3,117,085

	Number of Shares		Value†
Hotels & Resorts — 0.6%
MGM Growth Properties LLC, Class A		21,508	$	626,958
Office Property — 1.6%
Boston Properties, Inc.		4,414		573,953
Empire State Realty Trust, Inc., Class A		16,047		329,445
Piedmont Office Realty Trust, Inc., Class A		37,107		727,668
				1,631,066
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $4,707,686)				5,375,109
EXCHANGE TRADED FUNDS — 2.0%
Investment Companies — 2.0%
iShares Russell Mid-Cap Value Index Fund (Cost $1,858,167)		21,825		1,945,699
SHORT-TERM INVESTMENTS — 2.6%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,591,030)		2,591,030		2,591,030
TOTAL INVESTMENTS — 100.2% (Cost $86,226,229)			$	99,215,612
Other Assets & Liabilities — (0.2)%				(204,540	)
TOTAL NET ASSETS — 100.0%			$	99,011,072

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

LLC — Limited Liability Company.

LP — Limited Partnership.

PLC — Public Limited Company.

Country Weightings as of 12/31/2017††
United States	90	%
Ireland	3
Canada	2
Switzerland	2
Japan	1
Norway	1
United Kingdom	1
Total	100	%

††% of total investments as of December 31, 2017

116

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Schedule of Investments — December 31, 2017

Mid Core Value Fund

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Auto Manufacturers	$	1,447,483	$	1,447,483	$	—	$	—
Auto Parts & Equipment		248,722		248,722		—		—
Banks		10,322,498		10,322,498		—		—
Beverages		917,023		917,023		—		—
Building Materials		2,558,782		2,558,782		—		—
Diversified Financial Services		3,717,254		3,717,254		—		—
Electric		5,099,596		5,099,596		—		—
Electrical Components & Equipment		2,979,238		2,979,238		—		—
Electronics		2,354,380		2,179,369		175,011		—
Environmental Control		741,344		741,344		—		—
Food		9,561,131		8,515,728		1,045,403		—
Gas		1,337,861		1,337,861		—		—
Healthcare Products		3,704,816		3,704,816		—		—
Healthcare Services		3,029,156		3,029,156		—		—
Home Builders		743,802		743,802		—		—
Insurance		5,429,571		5,429,571		—		—
Machinery - Diversified		723,517		723,517		—		—
Miscellaneous Manufacturing		3,295,939		3,295,939		—		—
Oil & Gas		9,810,122		9,810,122		—		—
Oil & Gas Services		3,244,114		3,244,114		—		—
Packaging and Containers		4,709,045		4,709,045		—		—
Pharmaceuticals		3,114,427		3,114,427		—		—
Pipelines		543,833		543,833		—		—
Retail		2,951,490		2,951,490		—		—
Savings & Loans		801,744		801,744		—		—
Semiconductors		4,138,471		4,138,471		—		—
Telecommunications		238,174		238,174		—		—
Transportation		1,540,241		1,540,241		—		—
TOTAL COMMON STOCKS		89,303,774		88,083,360		1,220,414		—

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
REAL ESTATE INVESTMENT TRUSTS	$	5,375,109	$	5,375,109	$	—	$	—
EXCHANGE TRADED FUNDS		1,945,699		1,945,699		—		—
SHORT-TERM INVESTMENTS		2,591,030		2,591,030		—		—
TOTAL INVESTMENTS		99,215,612		97,995,198		1,220,414		—
OTHER FINANCIAL INSTRUMENTS(1)
Forward Foreign Currency Contracts	$	1,089	$	—	$	1,089	$	—
TOTAL ASSETS - OTHER FINANCIAL INSTRUMENTS	$	1,089	$	—	$	1,089	$	—

LIABILITIES TABLE
Description	Total Market Value at 12/31/2017			Level 1 Quoted Price		Level 2 Significant Observable Input			Level 3 Significant Unobservable Input
OTHER FINANCIAL INSTRUMENTS(1)
Forward Foreign Currency Contracts	$	(52,281	)	$	—	$	(52,281	)	$	—
TOTAL LIABILITIES — OTHER FINANCIAL INSTRUMENTS	$	(52,281	)	$	—	$	(52,281	)	$	—

⁽¹⁾  Other financial instruments are derivative instruments not reflected in the value of total investments in securities in the Schedule of Investments such as forward foreign currency contracts which are valued at the unrealized appreciation (depreciation) on the instrument.

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

Open forward foreign currency contracts held by Mid Core Value Fund at December 31, 2017 were as follows:

	Currency	Counterparty	Settlement Date		Foreign Currency Contract			Forward Rate		U.S. Contract Amount			U.S. Contract Value			Unrealized Foreign Exchange Gain		Unrealized Foreign Exchange Loss
Sell	Canadian Dollar	Morgan Stanley		03/29/2018		(1,737,974	)		1.25553	$	(1,352,529	)	$	(1,384,256	)	$	—	$	(31,727	)
Sell	Euro	UBS		03/29/2018		(128,140	)		0.82884		(151,803	)		(154,602	)		—		(2,799	)
Sell	Japanese Yen	Credit Suisse		03/30/2018		(67,922,375	)		112.13125		(606,829	)		(605,740	)		1,089		—
Sell	Norwegian Krone	JP Morgan Chase		03/28/2018		(7,259,613	)		8.19020		(868,624	)		(886,379	)		—		(17,755	)
	Total															$	1,089	$	(52,281	)

117

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Schedule of Investments — December 31, 2017

SMID Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 95.7%
Aerospace & Defense — 1.8%
HEICO Corp.		3,546	$	334,565
L3 Technologies, Inc.		4,298		850,359
				1,184,924
Apparel — 0.6%
Skechers U.S.A., Inc., Class A*		10,337		391,152
Banks — 2.4%
Eagle Bancorp, Inc.*		11,190		647,901
First Republic Bank		10,626		920,637
				1,568,538
Beverages — 1.4%
MGP Ingredients, Inc.		11,796		906,876
Biotechnology — 3.8%
Acceleron Pharma, Inc.*		9,569		406,108
Alder Biopharmaceuticals, Inc.*		25,413		290,979
Exelixis, Inc.*		26,064		792,346
Seattle Genetics, Inc.*		10,806		578,121
Ultragenyx Pharmaceutical, Inc.*		8,112		376,234
				2,443,788
Building Materials — 2.2%
Fortune Brands Home & Security, Inc.		12,055		825,044
Summit Materials, Inc., Class A*		19,979		628,140
				1,453,184
Chemicals — 4.3%
Ashland Global Holdings, Inc.		11,803		840,374
RPM International, Inc.		14,489		759,513
Valvoline, Inc.		46,764		1,171,906
				2,771,793
Commercial Services — 6.8%
Bright Horizons Family Solutions, Inc.*		11,617		1,091,998
Gartner, Inc.*		6,294		775,106
Global Payments, Inc.		10,088		1,011,221
Healthcare Services Group, Inc.		16,939		893,024
Total System Services, Inc.		8,314		657,555
				4,428,904
Computers — 1.1%
Electronics For Imaging, Inc.*		16,340		482,520
Kornit Digital Ltd.*		13,678		220,900
				703,420
Diversified Financial Services — 5.6%
Affiliated Managers Group, Inc.		5,465		1,121,691
Evercore, Inc., Class A		3,730		335,700
Lazard Ltd., Class A		28,280		1,484,700
SLM Corp.*		62,855		710,262
				3,652,353
Electrical Components & Equipment — 1.5%
Hubbell, Inc.		7,413		1,003,275
Electronics — 5.2%
Badger Meter, Inc.		14,624		699,027

	Number of Shares		Value†
Electronics — (continued)
Coherent, Inc.*		1,341	$	378,457
Mettler-Toledo International, Inc.*		760		470,835
PerkinElmer, Inc.		9,065		662,833
Sensata Technologies Holding NV*		22,158		1,132,496
				3,343,648
Entertainment — 1.4%
Vail Resorts, Inc.		4,187		889,612
Food — 1.0%
Blue Buffalo Pet Products, Inc.*		20,372		667,998
Healthcare Products — 5.6%
ABIOMED, Inc.*		5,347		1,002,081
ICU Medical, Inc.*		2,962		639,792
IDEXX Laboratories, Inc.*		2,490		389,386
Nevro Corp.*		9,931		685,636
The Cooper Cos., Inc.		1,894		412,665
West Pharmaceutical Services, Inc.		4,986		491,969
				3,621,529
Healthcare Services — 1.9%
Acadia Healthcare Co., Inc.*		13,381		436,622
WellCare Health Plans, Inc.*		3,917		787,748
				1,224,370
Home Builders — 0.4%
M/I Homes, Inc.*		7,454		256,418
Household Products & Wares — 1.7%
Avery Dennison Corp.		9,862		1,132,749
Internet — 2.1%
GoDaddy, Inc., Class A*		22,640		1,138,339
Wix.com Ltd.*		3,378		194,404
				1,332,743
Lodging — 0.5%
Choice Hotels International, Inc.		4,215		327,084
Machinery — Diversified — 9.2%
Cognex Corp.		8,146		498,209
Graco, Inc.		8,427		381,069
IDEX Corp.		5,790		764,106
Tennant Co.		8,376		608,516
The Gorman-Rupp Co.		13,282		414,531
The Middleby Corp.*		13,271		1,790,922
Welbilt, Inc.*		16,239		381,779
Xylem, Inc.		15,983		1,090,041
				5,929,173
Miscellaneous Manufacturing — 1.7%
John Bean Technologies Corp.		9,816		1,087,613
Oil & Gas — 1.9%
Diamondback Energy, Inc.*		9,777		1,234,346
Pharmaceuticals — 7.1%
ACADIA Pharmaceuticals, Inc.*		16,090		484,470
Agios Pharmaceuticals, Inc.*		8,376		478,856

118

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Schedule of Investments — December 31, 2017

SMID Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Pharmaceuticals — (continued)
Alkermes PLC*		19,157	$	1,048,463
Galapagos NV ADR*		2,447		229,431
Neogen Corp.*		4,897		402,582
Neurocrine Biosciences, Inc.*		8,656		671,619
PRA Health Sciences, Inc.*		6,435		586,035
Sarepta Therapeutics, Inc.*		3,210		178,604
TESARO, Inc.*		6,156		510,148
				4,590,208
Real Estate — 0.8%
HFF, Inc., Class A		10,543		512,812
Retail — 8.1%
Burlington Stores, Inc.*		7,315		899,965
Dunkin’ Brands Group, Inc.		21,982		1,417,180
Five Below, Inc.*		12,022		797,299
PVH Corp.		6,001		823,397
Shake Shack, Inc., Class A*		4,820		208,224
Ulta Beauty, Inc.*		1,258		281,364
Wingstop, Inc.		20,287		790,787
				5,218,216
Semiconductors — 3.8%
Advanced Micro Devices, Inc.*		24,146		248,221
Cavium, Inc.*		6,895		578,008
Monolithic Power Systems, Inc.		6,375		716,295
Qorvo, Inc.*		4,300		286,380
Xilinx, Inc.		9,547		643,658
				2,472,562
Software — 11.8%
athenahealth, Inc.*		3,380		449,675
Black Knight Inc.*		20,115		888,077
InterXion Holding NV*		17,518		1,032,336
MSCI, Inc.		6,673		844,402
Proofpoint, Inc.*		4,649		412,878
Red Hat, Inc.*		3,442		413,384
ServiceNow, Inc.*		4,698		612,572
Splunk, Inc.*		11,477		950,755
Tableau Software, Inc., Class A*		2,361		163,381
Take-Two Interactive Software, Inc.*		3,927		431,106
The Ultimate Software Group, Inc.*		3,613		788,465
Tyler Technologies, Inc.*		3,646		645,524
				7,632,555
TOTAL COMMON STOCKS (Cost $51,978,607)				61,981,843
REAL ESTATE INVESTMENT TRUSTS — 0.7%
Diversified — 0.7%
SBA Communications Corp.* (Cost $291,183)		2,929		478,481

	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 4.0%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,572,349)		2,572,349	$	2,572,349
TOTAL INVESTMENTS — 100.4% (Cost $54,842,139)			$	65,032,673
Other Assets & Liabilities — (0.4)%				(249,652	)
TOTAL NET ASSETS — 100.0%			$	64,783,021

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

PLC — Public Limited Company.

Country Weightings as of 12/31/2017††
United States	93	%
Bermuda	2
Ireland	2
Netherlands	2
Israel	1
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	61,981,843	$	61,981,843	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		478,481		478,481		—		—
SHORT-TERM INVESTMENTS		2,572,349		2,572,349		—		—
TOTAL INVESTMENTS	$	65,032,673	$	65,032,673	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

119

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Schedule of Investments — December 31, 2017

SMID Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 94.1%
Aerospace & Defense — 0.6%
Esterline Technologies Corp.*		6,800	$	507,960
Airlines — 2.0%
Hawaiian Holdings, Inc.		11,660		464,651
SkyWest, Inc.		22,730		1,206,963
				1,671,614
Apparel — 1.7%
Crocs, Inc.*		59,450		751,448
Deckers Outdoor Corp.*		8,270		663,667
				1,415,115
Auto Manufacturers — 1.2%
Oshkosh Corp.		11,600		1,054,324
Auto Parts & Equipment — 3.8%
Cooper-Standard Holding, Inc.*		8,453		1,035,492
Dana, Inc.		35,580		1,138,916
Lear Corp.		3,283		579,975
Tenneco, Inc.		8,220		481,199
				3,235,582
Banks — 11.6%
Associated Banc-Corp.		40,180		1,020,572
BankUnited, Inc.		18,700		761,464
Comerica, Inc.		14,555		1,263,519
Fulton Financial Corp.		44,700		800,130
Huntington Bancshares, Inc.		84,710		1,233,378
Synovus Financial Corp.		17,900		858,126
Texas Capital Bancshares, Inc.*		9,670		859,663
Umpqua Holdings Corp.		31,770		660,816
Webster Financial Corp.		18,298		1,027,616
Zions Bancorporation		27,710		1,408,499
				9,893,783
Beverages — 1.0%
Cott Corp.		49,001		816,357
Chemicals — 0.7%
Ingevity Corp.*		4,829		340,300
Orion Engineered Carbons SA		11,280		288,768
				629,068
Commercial Services — 4.6%
ABM Industries, Inc.		12,450		469,614
Booz Allen Hamilton Holding Corp.		30,005		1,144,090
Quanta Services, Inc.*		29,461		1,152,220
Sotheby’s*		22,495		1,160,742
				3,926,666
Computers — 4.5%
Convergys Corp.		25,443		597,911
Genpact Ltd.		37,150		1,179,141
NCR Corp.*		32,196		1,094,342
VeriFone Systems, Inc.*		53,450		946,599
				3,817,993

	Number of Shares		Value†
Diversified Financial Services — 0.5%
OneMain Holdings, Inc.*		18,160	$	471,978
Electric — 3.5%
Alliant Energy Corp.		19,804		843,849
Black Hills Corp.		9,208		553,493
PNM Resources, Inc.		19,920		805,764
Portland General Electric Co.		17,540		799,473
				3,002,579
Electrical Components & Equipment — 1.2%
EnerSys		14,957		1,041,456
Electronics — 1.1%
Avnet, Inc.		23,060		913,637
Engineering & Construction — 2.7%
AECOM*		24,744		919,240
Granite Construction, Inc.		12,420		787,801
Tutor Perini Corp.*		24,650		624,877
				2,331,918
Food — 0.8%
Ingredion, Inc.		4,700		657,060
Gas — 0.5%
Southwest Gas Holdings, Inc.		5,420		436,202
Hand & Machine Tools — 1.1%
Regal Beloit Corp.		11,960		916,136
Healthcare Services — 4.3%
ICON PLC*		9,780		1,096,827
LifePoint Health, Inc.*		17,550		873,990
Molina Healthcare, Inc.*		11,070		848,847
WellCare Health Plans, Inc.*		4,117		827,970
				3,647,634
Home Builders — 2.6%
CalAtlantic Group, Inc.		27,010		1,523,094
PulteGroup, Inc.		20,200		671,650
				2,194,744
Insurance — 8.8%
American Financial Group, Inc.		11,264		1,222,595
Essent Group Ltd.*		18,634		809,088
Everest Re Group Ltd.		1,950		431,457
First American Financial Corp.		14,740		826,030
Old Republic International Corp.		41,910		896,036
Reinsurance Group of America, Inc.		9,970		1,554,622
Selective Insurance Group, Inc.		13,190		774,253
The Hanover Insurance Group, Inc.		4,480		484,198
Validus Holdings Ltd.		10,390		487,499
				7,485,778
Internet — 1.2%
CDW Corp.		14,390		999,961
Machinery — Construction & Mining — 1.1%
Terex Corp.		19,290		930,164

120

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SMID Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Machinery — Diversified — 1.1%
SPX FLOW, Inc.*		20,390	$	969,545
Media — 1.3%
Houghton Mifflin Harcourt Co.*		52,670		489,831
Scholastic Corp.		14,840		595,232
				1,085,063
Mining — 1.6%
Alcoa Corp.*		25,560		1,376,917
Miscellaneous Manufacturing — 1.3%
Trinseo SA		15,630		1,134,738
Office Furnishings — 1.0%
Steelcase, Inc., Class A		55,402		842,110
Oil & Gas — 3.5%
Helmerich & Payne, Inc.		7,920		511,949
Oasis Petroleum, Inc.*		76,700		645,047
QEP Resources, Inc.*		96,820		926,567
SM Energy Co.		41,370		913,450
				2,997,013
Oil & Gas Services — 5.9%
Helix Energy Solutions Group, Inc.*		31,070		234,268
HollyFrontier Corp.		24,970		1,278,963
MRC Global, Inc.*		47,070		796,424
Oil States International, Inc.*		27,470		777,401
RPC, Inc.		46,560		1,188,677
SRC Energy, Inc.*		89,450		763,009
				5,038,742
Packaging and Containers — 1.2%
Graphic Packaging Holding Co.		67,230		1,038,703
Retail — 5.3%
Bloomin’ Brands, Inc.		46,300		988,042
Brinker International, Inc.		18,145		704,752
Burlington Stores, Inc.*		4,595		565,323
Caleres, Inc.		17,548		587,507
Signet Jewelers Ltd.		9,620		544,011
The Michaels Cos, Inc.*		45,510		1,100,887
				4,490,522
Semiconductors — 2.8%
Cypress Semiconductor Corp.		58,760		895,502
Integrated Device Technology, Inc.*		9,390		279,165
Mellanox Technologies Ltd.*		11,140		720,758
Qorvo, Inc.*		7,314		487,112
				2,382,537
Software — 1.1%
Verint Systems, Inc.*		23,205		971,129
Telecommunications — 3.5%
Amdocs Ltd.		13,065		855,496
Anixter International, Inc.*		10,340		785,840
Finisar Corp.*		27,210		553,724

	Number of Shares		Value†
Telecommunications — (continued)
Infinera Corp.*		55,190	$	349,353
NETGEAR, Inc.*		7,895		463,831
				3,008,244
Transportation — 3.4%
Atlas Air Worldwide Holdings, Inc.*		12,230		717,290
Ryder System, Inc.		12,930		1,088,318
Werner Enterprises, Inc.		28,840		1,114,666
				2,920,274
TOTAL COMMON STOCKS (Cost $62,502,811)				80,253,246
REAL ESTATE INVESTMENT TRUSTS — 4.8%
Apartments — 1.6%
American Campus Communities, Inc.		14,670		601,910
Education Realty Trust, Inc.		21,170		739,257
				1,341,167
Diversified — 1.0%
STAG lndustrial, Inc.		31,110		850,236
Industrial — 1.2%
Gramercy Property Trust		38,552		1,027,796
Office Property — 1.0%
Empire State Realty Trust, Inc., Class A		42,273		867,865
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $4,191,987)				4,087,064
SHORT-TERM INVESTMENTS — 1.8%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,563,764)		1,563,764		1,563,764
TOTAL INVESTMENTS — 100.7% (Cost $68,258,562)			$	85,904,074
Other Assets & Liabilities — (0.7)%				(581,062	)
TOTAL NET ASSETS — 100.0%			$	85,323,012

† See Security Valuation Note.

* Non-income producing security.

PLC — Public Limited Company.

121

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SMID Cap Value Fund

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	80,253,246	$	80,253,246	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		4,087,064		4,087,064		—		—
SHORT-TERM INVESTMENTS		1,563,764		1,563,764		—		—
TOTAL INVESTMENTS	$	85,904,074	$	85,904,074	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

122

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Small Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — 96.4%
Advertising — 0.4%
Yext, Inc.*		37,298	$	448,695
Aerospace & Defense — 2.2%
HEICO Corp., Class A		28,844		2,280,118
Apparel — 0.9%
Carter’s, Inc.		7,850		922,297
Auto Parts & Equipment — 0.8%
Visteon Corp.*		6,129		766,983
Banks — 2.0%
Kearny Financial Corp.		43,187		624,052
SVB Financial Group*		3,107		726,324
Texas Capital Bancshares, Inc.*		8,368		743,915
				2,094,291
Biotechnology — 3.4%
AnaptysBio, Inc.*		5,616		565,643
Insmed, Inc.*		17,673		551,044
Ligand Pharmaceuticals, Inc.*		6,020		824,319
NeoGenomics, Inc.*		68,084		603,224
Puma Biotechnology, Inc.*		7,703		761,442
Spark Therapeutics, Inc.*		4,122		211,953
				3,517,625
Building Materials — 1.5%
Summit Materials, Inc., Class A		29,017		912,294
Trex Co., Inc.*		6,130		664,431
				1,576,725
Chemicals — 3.4%
CSW Industrials, Inc.*		23,710		1,089,475
H.B. Fuller Co.		15,362		827,551
Sensient Technologies Corp.		21,568		1,577,699
				3,494,725
Commercial Services — 10.7%
CoStar Group, Inc.*		3,464		1,028,635
Euronet Worldwide, Inc.*		19,098		1,609,389
Gartner, Inc.*		6,983		859,956
Healthcare Services Group, Inc.		11,066		583,400
HealthEquity, Inc.*		11,758		548,628
K12, Inc.*		29,498		469,018
LendingTree, Inc.*		898		305,724
MarketAxess Holdings, Inc.		4,665		941,164
MAXIMUS, Inc.		12,112		866,977
Rollins, Inc.		9,525		443,198
ServiceMaster Global Holdings, Inc.*		43,520		2,231,270
WEX, Inc.*		7,347		1,037,617
				10,924,976
Computers — 1.7%
Jack Henry & Associates, Inc.		11,276		1,318,841
Kornit Digital Ltd.*		24,576		396,902
				1,715,743
Diversified Financial Services — 3.4%
Financial Engines, Inc.		28,372		859,671

	Number of Shares		Value†
Diversified Financial Services — (continued)
LPL Financial Holdings, Inc.		25,933	$	1,481,812
SLM Corp.*		56,560		639,128
WisdomTree Investments, Inc.		38,160		478,908
				3,459,519
Electrical Components & Equipment — 2.6%
Belden, Inc.		23,770		1,834,331
EnerSys		11,813		822,539
				2,656,870
Electronics — 2.7%
CTS Corp.		33,276		856,857
National Instruments Corp.		14,557		606,008
OSI Systems, Inc.*		8,027		516,778
Sensata Technologies Holding NV*		14,877		760,364
				2,740,007
Entertainment — 2.5%
AMC Entertainment Holdings, Inc., Class A		44,054		665,215
Cedar Fair LP		19,532		1,269,385
Manchester United PLC, Class A		32,130		636,174
				2,570,774
Environmental Control — 0.5%
Clean Harbors, Inc.*		8,927		483,843
Forest Products & Paper — 0.7%
Neenah, Inc.		7,572		686,402
Hand & Machine Tools — 0.9%
Kennametal, Inc.		19,059		922,646
Healthcare Products — 6.7%
AngioDynamics, Inc.*		45,750		760,822
Bio-Techne Corp.		8,013		1,038,084
Glaukos Corp.*		17,212		441,488
Globus Medical, Inc., Class A*		21,007		863,388
ICU Medical, Inc.*		4,417		954,072
Merit Medical Systems, Inc.*		14,104		609,293
Nevro Corp.*		6,772		467,539
STERIS PLC		19,602		1,714,587
				6,849,273
Healthcare Services — 2.2%
Catalent, Inc.*		44,448		1,825,924
U.S. Physical Therapy, Inc.		5,171		373,346
				2,199,270
Home Furnishings — 0.2%
Roku, Inc.*		4,387		227,159
Hotels & Resorts — 0.5%
Playa Hotels & Resorts NV*		48,349		521,686
Household Products & Wares — 1.0%
Ontex Group NV		30,563		1,011,200
Insurance — 0.8%
RLI Corp.		14,112		856,034

123

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Schedule of Investments — December 31, 2017

Small Cap Growth Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Internet — 2.5%
ChannelAdvisor Corp.*		27,144	$	244,296
MakeMyTrip Ltd.*		19,157		571,836
The Trade Desk Inc., Class A*		11,358		519,401
Zendesk, Inc.*		16,395		554,807
Zillow Group, Inc., Class A*		16,070		654,692
				2,545,032
Machinery — Diversified — 1.6%
Nordson Corp.		6,471		947,354
Wabtec Corp.		8,414		685,152
				1,632,506
Metal Fabricate/Hardware — 1.3%
Rexnord Corp.*		50,782		1,321,348
Miscellaneous Manufacturing — 3.7%
Hillenbrand, Inc.		26,509		1,184,952
ITT, Inc.		18,637		994,657
Proto Labs, Inc.*		6,079		626,137
Standex International Corp.		9,708		988,760
				3,794,506
Pharmaceuticals — 6.7%
ACADIA Pharmaceuticals, Inc.*		19,663		592,053
Amicus Therapeutics, Inc.*		31,480		452,997
DBV Technologies SA ADR*		13,870		341,202
Diplomat Pharmacy, Inc.*		19,795		397,286
Eagle Pharmaceuticals, Inc.*		12,880		688,049
FibroGen, Inc.*		10,345		490,353
GW Pharmaceuticals PLC ADR*		4,370		576,884
Heron Therapeutics, Inc.*		26,886		486,637
Ironwood Pharmaceuticals, Inc.*		41,173		617,183
Knight Therapeutics, Inc.*		66,568		440,080
Neurocrine Biosciences, Inc.*		9,227		715,923
Prestige Brands Holdings, Inc.*		19,245		854,670
Teligent, Inc.*		53,370		193,733
				6,847,050
Publishing / Newspapers — 1.0%
Cimpress NV*		8,436		1,011,308
Real Estate — 1.0%
Jones Lang LaSalle, Inc.		4,721		703,098
The St. Joe Co.*		19,337		349,033
				1,052,131
Retail — 4.3%
Biglari Holdings, Inc.*		2,592		1,074,125
Casey’s General Stores, Inc.		4,588		513,581
Dunkin’ Brands Group, Inc.		11,852		764,098
Sally Beauty Holdings, Inc.*		43,979		825,046
Texas Roadhouse, Inc.		12,600		663,768
Williams-Sonoma, Inc.		11,422		590,517
				4,431,135

	Number of Shares		Value†
Semiconductors — 2.8%
ON Semiconductor Corp.*		100,947	$	2,113,830
Xperi Corp.		28,596		697,743
				2,811,573
Software — 15.5%
ACI Worldwide, Inc.*		20,126		456,256
athenahealth, Inc.*		6,714		893,231
Blackbaud, Inc.		22,288		2,105,993
Broadridge Financial Solutions, Inc.		26,558		2,405,624
Cadence Design Systems, Inc.*		45,715		1,911,801
Callidus Software, Inc.*		29,388		841,966
Cision Ltd.*		72,494		860,504
Envestnet, Inc.*		22,207		1,107,019
Guidewire Software, Inc.*		9,689		719,505
Instructure, Inc.*		18,047		597,356
RealPage, Inc.*		20,827		922,636
SS&C Technologies Holdings, Inc.		54,256		2,196,283
The Descartes Systems Group, Inc.*		31,248		888,467
				15,906,641
Telecommunications — 2.8%
Nice Ltd. ADR		26,828		2,465,761
Switch, Inc., Class A		22,051		401,108
				2,866,869
Transportation — 1.5%
Landstar System, Inc.		4,055		422,126
Old Dominion Freight Line, Inc.		8,670		1,140,538
				1,562,664
TOTAL COMMON STOCKS (Cost $69,093,369)				98,709,624
REAL ESTATE INVESTMENT TRUSTS — 0.9%
Diversified — 0.9%
Lamar Advertising Co., Class A (Cost $708,804)		12,840		953,242
RIGHTS — 0.1%
Pharmaceuticals — 0.1%
Dyax Corp. CVR*~, (Cost $0)		36,639		93,429
SHORT-TERM INVESTMENTS — 2.7%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $2,706,479)		2,706,479		2,706,479
TOTAL INVESTMENTS — 100.1% (Cost $72,508,652)			$	102,462,774
Other Assets & Liabilities — (0.1)%				(82,902	)
TOTAL NET ASSETS — 100.0%			$	102,379,872

124

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Schedule of Investments — December 31, 2017

Small Cap Growth Fund

~ Fair valued security. The total market value of fair valued securities at December 31, 2017 is $93,429.

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

CVR — Contingent Valued Rights.

LP — Limited Partnership.

PLC — Public Limited Company.

Country Weightings as of 12/31/2017††
United States	90	%
Israel	3
United Kingdom	3
Belgium	1
Canada	1
India	1
Netherlands	1
Total	100	%

††% of total investments as of December 31, 2017

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	98,709,624	$	98,709,624	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		953,242		953,242		—		—
RIGHTS		93,429		—		93,429		—
SHORT-TERM INVESTMENTS		2,706,479		2,706,479		—		—
TOTAL INVESTMENTS	$	102,462,774	$	102,369,345	$	93,429	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

An amount of $907,357 was transferred from Level 2 into Level 1 at 12/31/17 as a result of using quoted prices in active market for such foreign securities. The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

125

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Schedule of Investments — December 31, 2017

Small Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — 89.8%
Aerospace & Defense — 2.0%
Curtiss-Wright Corp.		6,078	$	740,604
Esterline Technologies Corp.*		5,195		388,067
Kaman Corp.		15,586		917,080
KLX, Inc.*		25,526		1,742,149
Moog, Inc., Class A*		17,734		1,540,198
				5,328,098
Airlines — 0.6%
SkyWest, Inc.		28,013		1,487,490
Apparel — 0.8%
Columbia Sportswear Co.		6,800		488,784
G-III Apparel Group Ltd.*		7,334		270,551
Steven Madden Ltd.*		11,320		528,644
Wolverine World Wide, Inc.		21,562		687,397
				1,975,376
Auto Parts & Equipment — 1.2%
American Axle & Manufacturing Holdings, Inc.*		53,149		905,128
Dana, Inc.		60,975		1,951,810
Standard Motor Products, Inc.		6,863		308,217
				3,165,155
Banks — 18.3%
Ameris Bancorp		23,716		1,143,111
BancorpSouth Bank		36,893		1,160,285
Banner Corp.		33,359		1,838,748
Boston Private Financial Holdings, Inc.		59,995		926,923
Bryn Mawr Bank Corp.		8,635		381,667
CenterState Bank Corp.		57,737		1,485,573
CoBiz Financial, Inc.		44,854		896,631
Columbia Banking System, Inc.		49,055		2,130,949
Community Bank System, Inc.		25,364		1,363,315
ConnectOne Bancorp, Inc.		34,959		900,194
CVB Financial Corp.		84,380		1,987,993
First Financial Bankshares, Inc.		35,307		1,590,580
First Merchants Corp.		38,339		1,612,538
First Midwest Bancorp, Inc.		51,331		1,232,457
Glacier Bancorp, Inc.		45,310		1,784,761
Great Western Bancorp, Inc.		47,011		1,871,038
Guaranty Bancorp		20,451		565,470
Heritage Financial Corp.		24,011		739,539
Home BancShares, Inc.		51,994		1,208,860
Independent Bank Corp.		21,126		1,475,651
Independent Bank Group, Inc.		23,753		1,605,703
Lakeland Financial Corp.		21,581		1,046,463
LegacyTexas Financial Group, Inc.		51,715		2,182,890
MB Financial, Inc.		47,160		2,099,563
National Commerce Corp.*		9,110		366,678
Pinnacle Financial Partners, Inc.		39,062		2,589,811
Prosperity Bancshares, Inc.		15,837		1,109,699
Renasant Corp.		41,867		1,711,942
Sandy Spring Bancorp, Inc.		15,417		601,571
South State Corp.		22,046		1,921,309
State Bank Financial Corp.		30,597		913,014

	Number of Shares		Value†
Banks — (continued)
Texas Capital Bancshares, Inc.*		24,143	$	2,146,313
The First of Long Island Corp.		17,513		499,120
Towne Bank		11,972		368,139
TriCo Bancshares		16,644		630,142
Webster Financial Corp.		35,492		1,993,231
				48,081,871
Biotechnology — 0.3%
Emergent BioSolutions, Inc.*		16,117		748,957
Building Materials — 1.8%
Eagle Materials, Inc.		17,633		1,997,819
Gibraltar Industries, Inc.*		15,042		496,386
Patrick Industries, Inc.*		10,072		699,500
Summit Materials, Inc., Class A*		24,666		775,499
US Concrete, Inc.*		10,206		853,732
				4,822,936
Chemicals — 1.9%
Olin Corp.		47,361		1,685,105
Quaker Chemical Corp.		5,713		861,463
Tronox Ltd., Class A		22,761		466,828
Univar, Inc.*		52,392		1,622,056
Venator Materials PLC*		16,142		357,061
				4,992,513
Commercial Services — 3.1%
Aaron’s, Inc.		28,903		1,151,785
ABM Industries, Inc.		43,747		1,650,137
Adtalem Global Education, Inc.*		3,348		140,783
AMN Healthcare Services, Inc.*		18,018		887,387
Hertz Global Holdings, Inc.*		10,327		228,227
HMS Holdings Corp.*		40,793		691,441
James River Group Holdings Ltd.		22,986		919,670
Live Nation Entertainment, Inc.*		33,599		1,430,309
On Assignment, Inc.*		17,090		1,098,374
				8,198,113
Computers — 1.7%
CACI International, Inc., Class A*		8,853		1,171,695
Convergys Corp.		26,103		613,421
Mercury Systems, Inc.*		21,078		1,082,355
NetScout Systems, Inc.*		48,503		1,476,916
				4,344,387
Distribution & Wholesale — 1.4%
Beacon Roofing Supply, Inc.*		49,538		3,158,543
H&E Equipment Services, Inc.		15,674		637,148
				3,795,691
Diversified Financial Services — 1.3%
OM Asset Management PLC		60,666		1,016,156
Stifel Financial Corp.		32,761		1,951,245
Virtu Financial, Inc., Class A		21,851		399,873
				3,367,274

126

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Schedule of Investments — December 31, 2017

Small Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Electric — 3.5%
Black Hills Corp.		45,303	$	2,723,163
IDACORP, Inc.		21,607		1,974,016
PNM Resources, Inc.		49,663		2,008,868
Portland General Electric Co.		54,916		2,503,071
				9,209,118
Electronics — 1.8%
CTS Corp.		35,877		923,833
II-VI, Inc.*		24,754		1,162,200
Tech Data Corp.*		14,954		1,465,043
Watts Water Technologies, Inc.		15,750		1,196,213
				4,747,289
Engineering & Construction — 1.4%
EMCOR Group, Inc.		14,250		1,164,938
Granite Construction, Inc.		12,922		819,642
TopBuild Corp.*		23,142		1,752,775
				3,737,355
Entertainment — 1.7%
Eldorado Resorts, Inc.*		28,722		952,134
Marriott Vacations Worldwide Corp.		9,521		1,287,335
Penn National Gaming, Inc.*		32,490		1,017,912
Red Rock Resorts, Inc., Class A		24,822		837,494
Vail Resorts, Inc.		1,738		369,273
				4,464,148
Environmental Control — 0.6%
Advanced Disposal Services, Inc.*		33,414		799,931
U.S. Ecology, Inc.		12,951		660,501
				1,460,432
Food — 1.4%
B&G Foods, Inc.		15,423		542,118
Hostess Brands, Inc.*		54,045		800,406
Simply Good Foods Co.*		131,698		1,878,014
United Natural Foods, Inc.*		10,152		500,189
				3,720,727
Gas — 1.5%
Chesapeake Utilities Corp.		8,249		647,959
New Jersey Resources Corp.		41,613		1,672,843
South Jersey Industries, Inc.		53,489		1,670,461
				3,991,263
Healthcare Products — 2.3%
CONMED Corp.		23,877		1,217,011
Halyard Health, Inc.*		33,637		1,553,357
ICU Medical, Inc.*		4,042		873,072
Integra LifeSciences Holdings Corp.*		21,012		1,005,634
Quidel Corp.*		19,805		858,547
Wright Medical Group NV*		25,821		573,226
				6,080,847
Healthcare Services — 0.7%
Acadia Healthcare Co., Inc.*		26,663		870,014
Almost Family, Inc.*		9,001		498,205

	Number of Shares		Value†
Healthcare Services — (continued)
Kindred Healthcare, Inc.		37,565	$	364,381
				1,732,600
Home Builders — 1.6%
Foundation Building Materials, Inc.*		44,926		664,456
KB Home		12,673		404,902
Meritage Homes Corp.*		11,129		569,805
Taylor Morrison Home Corp., Class A*		39,735		972,315
William Lyon Homes, Class A*		15,849		460,889
Winnebago Industries, Inc.		19,560		1,087,536
				4,159,903
Insurance — 5.0%
AMERISAFE, Inc.		12,994		800,430
CNO Financial Group, Inc.		95,799		2,365,277
Enstar Group Ltd.*		5,371		1,078,228
Kinsale Capital Group, Inc.		22,160		997,200
MGIC Investment Corp.*		175,960		2,482,796
Primerica, Inc.		13,058		1,326,040
ProAssurance Corp.		20,001		1,143,057
RLI Corp.		18,770		1,138,588
Selective Insurance Group, Inc.		29,238		1,716,271
				13,047,887
Internet — 0.4%
Chegg, Inc.*		59,930		978,058
Investment Companies — 0.1%
Golub Capital BDC, Inc.		14,881		270,834
Iron & Steel — 1.2%
Allegheny Technologies, Inc.*		23,114		557,972
Carpenter Technology Corp.		18,075		921,644
Cleveland-Cliffs, Inc.*		20,383		146,961
Commercial Metals Co.		58,180		1,240,398
Ryerson Holding Corp.*		22,319		232,118
				3,099,093
Lodging — 2.1%
Boyd Gaming Corp.		41,592		1,457,800
Extended Stay America, Inc.		58,726		1,115,794
Hilton Grand Vacations, Inc.*		65,672		2,754,940
ILG, Inc.		6,270		178,570
				5,507,104
Machinery — Construction & Mining — 0.5%
Terex Corp.		28,107		1,355,320
Machinery — Diversified — 0.3%
Tennant Co.		10,775		782,804
Media — 0.9%
Gray Television, Inc.*		25,395		425,366
Nexstar Media Group, Inc., Class A		20,799		1,626,482
WideOpenWest, Inc.*		27,210		287,610
				2,339,458

127

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Schedule of Investments — December 31, 2017

Small Cap Value Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Metal Fabricate/Hardware — 2.3%
CIRCOR International, Inc.		23,490	$	1,143,493
Mueller Water Products, Inc., Class A		78,667		985,698
RBC Bearings, Inc.*		6,985		882,904
Rexnord Corp.*		75,267		1,958,447
TriMas Corp.*		44,613		1,193,398
				6,163,940
Mining — 0.4%
Century Aluminum Co.*		20,507		402,757
Kaiser Aluminum Corp.		6,909		738,227
				1,140,984
Miscellaneous Manufacturing — 1.2%
Federal Signal Corp.		59,605		1,197,465
ITT, Inc.		27,725		1,479,683
Trinseo SA		5,664		411,206
				3,088,354
Oil & Gas — 4.5%
Callon Petroleum Co.*		164,971		2,004,398
Centennial Resource Development, Inc., Class A*		32,134		636,253
CNX Resources Corp.*		51,515		753,664
Delek US Holdings, Inc.		22,732		794,256
Jagged Peak Energy, Inc.*		43,475		686,036
Matador Resources Co.*		24,017		747,649
PDC Energy, Inc.*		32,770		1,688,966
RSP Permian, Inc.*		63,375		2,578,095
WPX Energy, Inc.*		135,775		1,910,354
				11,799,671
Oil & Gas Services — 1.4%
C&J Energy Services, Inc.*		40,174		1,344,624
Ncs Multistage Holdings, Inc.*		20,068		295,802
SRC Energy, Inc.*		168,427		1,436,682
Transocean Ltd.*		63,954		683,029
				3,760,137
Packaging and Containers — 0.7%
Berry Global Group, Inc.*		23,068		1,353,400
KapStone Paper and Packaging Corp.		18,129		411,347
				1,764,747
Pharmaceuticals — 0.3%
Impax Laboratories, Inc.*		32,422		539,826
Prestige Brands Holdings, Inc.*		4,890		217,165
				756,991
Real Estate — 1.0%
Granite Point Mortgage Trust, Inc.		74,289		1,317,887
Kennedy-Wilson Holdings, Inc.		73,409		1,273,646
				2,591,533
Retail — 2.9%
American Eagle Outfitters, Inc.		39,913		750,364
Burlington Stores, Inc.*		22,806		2,805,822
Caleres, Inc.		9,953		333,226

	Number of Shares		Value†
Retail — (continued)
Del Taco Restaurants, Inc.*		57,211	$	693,397
Guess?, Inc.		4,867		82,155
Lithia Motors, Inc., Class A		13,007		1,477,465
National Vision Holdings, Inc.*		2,162		87,799
Office Depot, Inc.		96,742		342,467
The Children’s Place, Inc.		7,907		1,149,283
				7,721,978
Savings & Loans — 2.3%
Brookline Bancorp, Inc.		50,866		798,596
Flushing Financial Corp.		28,331		779,102
OceanFirst Financial Corp.		38,023		998,104
Provident Financial Services, Inc.		40,049		1,080,121
Washington Federal, Inc.		45,255		1,549,984
WSFS Financial Corp.		19,363		926,520
				6,132,427
Semiconductors — 1.8%
Cree, Inc.*		40,398		1,500,382
Entegris, Inc.		46,742		1,423,294
Lattice Semiconductor Corp.*		99,489		575,046
Semtech Corp.*		36,814		1,259,039
				4,757,761
Software — 3.6%
Allscripts Healthcare Solutions, Inc.*		102,996		1,498,592
Bottomline Technologies, Inc.*		20,931		725,887
CommVault Systems, Inc.*		30,251		1,588,178
Cornerstone OnDemand, Inc.*		33,900		1,197,687
Monotype Imaging Holdings, Inc.		17,733		427,365
SYNNEX Corp.		15,234		2,071,062
Verint Systems, Inc.*		48,004		2,008,967
				9,517,738
Storage & Warehousing — 0.3%
Mobile Mini, Inc.		24,729		853,150
Telecommunications — 1.7%
Anixter International, Inc.*		19,766		1,502,216
Extreme Networks, Inc.*		37,677		471,716
Finisar Corp.*		29,935		609,177
Knowles Corp.*		31,354		459,650
Viavi Solutions, Inc.*		152,443		1,332,352
				4,375,111
Transportation — 4.0%
Air Transport Services Group, Inc.*		41,788		966,974
ArcBest Corp.		14,475		517,481
Forward Air Corp.		10,781		619,261
Golar LNG Ltd.		71,163		2,121,369
Knight-Swift Transportation Holdings, Inc.		38,698		1,691,877
Marten Transport Ltd.		30,469		618,521
Saia, Inc.*		16,467		1,165,040
XPO Logistics, Inc.*		31,592		2,893,511
				10,594,034
TOTAL COMMON STOCKS (Cost $182,146,348)				236,010,657

128

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Schedule of Investments — December 31, 2017

Small Cap Value Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — 8.9%
Building & Real Estate — 1.1%
Blackstone Mortgage Trust, Inc., Class A		51,923	$	1,670,882
PennyMac Mortgage Investment Trust		73,509		1,181,290
				2,852,172
Diversified — 0.4%
PS Business Parks, Inc.		8,343		1,043,626
Healthcare — 0.7%
National Health Investors, Inc.		24,274		1,829,774
Hotels & Resorts — 2.6%
Chesapeake Lodging Trust		90,190		2,443,247
Pebblebrook Hotel Trust		92,406		3,434,731
RLJ Lodging Trust		45,886		1,008,116
				6,886,094
Industrial — 0.8%
CyrusOne, Inc.		36,298		2,160,820
Office Property — 1.2%
Columbia Property Trust, Inc.		91,579		2,101,738
Hudson Pacific Properties, Inc.		32,354		1,108,125
				3,209,863
Real Estate Investment Trusts — 0.2%
Two Harbors Investment Corp.		36,189		588,433
Storage & Warehousing — 1.0%
Life Storage, Inc.		27,506		2,449,959
Strip Centers — 0.9%
Acadia Realty Trust		81,342		2,225,517
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $20,594,262)				23,246,258
EXCHANGE TRADED FUNDS — 0.8%
iShares Russell 2000 Value ETF (Cost $1,999,929)		16,339		2,054,629
SHORT-TERM INVESTMENTS — 0.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,064,637)		1,064,637		1,064,637
TOTAL INVESTMENTS — 99.9% (Cost $205,805,176)			$	262,376,181
Other Assets & Liabilities — 0.1%				351,939
TOTAL NET ASSETS — 100.0%			$	262,728,120

† See Security Valuation Note.

* Non-income producing security.

PLC — Public Limited Company.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	236,010,657	$	236,010,657	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		23,246,258		23,246,258		—		—
EXCHANGE TRADED FUNDS		2,054,629		2,054,629		—		—
SHORT-TERM INVESTMENTS		1,064,637		1,064,637		—		—
TOTAL INVESTMENTS	$	262,376,181	$	262,376,181	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

129

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — 91.0%
Advertising — 0.0%
MDC Partners, Inc., Class A*		1,800	$	17,550
Yext, Inc.*		500		6,015
				23,565
Aerospace & Defense — 1.1%
AAR Corp.		1,269		49,859
Aerojet Rocketdyne Holdings, Inc.*		2,440		76,128
Aerovironment, Inc.*		718		40,323
Astronics Corp.*		779		32,305
Cubic Corp.		969		57,123
Curtiss-Wright Corp.		1,651		201,174
Ducommun, Inc.*		400		11,380
Esterline Technologies Corp.*		1,040		77,688
Kaman Corp.		1,048		61,664
KLX, Inc.*		2,000		136,500
Kratos Defense & Security Solutions, Inc.*		2,422		25,649
Moog, Inc., Class A*		1,191		103,438
National Presto Industries, Inc.		146		14,520
Triumph Group, Inc.		2,000		54,400
				942,151
Agriculture — 0.3%
Alico, Inc.		151		4,454
Cadiz, Inc.*		800		11,400
Limoneira Co.		600		13,440
Tejon Ranch Co.*		825		17,127
The Andersons, Inc.		1,132		35,262
Universal Corp.		955		50,137
Vector Group Ltd.		3,799		85,022
				216,842
Airlines — 0.3%
Allegiant Travel Co.		501		77,530
Hawaiian Holdings, Inc.		2,026		80,736
SkyWest, Inc.		1,981		105,191
				263,457
Apparel — 0.7%
Columbia Sportswear Co.		1,122		80,650
Crocs, Inc.*		2,900		36,656
Deckers Outdoor Corp.*		1,200		96,300
Delta Apparel, Inc.*		300		6,060
G-III Apparel Group Ltd.*		1,708		63,008
Iconix Brand Group, Inc.*		1,842		2,376
Oxford Industries, Inc.		608		45,716
Perry Ellis International, Inc.*		414		10,367
Sequential Brands Group, Inc.*		1,740		3,097
Steven Madden Ltd.*		2,349		109,698
Superior Uniform Group, Inc.		500		13,355
Unifi, Inc.*		660		23,674
Weyco Group, Inc.		200		5,944
Wolverine World Wide, Inc.		3,582		114,194
				611,095
Auto Manufacturers — 0.2%
Navistar International Corp.*		1,800		77,184
REV Group, Inc.		1,000		32,530
Wabash National Corp.		2,300		49,910
				159,624

	Number of Shares		Value†
Auto Parts & Equipment — 1.2%
American Axle & Manufacturing Holdings, Inc.*		3,416	$	58,175
Commercial Vehicle Group, Inc.*		1,000		10,690
Cooper Tire & Rubber Co.		2,049		72,432
Cooper-Standard Holding, Inc.*		700		85,750
Dana, Inc.		5,496		175,927
Dorman Products, Inc.*		1,092		66,765
Douglas Dynamics, Inc.		900		34,020
Gentherm, Inc.*		1,468		46,609
Horizon Global Corp.*		718		10,066
Meritor, Inc.*		3,045		71,436
Miller Industries, Inc.		443		11,429
Modine Manufacturing Co.*		2,077		41,955
Motorcar Parts of America, Inc.*		700		17,493
Spartan Motors, Inc.		1,500		23,625
Standard Motor Products, Inc.		900		40,419
Superior Industries International, Inc.		1,119		16,617
Tenneco, Inc.		2,100		122,934
Titan International, Inc.		1,913		24,640
Tower International, Inc.		800		24,440
				955,422
Banks — 9.2%
1st Source Corp.		688		34,022
Access National Corp.		399		11,108
ACNB Corp.		300		8,865
Allegiance Bancshares, Inc.*		500		18,825
American National Bankshares, Inc.		400		15,320
Ameris Bancorp		1,447		69,745
Ames National Corp.		299		8,327
Arrow Financial Corp.		400		13,580
Atlantic Capital Bancshares, Inc.*		800		14,080
BancFirst Corp.		620		31,713
Banco Latinoamericano de Comercio Exterior S.A.		1,110		29,859
BancorpSouth Bank		3,249		102,181
Bank of Commerce Holdings		900		10,350
Bank of Marin Bancorp		290		19,720
Bank of NT Butterfield & Son Ltd.		2,100		76,209
Bankwell Financial Group, Inc.		300		10,302
Banner Corp.		1,200		66,144
Bar Harbor Bankshares		597		16,125
Blue Hills Bancorp, Inc.		1,100		22,110
Boston Private Financial Holdings, Inc.		3,358		51,881
Bridge Bancorp, Inc.		707		24,745
Bryn Mawr Bank Corp.		732		32,354
C&F Financial Corp.		200		11,600
Cadence BanCorp*		300		8,136
Camden National Corp.		539		22,708
Capital City Bank Group, Inc.		269		6,171
Capstar Financial Holdings, Inc.*		500		10,385
Carolina Financial Corp.		800		29,720
Cass Information Systems, Inc.		499		29,047
Cathay General Bancorp		2,950		124,401
CenterState Bank Corp.		1,932		49,710
Central Pacific Financial Corp.		1,100		32,813

130

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Banks — (continued)
Central Valley Community Bancorp		400	$	8,072
Century Bancorp, Inc., Class A		69		5,399
Chemical Financial Corp.		2,700		144,369
Chemung Financial Corp.		200		9,620
Citizens & Northern Corp.		356		8,544
City Holding Co.		548		36,974
Civista Bancshares, Inc.		400		8,800
CNB Financial Corp.		474		12,438
CoBiz Financial, Inc.		1,500		29,985
Codorus Valley Bancorp, Inc.		441		12,141
Columbia Banking System, Inc.		2,768		120,242
Community Bank System, Inc.		1,837		98,739
Community Financial Corp.		100		3,830
Community Trust Bancorp, Inc.		483		22,749
ConnectOne Bancorp, Inc.		1,060		27,295
County Bancorp, Inc.		300		8,928
Customers Bancorp, Inc.*		980		25,470
CVB Financial Corp.		3,992		94,051
Eagle Bancorp, Inc.*		1,173		67,917
Enterprise Bancorp, Inc.		313		10,658
Enterprise Financial Services Corp.		782		35,307
Equity Bancshares, Inc., Class A*		300		10,623
Evans Bancorp, Inc.		200		8,380
Farmers & Merchants Bancorp, Inc.		400		16,320
Farmers Capital Bank Corp.		300		11,550
Farmers National Banc Corp.		1,100		16,225
FB Financial Corp.*		500		20,995
Fidelity Southern Corp.		907		19,773
Financial Institutions, Inc.		440		13,684
First Bancorp		1,124		39,688
First BanCorp Puerto Rico*		6,400		32,640
First Bancorp, Inc.		434		11,818
First Bancshares, Inc.		300		10,260
First Busey Corp.		1,413		42,305
First Business Financial Services, Inc.		400		8,848
First Citizens BancShares, Inc., Class A		278		112,034
First Commonwealth Financial Corp.		3,721		53,285
First Community Bancshares, Inc.		626		17,985
First Connecticut Bancorp, Inc.		659		17,233
First Financial Bancorp		2,505		66,007
First Financial Bankshares, Inc.		2,452		110,463
First Financial Corp.		480		21,768
First Foundation, Inc.*		1,200		22,248
First Internet Bancorp		300		11,445
First Interstate BancSystem, Inc., Class A		987		39,529
First Merchants Corp.		1,538		64,688
First Mid-Illinois Bancshares, Inc.		300		11,562
First Midwest Bancorp, Inc.		4,014		96,376
First Northwest Bancorp*		500		8,150
FNB Bancorp.		300		10,947
Franklin Financial Network, Inc.*		400		13,640
Fulton Financial Corp.		6,403		114,614
German American Bancorp, Inc.		738		26,074
Glacier Bancorp, Inc.		3,021		118,997
Great Southern Bancorp, Inc.		471		24,327

	Number of Shares		Value†
Banks — (continued)
Great Western Bancorp, Inc.		2,300	$	91,540
Green Bancorp, Inc.*		700		14,210
Guaranty Bancorp		700		19,355
Hancock Holding Co.		3,272		161,964
Hanmi Financial Corp.		1,213		36,815
HarborOne Bancorp, Inc.*		600		11,496
Heartland Financial USA, Inc.		917		49,197
Heritage Commerce Corp.		1,200		18,384
Heritage Financial Corp.		1,130		34,804
Home BancShares, Inc.		5,835		135,664
Hope Bancorp, Inc.		5,067		92,473
Horizon Bancorp		900		25,020
Howard Bancorp, Inc.*		500		11,000
IBERIABANK Corp.		1,946		150,815
Independent Bank Corp.		800		17,880
Independent Bank Corp.		1,071		74,809
Independent Bank Group, Inc.		700		47,320
International Bancshares Corp.		2,125		84,362
Investar Holding Corp.		300		7,230
Kearny Financial Corp.		3,176		45,893
Lakeland Bancorp, Inc.		1,711		32,937
Lakeland Financial Corp.		891		43,205
LCNB Corp.		400		8,180
LegacyTexas Financial Group, Inc.		1,866		78,764
Live Oak Bancshares, Inc.		900		21,465
Macatawa Bank Corp.		1,300		13,000
MainSource Financial Group, Inc.		921		33,441
MB Financial, Inc.		3,084		137,300
MBT Financial Corp.		900		9,540
Mercantile Bank Corp.		700		24,759
Midland States Bancorp, Inc.		600		19,488
MidSouth Bancorp, Inc.		700		9,275
MidWestOne Financial Group, Inc.		400		13,412
National Bankshares, Inc.		319		14,499
National Commerce Corp.*		400		16,100
NBT Bancorp, Inc.		1,669		61,419
Nicolet Bankshares, Inc.*		300		16,422
Northeast Bancorp		300		6,945
Northrim BanCorp, Inc.		300		10,155
Norwood Financial Corp.		300		9,900
OFG Bancorp		1,810		17,014
Old Line Bancshares, Inc.		400		11,776
Old National Bancorp		4,961		86,569
Old Second Bancorp, Inc.		800		10,920
Opus Bank*		700		19,110
Orrstown Financial Services, Inc.		400		10,100
Pacific Mercantile Bancorp*		800		7,000
Paragon Commercial Corp.*		200		10,642
Park National Corp.		524		54,496
PCSB Financial Corp.*		700		13,335
Peapack Gladstone Financial Corp.		636		22,273
Penns Woods Bancorp, Inc.		268		12,483
People’s Utah Bancorp		600		18,180
Peoples Bancorp, Inc.		572		18,659
Peoples Financial Services Corp.		300		13,974
Preferred Bank		500		29,390

131

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Banks — (continued)
Premier Financial Bancorp, Inc.		440	$	8,835
QCR Holdings, Inc.		400		17,140
Reliant Bancorp, Inc.		400		10,256
Renasant Corp.		1,635		66,855
Republic Bancorp, Inc., Class A		387		14,714
Republic First Bancorp, Inc.*		1,700		14,365
S&T Bancorp, Inc.		1,259		50,121
Sandy Spring Bancorp, Inc.		985		38,435
Seacoast Banking Corp of Florida*		1,540		38,823
ServisFirst Bancshares, Inc.		1,800		74,700
Shore Bancshares, Inc.		600		10,020
Sierra Bancorp		312		8,287
Simmons First National Corp., Class A		1,448		82,681
SmartFinancial, Inc.*		400		8,680
South State Corp.		1,380		120,267
Southern First Bancshares, Inc.*		300		12,375
Southern National Bancorp of Virginia, Inc.		600		9,618
Southside Bancshares, Inc.		971		32,703
State Bank Financial Corp.		1,500		44,760
Stock Yards Bancorp, Inc.		767		28,916
Summit Financial Group, Inc.		400		10,528
Sun Bancorp, Inc.		520		12,636
Sunshine Bancorp, Inc.*		300		6,882
Texas Capital Bancshares, Inc.*		1,873		166,510
The Bancorp, Inc.*		1,512		14,939
The First of Long Island Corp.		889		25,336
Tompkins Financial Corp.		558		45,393
Towne Bank		2,232		68,634
TriCo Bancshares		804		30,439
TriState Capital Holdings, Inc.*		1,000		23,000
Triumph Bancorp., Inc.*		500		15,750
TrustCo Bank Corp.		3,252		29,918
Trustmark Corp.		2,630		83,792
UMB Financial Corp.		1,781		128,089
Umpqua Holdings Corp.		8,501		176,821
Union Bankshares Corp.		1,628		58,885
Union Bankshares Inc/Morrisville VT		100		5,295
United Bankshares, Inc.		3,856		133,996
United Community Banks, Inc.		2,678		75,359
Univest Corp. of Pennsylvania		1,087		30,490
Valley National Bancorp		10,035		112,593
Veritex Holdings, Inc.*		600		16,554
Walker & Dunlop, Inc.*		1,100		52,250
Washington Trust Bancorp, Inc.		570		30,352
WashingtonFirst Bankshares Inc.*		420		14,389
WesBanco, Inc.		1,623		65,975
West Bancorporation, Inc.		778		19,567
Westamerica Bancorporation		973		57,942
Western New England Bancorp, Inc.		1,000		10,900
Wintrust Financial Corp.		2,142		176,437
Xenith Bankshares, Inc.*		300		10,149
				7,496,974
Beverages — 0.3%
Coca-Cola Bottling Co. Consolidated		174		37,455
Craft Brew Alliance, Inc.*		700		13,440

	Number of Shares		Value†
Beverages — (continued)
Farmer Brothers Co.*		204	$	6,559
MGP Ingredients, Inc.		500		38,440
National Beverage Corp.		442		43,068
Primo Water Corp.*		1,000		12,570
The Boston Beer Co., Inc., Class A*		327		62,490
				214,022
Biotechnology — 4.1%
Abeona Therapeutics, Inc.*		900		14,265
Acceleron Pharma, Inc.*		1,100		46,684
Achillion Pharmaceuticals, Inc.*		4,300		12,384
Acorda Therapeutics, Inc.*		1,731		37,130
Aduro Biotech, Inc.*		1,500		11,250
Advaxis, Inc.*		1,000		2,840
Agenus, Inc.*		3,200		10,432
Alder Biopharmaceuticals, Inc.*		1,900		21,755
AMAG Pharmaceuticals, Inc.*		1,456		19,292
AnaptysBio, Inc.*		700		70,504
Anavex Life Sciences Corp.*		2,000		6,440
ANI Pharmaceuticals, Inc.*		300		19,335
Ardelyx, Inc.*		1,400		9,240
Arena Pharmaceuticals, Inc.*		1,450		49,256
Assembly Biosciences, Inc.*		500		22,625
Asterias Biotherapeutics, Inc.*		1,300		2,925
Atara Biotherapeutics, Inc.*		1,000		18,100
Athersys, Inc.*		3,600		6,516
Audentes Therapeutics, Inc.*		600		18,750
Bellicum Pharmaceuticals, Inc.*		900		7,569
BioCryst Pharmaceuticals, Inc.*		2,900		14,239
Biohaven Pharmaceutical Holding Co. Ltd.*		400		10,792
BioTime, Inc.*		3,100		6,665
Bluebird Bio, Inc.*		1,800		320,580
Blueprint Medicines Corp.*		1,500		113,115
Calyxt, Inc.*		300		6,609
Cambrex Corp.*		1,267		60,816
Celldex Therapeutics, Inc.*		3,644		10,349
Clearside Biomedical, Inc.*		500		3,500
Coherus Biosciences, Inc.*		1,300		11,440
Corium International, Inc.*		900		8,649
Curis, Inc.*		3,600		2,520
Cytokinetics, Inc.*		1,400		11,410
CytomX Therapeutics, Inc.*		900		18,999
Dermira, Inc.*		1,500		41,715
Dynavax Technologies Corp.*		2,320		43,384
Edge Therapeutics, Inc.*		800		7,496
Editas Medicine, Inc.*		1,300		39,949
Emergent BioSolutions, Inc.*		1,258		58,459
Enzo Biochem, Inc.*		1,800		14,670
Epizyme, Inc.*		1,600		20,080
Exact Sciences Corp.*		4,500		236,430
Fate Therapeutics, Inc.*		2,000		12,220
Five Prime Therapeutics, Inc.*		1,100		24,112
Fortress Biotech, Inc.*		500		1,995
Foundation Medicine, Inc.*		518		35,328
Genocea Biosciences, Inc.*		1,800		2,088

132

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Biotechnology — (continued)
Geron Corp.*		6,550	$	11,790
Halozyme Therapeutics, Inc.*		4,489		90,947
Idera Pharmaceuticals, Inc.*		5,700		12,027
ImmunoGen, Inc.*		3,263		20,916
Immunomedics, Inc.*		3,936		63,606
Innoviva, Inc.*		2,800		39,732
Inovio Pharmaceuticals, Inc.*		2,500		10,325
Insmed, Inc.*		2,800		87,304
Intellia Therapeutics, Inc.*		300		5,766
Iovance Biotherapeutics, Inc.*		2,500		20,000
Karyopharm Therapeutics, Inc.*		800		7,680
Kura Oncology, Inc.*		700		10,710
Lexicon Pharmaceuticals, Inc.*		1,760		17,389
Ligand Pharmaceuticals, Inc.*		744		101,876
Loxo Oncology, Inc.*		800		67,344
MacroGenics, Inc.*		1,300		24,700
Merrimack Pharmaceuticals, Inc.		450		4,613
Momenta Pharmaceuticals, Inc.*		2,682		37,414
Myriad Genetics, Inc.*		2,500		85,862
NeoGenomics, Inc.*		1,700		15,062
NewLink Genetics Corp.*		700		5,677
Novavax, Inc.*		10,129		12,560
Novelion Therapeutics, Inc.*		1,000		3,120
Omeros Corp.*		1,400		27,202
Organovo Holdings, Inc.*		4,900		6,566
Otonomy, Inc.*		1,100		6,105
Pacific Biosciences of California, Inc.*		3,200		8,448
Paratek Pharmaceuticals, Inc.*		900		16,110
PDL BioPharma, Inc.*		6,217		17,035
Pieris Pharmaceuticals, Inc.*		1,300		9,815
Prothena Corp. PLC*		1,400		52,486
PTC Therapeutics, Inc.*		1,200		20,016
Puma Biotechnology, Inc.*		1,100		108,735
REGENXBIO, Inc.*		1,100		36,575
Repligen Corp.*		1,300		47,164
Retrophin, Inc.*		1,500		31,605
Rigel Pharmaceuticals, Inc.*		6,090		23,629
RTI Surgical, Inc.*		2,035		8,343
Sage Therapeutics, Inc.*		1,500		247,065
Sangamo Therapeutics, Inc.*		3,203		52,529
Selecta Biosciences, Inc.*		300		2,943
Spark Therapeutics, Inc.*		1,000		51,420
Spectrum Pharmaceuticals, Inc.*		3,014		57,115
Stemline Therapeutics, Inc.*		1,000		15,600
The Medicines Co.*		2,592		70,865
Theravance Biopharma, Inc.*		1,500		41,835
Ultragenyx Pharmaceutical, Inc.*		1,500		69,570
Veracyte Inc.*		800		5,224
Versartis, Inc.*		1,200		2,640
WaVe Life Sciences Ltd.*		400		14,040
XBiotech, Inc.*		800		3,152
ZIOPHARM Oncology, Inc.*		4,627		19,156
				3,374,309

	Number of Shares		Value†
Building Materials — 1.8%
AAON, Inc.		1,585	$	58,170
Apogee Enterprises, Inc.		1,043		47,696
Armstrong Flooring, Inc.*		1,000		16,920
Boise Cascade Co.		1,400		55,860
Builders FirstSource, Inc.*		3,473		75,677
Caesarstone Ltd.*		1,000		22,000
Comfort Systems USA, Inc.		1,327		57,924
Continental Building Products, Inc.*		1,500		42,225
Forterra, Inc.*		900		9,990
Gibraltar Industries, Inc.*		1,201		39,633
Griffon Corp.		1,256		25,560
JELD-WEN Holding, Inc.*		2,600		102,362
Louisiana-Pacific Corp.		5,594		146,898
LSI Industries, Inc.		1,314		9,040
Masonite International Corp.*		1,100		81,565
NCI Building Systems, Inc.*		1,264		24,395
Patrick Industries, Inc.*		975		67,714
PGT Innovations, Inc.*		1,700		28,645
Ply Gem Holdings, Inc.*		1,000		18,500
Quanex Building Products Corp.		1,425		33,345
Simpson Manufacturing Co., Inc.		1,585		90,995
Summit Materials, Inc., Class A*		4,106		129,083
Trex Co., Inc.*		1,162		125,949
Universal Forest Products, Inc.		2,349		88,369
US Concrete, Inc.*		600		50,190
				1,448,705
Chemicals — 1.9%
A. Schulman, Inc.		1,188		44,253
Aceto Corp.		1,042		10,764
AdvanSix, Inc.*		1,200		50,484
AgroFresh Solutions, Inc.*		1,400		10,360
American Vanguard Corp.		1,078		21,183
Balchem Corp.		1,205		97,123
Codexis, Inc.*		1,600		13,360
CSW Industrials, Inc.*		600		27,570
Ferro Corp.*		3,238		76,384
GCP Applied Technologies, Inc.*		2,700		86,130
H.B. Fuller Co.		1,980		106,662
Hawkins, Inc.		449		15,805
Ingevity Corp.*		1,600		112,752
Innophos Holdings, Inc.		796		37,197
Innospec, Inc.		900		63,540
Intrepid Potash, Inc.*		3,700		17,612
KMG Chemicals, Inc.		300		19,824
Kraton Corp.*		1,241		59,779
Kronos Worldwide, Inc.		900		23,193
Landec Corp.*		1,218		15,347
Minerals Technologies, Inc.		1,328		91,433
Oil-Dri Corp of America		97		4,025
OMNOVA Solutions, Inc.*		1,268		12,680
PolyOne Corp.		3,155		137,242
PQ Group Holdings, Inc.*		1,100		18,095
Quaker Chemical Corp.		511		77,054

133

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Chemicals — (continued)
Rayonier Advanced Materials, Inc.		1,900	$	38,855
Sensient Technologies Corp.		1,658		121,283
Stepan Co.		808		63,808
Tronox Ltd., Class A		3,400		69,734
				1,543,531
Coal — 0.3%
Arch Coal, Inc.		800		74,528
Cloud Peak Energy, Inc.*		2,900		12,905
Peabody Energy Corp.*		2,400		94,488
SunCoke Energy, Inc.*		2,341		28,069
Warrior Met Coal, Inc.		700		17,605
Westmoreland Coal Co.*		600		726
				228,321
Commercial Services — 4.7%
Aaron’s, Inc.		2,500		99,625
ABM Industries, Inc.		2,139		80,683
Acacia Research Corp.*		1,880		7,614
Adtalem Global Education, Inc.*		2,400		100,920
Alarm.com Holdings, Inc.*		800		30,200
American Public Education, Inc.*		755		18,913
AMN Healthcare Services, Inc.*		1,809		89,093
ARC Document Solutions, Inc.*		1,436		3,662
Ascent Capital Group, Inc., Class A*		531		6,101
Avis Budget Group, Inc.*		2,900		127,252
B. Riley Financial, Inc.		500		9,050
Barrett Business Services, Inc.		342		22,056
Bridgepoint Education, Inc.*		480		3,984
Capella Education Co.		407		31,502
Cardtronics PLC, Class A*		1,763		32,651
Care.com, Inc.*		400		7,216
Career Education Corp.*		2,300		27,784
Carriage Services, Inc.		600		15,426
CBIZ, Inc.*		2,140		33,063
Collectors Universe, Inc.		400		11,456
CorVel Corp.*		362		19,150
Cotiviti Holdings, Inc.*		1,400		45,094
CPI Card Group, Inc.		160		587
CRA International, Inc.		274		12,316
Cross Country Healthcare, Inc.*		1,084		13,832
Deluxe Corp.		1,807		138,850
Emerald Expositions Events, Inc.		600		12,204
Ennis, Inc.		858		17,803
Everi Holdings, Inc.*		2,500		18,850
EVERTEC, Inc.		2,139		29,197
ExlService Holdings, Inc.*		1,300		78,455
Forrester Research, Inc.		375		16,575
Franklin Covey Co.*		197		4,088
FTI Consulting, Inc.*		1,556		66,846
Grand Canyon Education, Inc.*		1,756		157,215
Great Lakes Dredge & Dock Corp.*		2,751		14,855
Green Dot Corp., Class A*		1,800		108,468
Healthcare Services Group, Inc.		2,680		141,290
HealthEquity, Inc.*		1,900		88,654

	Number of Shares		Value†
Commercial Services — (continued)
Heidrick & Struggles International, Inc.		669	$	16,424
Herc Holdings, Inc.*		900		56,349
Hertz Global Holdings, Inc.*		2,100		46,410
HMS Holdings Corp.*		3,015		51,104
Huron Consulting Group, Inc.*		828		33,493
ICF International, Inc.*		748		39,270
Information Services Group, Inc.*		1,600		6,672
Insperity, Inc.		1,448		83,043
James River Group Holdings Ltd.		900		36,009
K12, Inc.*		1,152		18,317
Kelly Services, Inc., Class A		1,014		27,652
Kforce, Inc.		1,086		27,421
Korn/Ferry International		1,990		82,346
Laureate Education, Inc.*		1,300		17,628
LendingTree, Inc.*		300		102,135
Liberty Tax, Inc.		200		2,200
LSC Communications, Inc.		1,300		19,695
Matthews International Corp., Class A		1,205		63,624
MAXIMUS, Inc.		2,488		178,091
McGrath RentCorp		953		44,772
Medifast, Inc.		331		23,107
MoneyGram International, Inc.*		1,078		14,208
Monro Inc		1,237		70,447
Multi-Color Corp.		567		42,440
National Research Corp., Class A		187		6,975
Navigant Consulting, Inc.*		1,984		38,509
On Assignment, Inc.*		1,952		125,455
Paylocity Holding Corp.*		900		42,444
Quad/Graphics, Inc.		1,300		29,380
Rent-A-Center, Inc.		1,953		21,678
Resources Connection, Inc.		922		14,245
RPX Corp.		1,700		22,848
RR Donnelley & Sons Co.		2,700		25,110
SEACOR Marine Holdings Inc.*		603		7,055
ServiceSource International, Inc.*		2,400		7,416
Sotheby’s*		1,441		74,356
SP Plus Corp.*		693		25,710
Strayer Education, Inc.		400		35,832
Team, Inc.*		1,183		17,627
TeleTech Holdings, Inc.		507		20,407
The Brink’s Co.		1,710		134,577
The Hackett Group, Inc.		1,116		17,532
The Providence Service Corp.*		400		23,736
Travelport Worldwide Ltd.		4,700		61,429
TriNet Group, Inc.*		1,600		70,944
TrueBlue, Inc.*		1,576		43,340
Vectrus, Inc.*		300		9,255
Viad Corp.		771		42,713
Weight Watchers International, Inc.*		1,100		48,708
Willdan Group, Inc.*		300		7,182
				3,819,900
Computers — 2.4%
3D Systems Corp.*		4,400		38,016
A10 Networks, Inc.*		2,000		15,440

134

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Computers — (continued)
Agilysys, Inc.*		376	$	4,617
Barracuda Networks, Inc.*		1,000		27,500
CACI International, Inc., Class A*		950		125,732
Carbonite, Inc.*		800		20,080
Convergys Corp.		3,583		84,200
Cray, Inc.*		1,599		38,696
Diebold Nixdorf, Inc.		2,900		47,415
Digimarc Corp.*		300		10,845
DMC Global, Inc.		700		17,535
Electronics For Imaging, Inc.*		1,824		53,863
Engility Holdings, Inc.*		700		19,859
EPAM Systems, Inc.*		1,900		204,117
Immersion Corp.*		842		5,945
Insight Enterprises, Inc.*		1,343		51,423
LivePerson, Inc.*		1,925		22,138
Lumentum Holdings, Inc.*		2,300		112,470
Maxwell Technologies, Inc.*		1,500		8,640
Mercury Systems, Inc.*		1,836		94,279
Mitek Systems, Inc.*		1,400		12,530
MTS Systems Corp.		660		35,442
NetScout Systems, Inc.*		3,265		99,419
Nutanix, Inc.*		4,100		144,648
Presidio, Inc.*		700		13,419
Pure Storage, Inc., Class A*		3,600		57,096
Qualys, Inc.*		1,100		65,285
Quantum Corp.*		1,100		6,193
Radisys Corp.*		1,700		1,709
Science Applications International Corp.		1,700		130,169
Silver Spring Networks, Inc.*		1,500		24,360
Stratasys Ltd.*		1,800		35,928
Super Micro Computer, Inc.*		1,471		30,781
Sykes Enterprises, Inc.*		1,536		48,307
Syntel, Inc.*		1,360		31,266
The Key W Holding Corp.*		2,200		12,914
Unisys Corp.*		2,224		18,126
USA Technologies, Inc.*		1,800		17,550
Varonis Systems, Inc.*		700		33,985
VeriFone Systems, Inc.*		4,400		77,924
Virtusa Corp.*		1,089		48,003
Vocera Communications, Inc.*		1,100		33,242
				1,981,106
Cosmetics & Personal Care — 0.1%
elf Beauty, Inc.*		800		17,848
Inter Parfums, Inc.		624		27,113
Revlon, Inc., Class A*		570		12,426
				57,387
Distribution & Wholesale — 0.7%
Beacon Roofing Supply, Inc.*		2,581		164,565
Castle Brands, Inc.*		5,500		6,710
Core-Mark Holding Co., Inc.		1,764		55,707
Essendant, Inc.		1,519		14,081
Fossil Group, Inc.*		1,700		13,209
H&E Equipment Services, Inc.		1,159		47,113
Huttig Building Products Inc.*		1,500		9,975

	Number of Shares		Value†
Distribution & Wholesale — (continued)
Nexeo Solutions, Inc.*		1,000	$	9,100
Owens & Minor, Inc.		2,276		42,971
ScanSource, Inc.*		981		35,120
SiteOne Landscape Supply, Inc.*		1,300		99,710
Titan Machinery, Inc.*		523		11,072
Triton International Ltd.*		1,693		63,403
Veritiv Corp.*		500		14,450
				587,186
Diversified Financial Services — 2.3%
Aircastle Ltd.		1,976		46,219
Altisource Portfolio Solutions SA*		500		14,000
Artisan Partners Asset Management, Inc., Class A		1,700		67,150
Associated Capital Group, Inc., Class A		262		8,934
Blackhawk Network Holdings, Inc.*		2,100		74,865
Cohen & Steers, Inc.		817		38,636
Cowen Group Inc., Class A*		947		12,926
Diamond Hill Investment Group, Inc.		107		22,113
Ellie Mae, Inc.*		1,300		116,220
Encore Capital Group, Inc.*		997		41,974
Enova International, Inc.*		1,029		15,641
Evercore, Inc., Class A		1,522		136,980
Federal Agricultural Mortgage Corp., Class C		300		23,472
Financial Engines, Inc.		2,300		69,690
GAIN Capital Holdings, Inc.		1,800		18,000
GAMCO Investors, Inc., Class A		262		7,768
Granite Point Mortgage Trust, Inc.		1,600		28,384
Greenhill & Co., Inc.		1,100		21,450
Hamilton Lane, Inc., Class A		500		17,695
Hannon Armstrong Sustainable Infrastructure Capital, Inc.		1,700		40,902
Houlihan Lokey, Inc.		900		40,887
Impac Mortgage Holdings, Inc.*		500		5,080
INTL. FCStone, Inc.*		593		25,220
Investment Technology Group, Inc.		1,300		25,025
Ladder Capital Corp. REIT		2,747		37,442
Ladenburg Thalmann Financial Services, Inc.		4,000		12,640
LendingClub Corp.*		12,100		49,973
Marlin Business Services Corp.		200		4,480
Moelis & Co., Class A		1,200		58,200
Nationstar Mortgage Holdings, Inc.*		1,300		24,050
Nelnet, Inc., Class A		799		43,769
Ocwen Financial Corp.*		3,800		11,894
OM Asset Management PLC		3,000		50,250
On Deck Capital, Inc.*		2,200		12,628
Oppenheimer Holdings, Inc., Class A		238		6,378
PennyMac Financial Service, Class A*		500		11,175
PHH Corp.*		1,989		20,487
Piper Jaffray Cos.		587		50,629
PJT Partners, Inc., Class A		800		36,480
PRA Group, Inc.*		1,848		61,354
Pzena Investment Management, Inc., Class A		830		8,856
R1 RCM, Inc.*		3,900		17,199
Regional Management Corp.*		300		7,893

135

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Diversified Financial Services — (continued)
Stifel Financial Corp.		2,506	$	149,257
Teton Advisors, Inc., Class B~		2		0
TPG RE Finance Trust, Inc.		400		7,620
Virtu Financial, Inc., Class A		1,100		20,130
Virtus Investment Partners, Inc.		240		27,612
Waddell & Reed Financial, Inc., Class A		3,200		71,488
WageWorks, Inc.*		1,500		93,000
Westwood Holdings Group, Inc.		311		20,591
WisdomTree Investments, Inc.		4,400		55,220
World Acceptance Corp.*		262		21,149
				1,911,075
Electric — 1.8%
ALLETE, Inc.		1,951		145,076
Ameresco, Inc., Class A*		1,100		9,460
Atlantic Power Corp.*		4,127		9,699
Avista Corp.		2,439		125,584
Black Hills Corp.		2,048		123,105
Dynegy, Inc.*		4,300		50,955
El Paso Electric Co.		1,577		87,287
Genie Energy Ltd., Class B*		800		3,488
IDACORP, Inc.		1,901		173,675
MGE Energy, Inc.		1,342		84,680
NorthWestern Corp.		1,880		112,236
NRG Yield, Inc., Class A		1,500		28,275
NRG Yield, Inc., Class C		2,500		47,250
Ormat Technologies, Inc.		1,500		95,940
Otter Tail Corp.		1,592		70,764
PNM Resources, Inc.		3,110		125,800
Portland General Electric Co.		3,456		157,525
Spark Energy, Inc., Class A		400		4,960
Unitil Corp.		463		21,122
				1,476,881
Electrical Components & Equipment — 1.1%
Advanced Energy Industries, Inc.*		1,493		100,748
Belden, Inc.		1,555		119,999
Encore Wire Corp.		771		37,509
Energous Corp.*		700		13,615
EnerSys		1,723		119,973
Generac Holdings, Inc.*		2,349		116,322
General Cable Corp.		1,900		56,240
Graham Corp.		466		9,753
Insteel Industries, Inc.		691		19,569
Littelfuse, Inc.		878		173,686
Novanta, Inc.*		1,300		65,000
Powell Industries, Inc.		429		12,291
SunPower Corp.*		2,300		19,389
Vicor Corp.*		422		8,820
				872,914
Electronics — 2.2%
Allied Motion Technologies, Inc.		400		13,236
Applied Optoelectronics, Inc.*		700		26,474
AVX Corp.		1,600		27,680
Badger Meter, Inc.		1,118		53,440

	Number of Shares		Value†
Electronics — (continued)
Bel Fuse, Inc., Class B		269	$	6,772
Benchmark Electronics, Inc.*		1,813		52,758
Brady Corp., Class A		1,857		70,380
Control4 Corp.*		1,000		29,760
CTS Corp.		1,263		32,522
CyberOptics Corp.*		400		6,000
Electro Scientific Industries, Inc.*		1,300		27,859
ESCO Technologies, Inc.		1,034		62,299
FARO Technologies, Inc.*		620		29,140
Fitbit, Inc.*		6,800		38,828
Fluidigm Corp.*		1,100		6,479
GoPro, Inc., Class A*		3,700		28,009
II-VI, Inc.*		2,356		110,614
IMAX Corp.*		2,100		48,615
Iteris, Inc.*		1,200		8,364
Itron, Inc.*		1,300		88,660
KEMET Corp.*		1,800		27,108
Kimball Electronics, Inc.*		933		17,027
Mesa Laboratories, Inc.		100		12,430
Methode Electronics, Inc.		1,460		58,546
MicroVision, Inc.*		2,900		4,727
NVE Corp.		209		17,974
OSI Systems, Inc.*		657		42,298
Park Electrochemical Corp.		833		16,369
Plexus Corp.*		1,303		79,118
Rogers Corp.*		660		106,867
Sanmina Corp.*		2,926		96,558
Sparton Corp.*		400		9,224
Stoneridge, Inc.*		1,073		24,529
Tech Data Corp.*		1,318		129,125
TTM Technologies, Inc.*		3,629		56,866
Vishay Intertechnology, Inc.		5,100		105,825
Vishay Precision Group, Inc.*		300		7,545
Watts Water Technologies, Inc.		1,117		84,836
Woodward, Inc.		2,001		153,157
ZAGG, Inc.*		900		16,605
				1,834,623
Energy-Alternate Sources — 0.3%
Clean Energy Fuels Corp.*		6,800		13,804
FutureFuel Corp.		1,100		15,499
Green Plains, Inc.		1,467		24,719
Pacific Ethanol, Inc.*		900		4,095
Pattern Energy Group, Inc.		2,600		55,874
Plug Power, Inc.*		6,800		16,048
Renewable Energy Group, Inc.*		1,600		18,880
REX American Resources Corp.*		192		15,896
Sunrun, Inc.*		2,700		15,930
TerraForm Power, Inc., Class A		1,879		22,473
TPI Composites, Inc.*		400		8,184
Vivint Solar, Inc.*		800		3,240
				214,642
Engineering & Construction — 1.4%
Aegion Corp.*		1,255		31,915
Argan, Inc.		536		24,120

136

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Engineering & Construction — (continued)
Chicago Bridge & Iron Co. NV		3,900	$	62,946
Dycom Industries, Inc.*		1,153		128,479
EMCOR Group, Inc.		2,263		185,000
Exponent, Inc.		940		66,834
Granite Construction, Inc.		1,544		97,936
Hill International, Inc.*		1,500		8,175
IES Holdings, Inc.*		400		6,900
KBR, Inc.		5,200		103,116
Layne Christensen Co.*		700		8,785
MasTec, Inc.*		2,564		125,508
McDermott International, Inc.*		11,100		73,038
Mistras Group, Inc.*		800		18,776
MYR Group, Inc.*		683		24,403
NV5 Global, Inc.*		300		16,245
Orion Group Holdings, Inc.*		1,137		8,903
Sterling Construction Co., Inc.*		1,000		16,280
TopBuild Corp.*		1,400		106,036
Tutor Perini Corp.*		1,397		35,414
VSE Corp.		308		14,916
				1,163,725
Entertainment — 1.0%
AMC Entertainment Holdings, Inc., Class A		2,155		32,540
Churchill Downs, Inc.		520		121,004
Eldorado Resorts, Inc.*		1,800		59,670
Eros International PLC*		1,200		11,580
Golden Entertainment, Inc.*		500		16,325
International Speedway Corp., Class A		858		34,191
Marriott Vacations Worldwide Corp.		800		108,168
National CineMedia, Inc.		2,374		16,286
Penn National Gaming, Inc.*		3,200		100,256
Pinnacle Entertainment, Inc.*		1,982		64,871
RCI Hospitality Holdings, Inc.		400		11,192
Reading International, Inc., Class A*		700		11,690
Red Rock Resorts, Inc., Class A		2,700		91,098
Scientific Games Corp., Class A*		2,100		107,730
SeaWorld Entertainment, Inc.*		2,700		36,639
Speedway Motorsports, Inc.		316		5,963
				829,203
Environmental Control — 0.8%
Advanced Disposal Services, Inc.*		1,700		40,698
Advanced Emissions Solutions, Inc.		800		7,728
Aqua Metals, Inc.*		600		1,278
AquaVenture Holdings Ltd.*		400		6,208
Calgon Carbon Corp.		1,762		37,531
Casella Waste Systems, Inc., Class A*		1,500		34,530
CECO Environmental Corp.		1,309		6,715
Covanta Holding Corp.		4,600		77,740
Darling Ingredients, Inc.*		6,267		113,621
Energy Recovery, Inc.*		1,500		13,125
Evoqua Water Technologies Corp.*		1,200		28,452
Heritage-Crystal Clean, Inc.*		600		13,050
Hudson Technologies, Inc.*		1,400		8,498
MSA Safety, Inc.		1,321		102,404

	Number of Shares		Value†
Environmental Control — (continued)
Tetra Tech, Inc.		2,164	$	104,196
U.S. Ecology, Inc.		842		42,942
				638,716
Food — 1.5%
Amplify Snack Brands, Inc.*		900		10,809
B&G Foods, Inc.		2,572		90,406
Cal-Maine Foods, Inc.*		1,246		55,385
Calavo Growers, Inc.		651		54,944
Dean Foods Co.		3,700		42,772
Fresh Del Monte Produce, Inc.		1,316		62,734
Hostess Brands, Inc.*		3,100		45,911
Ingles Markets, Inc., Class A		604		20,898
J&J Snack Foods Corp.		596		90,491
John B Sanfilippo & Son, Inc.		300		18,975
Lancaster Colony Corp.		733		94,711
Lifeway Foods, Inc.*		87		696
Nutrisystem, Inc.		1,080		56,808
Performance Food Group Co.*		3,300		109,230
Sanderson Farms, Inc.		734		101,864
Seneca Foods Corp., Class A*		211		6,488
Smart & Final Stores, Inc.*		1,100		9,405
Snyder’s-Lance, Inc.		3,212		160,857
SpartanNash Co.		1,530		40,820
SUPERVALU, Inc.*		1,471		31,774
The Chefs’ Warehouse, Inc.*		750		15,375
Tootsie Roll Industries, Inc.		679		24,716
United Natural Foods, Inc.*		1,900		93,613
Village Super Market, Inc., Class A		268		6,145
Weis Markets, Inc.		366		15,149
				1,260,976
Forest Products & Paper — 0.3%
Clearwater Paper Corp.*		678		30,781
Deltic Timber Corp.		392		35,888
Neenah, Inc.		674		61,098
Orchids Paper Products Co.		400		5,120
P.H. Glatfelter Co.		1,659		35,569
Schweitzer-Mauduit International, Inc.		1,176		53,343
Verso Corp., Class A*		1,700		29,869
				251,668
Gas — 1.2%
Chesapeake Utilities Corp.		635		49,879
New Jersey Resources Corp.		3,364		135,233
Northwest Natural Gas Co.		1,050		62,633
ONE Gas, Inc.		2,000		146,520
RGC Resources, Inc.		400		10,832
South Jersey Industries, Inc.		3,080		96,188
Southwest Gas Holdings, Inc.		1,786		143,737
Spire, Inc.		1,756		131,964
WGL Holdings, Inc.		1,994		171,165
				948,151
Hand & Machine Tools — 0.3%
Franklin Electric Co., Inc.		1,670		76,653
Hardinge, Inc.		700		12,194

137

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Hand & Machine Tools — (continued)
Kennametal, Inc.		3,100	$	150,071
Milacron Holdings Corp.*		1,800		34,452
				273,370
Healthcare — 0.1%
Syneos Health, Inc.*		2,100		91,560
Healthcare Products — 3.6%
Abaxis, Inc.		829		41,052
Accelerate Diagnostics, Inc.*		951		24,916
Accuray, Inc.*		2,738		11,773
Analogic Corp.		507		42,461
AngioDynamics, Inc.*		1,458		24,247
AtriCure, Inc.*		1,200		21,888
Atrion Corp.		53		33,422
AxoGen, Inc.*		1,200		33,960
BioTelemetry, Inc.*		1,100		32,890
Cantel Medical Corp.		1,375		141,446
Cardiovascular Systems, Inc.*		1,300		30,797
Cerus Corp.*		3,600		12,168
ConforMIS, Inc.*		1,600		3,808
CONMED Corp.		1,103		56,220
CryoLife, Inc.*		1,399		26,791
Cutera, Inc.*		500		22,675
Endologix, Inc.*		3,198		17,109
Entellus Medical, Inc.*		400		9,756
Exactech, Inc.*		509		25,170
FONAR Corp.*		200		4,870
GenMark Diagnostics, Inc.*		1,700		7,089
Genomic Health, Inc.*		709		24,248
Glaukos Corp.*		1,100		28,215
Globus Medical, Inc., Class A*		2,700		110,970
Haemonetics Corp.*		2,046		118,832
Halyard Health, Inc.*		1,800		83,124
ICU Medical, Inc.*		579		125,064
Inogen, Inc.*		600		71,448
Insulet Corp.*		2,246		154,974
Integer Holdings Corp.*		1,193		54,043
Integra LifeSciences Holdings Corp.*		2,452		117,353
Intersect ENT, Inc.*		1,100		35,640
Invacare Corp.		1,190		20,051
iRhythm Technologies, Inc.*		500		28,025
K2M Group Holdings, Inc.*		1,600		28,800
Lantheus Holdings, Inc.*		1,000		20,450
LeMaitre Vascular, Inc.		400		12,736
LivaNova PLC*		1,900		151,848
Luminex Corp.		1,653		32,564
Masimo Corp.*		1,704		144,499
Meridian Bioscience, Inc.		1,760		24,640
Merit Medical Systems, Inc.*		1,875		81,000
MiMedx Group, Inc.*		3,800		47,918
NanoString Technologies, Inc.*		600		4,482
Natus Medical, Inc.*		1,275		48,705
Nevro Corp.*		1,100		75,944
Novocure Ltd.*		2,100		42,420
NuVasive, Inc.*		2,006		117,331
NxStage Medical, Inc.*		2,584		62,610

	Number of Shares		Value†
Healthcare Products — (continued)
Ocular Therapeutix, Inc.*		700	$	3,115
OraSure Technologies, Inc.*		2,201		41,511
Orthofix International NV*		671		36,704
Oxford Immunotec Global PLC*		1,000		13,970
Penumbra, Inc.*		1,100		103,510
Pulse Biosciences, Inc.*		400		9,440
Quidel Corp.*		1,051		45,561
Rockwell Medical, Inc.*		1,800		10,476
Sientra, Inc.*		500		7,030
STAAR Surgical Co.*		1,400		21,700
Surmodics, Inc.*		373		10,444
Tactile Systems Technology, Inc.*		400		11,592
Utah Medical Products, Inc.		100		8,140
Varex Imaging Corp.*		1,500		60,255
ViewRay, Inc.*		1,100		10,186
Wright Medical Group NV*		3,904		86,669
				2,972,745
Healthcare Services — 1.7%
AAC Holdings, Inc.*		200		1,800
Addus HomeCare Corp.*		400		13,920
Almost Family, Inc.*		477		26,402
Amedisys, Inc.*		1,106		58,297
American Renal Associates Holdings, Inc.*		400		6,960
Capital Senior Living Corp.*		1,036		13,976
Catalent, Inc.*		4,800		197,184
Chemed Corp.		582		141,438
Civitas Solutions, Inc.*		400		6,840
Community Health Systems, Inc.*		3,600		15,336
Genesis Healthcare, Inc.*		1,861		1,420
HealthSouth Corp.		3,736		184,596
Invitae Corp.*		1,100		9,988
Kindred Healthcare, Inc.		3,374		32,728
LHC Group, Inc.*		582		35,647
Magellan Health, Inc.*		941		90,853
Medpace Holdings, Inc.*		300		10,878
Molina Healthcare, Inc.*		1,668		127,902
Natera, Inc.*		700		6,293
National HealthCare Corp.		406		24,742
RadNet, Inc.*		1,500		15,150
Select Medical Holdings Corp.*		4,100		72,365
Surgery Partners, Inc.*		700		8,470
Teladoc, Inc.*		2,100		73,185
Tenet Healthcare Corp.*		3,200		48,512
The Ensign Group, Inc.		1,880		41,736
Tivity Health, Inc.*		1,458		53,290
Triple-S Management Corp., Class B*		891		22,141
U.S. Physical Therapy, Inc.		491		35,450
				1,377,499
Holding Companies — 0.2%
FCB Financial Holdings, Inc., Class A*		1,400		71,120
HRG Group, Inc.*		4,575		77,546
National Bank Holdings Corp., Class A		1,000		32,430
Tiptree Financial, Inc., Class A		1,100		6,545
				187,641

138

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Home Builders — 1.0%
Beazer Homes USA, Inc.*		1,424	$	27,355
Cavco Industries, Inc.*		301		45,933
Century Communities, Inc.*		800		24,880
Foundation Building Materials, Inc.*		500		7,395
Green Brick Partners, Inc.*		1,100		12,430
Hovnanian Enterprises, Inc., Class A*		4,810		16,114
Installed Building Products, Inc.*		800		60,760
KB Home		3,200		102,240
LGI Homes, Inc.*		600		45,018
M/I Homes, Inc.*		836		28,758
MDC Holdings, Inc.		1,701		54,228
Meritage Homes Corp.*		1,490		76,288
Tailored Brands, Inc.		1,956		42,699
Taylor Morrison Home Corp., Class A*		2,800		68,516
The New Home Co., Inc.*		600		7,518
TRI Pointe Group, Inc.*		5,700		102,144
William Lyon Homes, Class A*		1,000		29,080
Winnebago Industries, Inc.		1,122		62,383
				813,739
Home Furnishings — 0.5%
American Woodmark Corp.*		569		74,112
Bassett Furniture Industries, Inc.		300		11,280
Daktronics, Inc.		1,209		11,038
Ethan Allen Interiors, Inc.		1,028		29,401
Flexsteel Industries, Inc.		200		9,356
Hamilton Beach Brands Holding Co., Class A		444		11,406
Hooker Furniture Corp.		500		21,225
iRobot Corp.*		982		75,319
Kimball International, Inc., Class B		1,244		23,226
La-Z-Boy, Inc.		1,962		61,214
Sleep Number Corp.*		1,572		59,092
Universal Electronics, Inc.*		600		28,350
VOXX International Corp.*		800		4,480
				419,499
Hotels & Resorts — 0.1%
La Quinta Holdings, Inc.*		3,100		57,226
Household Products & Wares — 0.4%
ACCO Brands Corp.*		4,393		53,595
Central Garden & Pet Co.*		500		19,460
Central Garden & Pet Co., Class A*		1,402		52,869
CSS Industries, Inc.		412		11,466
Helen of Troy Ltd.*		995		95,868
WD-40 Co.		546		64,428
				297,686
Housewares — 0.0%
Libbey, Inc.		800		6,016
Lifetime Brands, Inc.		400		6,600
				12,616
Insurance — 3.1%
Ambac Financial Group, Inc.*		1,700		27,166
American Equity Investment Life Holding Co.		3,276		100,671

	Number of Shares		Value†
Insurance — (continued)
AMERISAFE, Inc.		708	$	43,613
AmTrust Financial Services, Inc.		3,300		33,231
Argo Group International Holdings Ltd.		1,159		71,452
Atlas Financial Holdings, Inc.*		400		8,220
Baldwin & Lyons, Inc., Class B		325		7,784
Blue Capital Reinsurance Holdings Ltd.		300		3,615
Citizens, Inc.*		1,466		10,775
CNO Financial Group, Inc.		6,393		157,843
Crawford & Co., Class B		638		6,138
Donegal Group, Inc., Class A		283		4,896
eHealth, Inc.*		720		12,506
EMC Insurance Group, Inc.		450		12,910
Employers Holdings, Inc.		1,282		56,921
Enstar Group Ltd.*		413		82,910
Essent Group Ltd.*		3,000		130,260
FBL Financial Group, Inc., Class A		427		29,741
Federated National Holding Co.		500		8,285
Genworth Financial, Inc., Class A*		19,200		59,712
Global Indemnity Ltd.*		383		16,094
Greenlight Capital Re Ltd., Class A*		1,128		22,673
Hallmark Financial Services, Inc.*		255		2,660
HCI Group, Inc.		300		8,970
Health Insurance Innovations, Inc.*		400		9,980
Heritage Insurance Holdings, Inc.		800		14,416
Hilltop Holdings, Inc.		2,783		70,493
Horace Mann Educators Corp.		1,480		65,268
Independence Holding Co.		100		2,745
Infinity Property & Casualty Corp.		420		44,520
Investors Title Co.		39		7,736
Kemper Corp.		1,500		103,350
Kingstone Cos, Inc.		500		9,400
Kinsale Capital Group, Inc.		600		27,000
Maiden Holdings Ltd.		2,768		18,269
MBIA, Inc.*		4,700		34,404
MGIC Investment Corp.*		14,127		199,332
National General Holdings Corp.		2,000		39,280
National Western Life Group, Inc., Class A		95		31,447
NI Holdings, Inc.*		600		10,188
NMI Holdings, Inc., Class A*		2,100		35,700
Primerica, Inc.		1,700		172,635
Radian Group, Inc.		8,403		173,186
RLI Corp.		1,522		92,325
Safety Insurance Group, Inc.		582		46,793
Selective Insurance Group, Inc.		2,175		127,672
State Auto Financial Corp.		476		13,861
Stewart Information Services Corp.		908		38,408
The Navigators Group, Inc.		790		38,473
Third Point Reinsurance Ltd.*		3,700		54,205
Trupanion, Inc.*		900		26,343
United Fire Group, Inc.		880		40,110
United Insurance Holdings Corp.		800		13,800
Universal Insurance Holdings, Inc.		1,251		34,215
WMIH Corp.*		8,700		7,387
				2,521,987

139

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Internet — 2.4%
1-800-Flowers.com, Inc., Class A*		737	$	7,886
Bazaarvoice, Inc.*		3,500		19,075
Blucora, Inc.*		1,496		33,062
Boingo Wireless, Inc.*		1,300		29,250
Box, Inc., Class A*		3,100		65,472
Brightcove, Inc.*		1,200		8,520
Cars.com, Inc.*		2,800		80,752
Carvana Co.*		600		11,472
ChannelAdvisor Corp.*		900		8,100
Chegg, Inc.*		3,600		58,752
Cogent Communications Holdings, Inc.		1,619		73,341
DHI Group, Inc.*		1,863		3,540
Endurance International Group Holdings, Inc.*		2,100		17,640
ePlus, Inc.*		490		36,848
Etsy, Inc.*		4,300		87,935
FTD Cos., Inc.*		818		5,881
Global Eagle Entertainment, Inc.*		1,500		3,435
Groupon, Inc.*		13,300		67,830
GrubHub, Inc.*		3,246		233,063
HealthStream, Inc.*		900		20,844
Imperva, Inc.*		1,300		51,610
Internap Corp.*		775		12,175
Limelight Networks, Inc.*		3,372		14,871
Liquidity Services, Inc.*		1,035		5,020
Meet Group, Inc.*		1,900		5,358
New Media Investment Group, Inc.		1,700		28,526
NIC, Inc.		2,629		43,641
Okta, Inc.*		400		10,244
Overstock.com, Inc.*		571		36,487
Perficient, Inc.*		1,245		23,742
Q2 Holdings, Inc.*		1,100		40,535
QuinStreet, Inc.*		1,815		15,210
Quotient Technology, Inc.*		2,700		31,725
Rapid7, Inc.*		800		14,928
RealNetworks, Inc.*		515		1,761
Reis, Inc.		400		8,260
RingCentral, Inc., Class A*		2,400		116,160
Safeguard Scientifics, Inc.*		850		9,520
Shutterfly, Inc.*		1,290		64,177
Shutterstock, Inc.*		800		34,424
Stamps.com, Inc.*		662		124,456
TechTarget, Inc.*		500		6,960
The Rubicon Project, Inc.*		1,200		2,244
The Trade Desk Inc., Class A*		900		41,157
TrueCar, Inc.*		2,300		25,760
Tucows, Inc.*		400		28,020
VASCO Data Security International, Inc.*		1,028		14,289
VirnetX Holding Corp.*		1,583		5,857
Web.com Group, Inc.*		1,500		32,700
XO Group, Inc.*		859		15,857
Yelp, Inc.*		3,000		125,880
Zendesk, Inc.*		3,800		128,592
Zix Corp.*		1,848		8,094
				2,000,938

	Number of Shares		Value†
Investment Companies — 0.1%
Arlington Asset Investment Corp., Class A		900	$	10,602
Cannae Holdings, Inc.*		2,400		40,872
				51,474
Iron & Steel — 0.6%
AK Steel Holding Corp.*		12,000		67,920
Allegheny Technologies, Inc.*		4,800		115,872
Carpenter Technology Corp.		1,800		91,782
Cleveland-Cliffs, Inc.*		11,200		80,752
Commercial Metals Co.		4,500		95,940
Ryerson Holding Corp.*		800		8,320
Schnitzer Steel Industries, Inc., Class A		900		30,150
TimkenSteel Corp.*		1,400		21,266
				512,002
Leisure Time — 0.7%
Acushnet Holdings Corp.		1,100		23,188
Callaway Golf Co.		3,546		49,396
Camping World Holdings Inc., Class A		1,200		53,676
Drive Shack, Inc.		2,400		13,272
Escalade, Inc.		600		7,380
Fox Factory Holding Corp.*		1,400		54,390
Johnson Outdoors, Inc., Class A		200		12,418
LCI Industries		891		115,830
Liberty TripAdvisor Holdings, Inc., Class A*		2,900		27,332
Lindblad Expeditions Holdings Inc.*		700		6,853
Malibu Boats, Inc., Class A*		600		17,838
Marine Products Corp.		88		1,121
MCBC Holdings, Inc.*		500		11,110
Nautilus, Inc.*		1,300		17,355
Planet Fitness, Inc., Class A*		3,300		114,279
Vista Outdoor, Inc.*		2,200		32,054
				557,492
Lodging — 0.5%
Belmond Ltd., Class A*		3,445		42,201
Boyd Gaming Corp.		3,066		107,463
Caesars Entertainment Corp.*		5,087		64,350
Century Casinos, Inc.*		1,100		10,043
ILG, Inc.		4,116		117,224
Monarch Casino & Resort, Inc.*		485		21,738
Red Lion Hotels Corp.*		800		7,880
The Marcus Corp.		633		17,313
				388,212
Machinery — Construction & Mining — 0.1%
Astec Industries, Inc.		798		46,683
Babcock & Wilcox Enterprises, Inc.*		1,900		10,792
Hyster-Yale Materials Handling, Inc.		344		29,295
				86,770
Machinery — Diversified — 0.9%
Alamo Group, Inc.		317		35,780
Albany International Corp., Class A		1,132		69,561
Altra Industrial Motion Corp.		1,003		50,551
Applied Industrial Technologies, Inc.		1,482		100,924
Briggs & Stratton Corp.		1,636		41,505

140

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Machinery — Diversified — (continued)
Chart Industries, Inc.*		1,177	$	55,154
Columbus McKinnon Corp.		685		27,386
DXP Enterprises, Inc.*		522		15,436
Gencor Industries, Inc.*		500		8,275
Hurco Cos., Inc.		200		8,440
Ichor Holdings Ltd.*		600		14,760
Intevac, Inc.*		800		5,480
Kadant, Inc.		399		40,060
Lindsay Corp.		353		31,135
Manitowoc Co., Inc.*		1,325		52,126
NACCO Industries, Inc., Class A		122		4,593
SPX FLOW, Inc.*		1,500		71,325
Tennant Co.		736		53,470
The ExOne Co.*		500		4,200
The Gorman-Rupp Co.		751		23,439
Twin Disc, Inc.*		400		10,628
				724,228
Media — 1.3%
Central European Media Enterprises Ltd., Class A*		3,100		14,415
Daily Journal Corp.*		41		9,439
Entercom Communications Corp., Class A		4,800		51,840
Entravision Communications Corp., Class A		2,800		20,020
Gannett Co., Inc.		4,800		55,632
Gray Television, Inc.*		2,600		43,550
Hemisphere Media Group, Inc.*		900		10,395
Houghton Mifflin Harcourt Co.*		3,900		36,270
Liberty Media Corp. - Liberty Braves, Class A*		500		11,025
Liberty Media Corp. - Liberty Braves, Class C*		1,300		28,886
Meredith Corp.		1,500		99,075
MSG Networks, Inc., Class A*		2,300		46,575
Nexstar Media Group, Inc., Class A		1,749		136,772
Saga Communications, Inc., Class A		133		5,380
Scholastic Corp.		1,156		46,367
Sinclair Broadcast Group, Inc., Class A		2,717		102,838
The E.W. Scripps Co., Class A*		2,329		36,402
The New York Times Co., Class A		4,821		89,189
Time, Inc.		3,800		70,110
TiVo Corp.		4,623		72,119
tronc, Inc.*		700		12,313
WideOpenWest, Inc.*		800		8,456
World Wrestling Entertainment, Inc., Class A		1,314		40,182
				1,047,250
Metal Fabricate/Hardware — 0.9%
Advanced Drainage Systems, Inc.		1,200		28,620
Ampco-Pittsburgh Corp.*		500		6,200
Atkore International Group, Inc.*		1,300		27,885
CIRCOR International, Inc.		635		30,912
Global Brass & Copper Holdings, Inc.		700		23,170
Haynes International, Inc.		564		18,076
L.B. Foster Co., Class A*		500		13,575
Lawson Products, Inc.*		400		9,900
Mueller Industries, Inc.		2,188		77,521
Mueller Water Products, Inc., Class A		6,192		77,586

	Number of Shares		Value†
Metal Fabricate/Hardware — (continued)
NN, Inc.		1,000	$	27,600
Northwest Pipe Co.*		600		11,484
Olympic Steel, Inc.		231		4,964
Omega Flex, Inc.		59		4,213
RBC Bearings, Inc.*		859		108,578
Rexnord Corp.*		4,100		106,682
Sun Hydraulics Corp.		859		55,569
The Eastern Co.		300		7,845
TriMas Corp.*		1,795		48,016
Worthington Industries, Inc.		1,784		78,603
				766,999
Mining — 0.7%
Century Aluminum Co.*		1,754		34,449
Coeur Mining, Inc.*		6,928		51,960
Compass Minerals International, Inc.		1,300		93,925
Fairmount Santrol Holdings, Inc.*		6,100		31,903
Ferroglobe Representation & Warranty Insurance Trust Units*~		2,414		0
Gold Resource Corp.		2,400		10,560
Hecla Mining Co.		15,517		61,602
Kaiser Aluminum Corp.		616		65,820
Klondex Mines Ltd.*		6,900		18,009
Materion Corp.		857		41,650
Ring Energy, Inc.*		1,600		22,240
Smart Sand, Inc.*		700		6,062
United States Lime & Minerals, Inc.		29		2,236
Uranium Energy Corp.*		5,300		9,381
US Silica Holdings, Inc.		3,100		100,936
				550,733
Miscellaneous Manufacturing — 1.7%
Actuant Corp., Class A		2,406		60,872
American Outdoor Brands Corp.*		2,179		27,978
American Railcar Industries, Inc.		300		12,492
AZZ, Inc.		976		49,874
Barnes Group, Inc.		1,965		124,326
Chase Corp.		300		36,150
Core Molding Technologies, Inc.		300		6,510
EnPro Industries, Inc.		817		76,398
Fabrinet*		1,300		37,310
Federal Signal Corp.		2,343		47,071
FreightCar America, Inc.		570		9,736
GP Strategies Corp.*		400		9,280
Harsco Corp.*		3,200		59,680
Hillenbrand, Inc.		2,374		106,118
John Bean Technologies Corp.		1,229		136,173
Koppers Holdings, Inc.*		820		41,738
LSB Industries, Inc.*		749		6,561
Lydall, Inc.*		600		30,450
Movado Group, Inc.		460		14,812
Myers Industries, Inc.		625		12,187
NL Industries, Inc.*		90		1,282
Park-Ohio Holdings Corp.		400		18,380
Proto Labs, Inc.*		1,000		103,000
Raven Industries, Inc.		1,346		46,235

141

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Miscellaneous Manufacturing — (continued)
SPX Corp.*		1,700	$	53,363
Standex International Corp.		500		50,925
Sturm Ruger & Co., Inc.		719		40,156
Tredegar Corp.		1,061		20,371
Trinseo SA		1,700		123,420
				1,362,848
Office & Business Equipment — 0.0%
Eastman Kodak Co.*		800		2,480
Office Furnishings — 0.4%
Herman Miller, Inc.		2,232		89,392
HNI Corp.		1,743		67,228
Interface, Inc.		2,395		60,234
Knoll, Inc.		1,953		44,997
Steelcase, Inc., Class A		3,531		53,671
				315,522
Oil & Gas — 1.7%
Abraxas Petroleum Corp.*		4,100		10,086
Adams Resources & Energy, Inc.		100		4,350
Bill Barrett Corp.*		2,025		10,388
Bonanza Creek Energy, Inc.*		800		22,072
California Resources Corp.*		1,400		27,216
Callon Petroleum Co.*		7,400		89,910
Carrizo Oil & Gas, Inc.*		2,965		63,095
Cobalt International Energy, Inc.*		1		1
Contango Oil & Gas Co.*		703		3,311
CVR Energy, Inc.		700		26,068
Delek US Holdings, Inc.		2,979		104,086
Denbury Resources, Inc.*		14,400		31,824
Diamond Offshore Drilling, Inc.*		2,500		46,475
Earthstone Energy, Inc., Class A*		700		7,441
Eclipse Resources Corp.*		1,400		3,360
Energy XXI Gulf Coast, Inc.*		1,200		6,888
Ensco PLC, Class A		16,700		98,697
EP Energy Corp., Class A*		1,800		4,248
Evolution Petroleum Corp.		1,200		8,220
Gastar Exploration, Inc.*		10,700		11,235
Halcon Resources Corp.*		4,900		37,093
Isramco, Inc.*		21		2,198
Jagged Peak Energy, Inc.*		2,200		34,716
Jones Energy, Inc., Class A*		3,262		3,588
Lilis Energy, Inc.*		1,700		8,687
Matador Resources Co.*		3,500		108,955
Midstates Petroleum Co. Inc.*		400		6,632
Nabors Industries Ltd.		952		6,502
Noble Corp. PLC*		9,500		42,940
Oasis Petroleum, Inc.*		9,000		75,690
Panhandle Oil and Gas, Inc., Class A		634		13,029
Par Pacific Holdings, Inc.*		1,318		25,411
Parker Drilling Co.*		5,217		5,217
PDC Energy, Inc.*		2,412		124,315
Penn Virginia Corp.*		600		23,466
Resolute Energy Corp.*		800		25,176
Rowan Cos PLC, Class A*		4,600		72,036

	Number of Shares		Value†
Oil & Gas — (continued)
Sanchez Energy Corp.*		2,700	$	14,337
SandRidge Energy, Inc.*		1,400		29,498
SilverBow Resources, Inc.*		300		8,916
Stone Energy Corp.*		800		25,728
Trecora Resources*		1,000		13,500
Ultra Petroleum Corp.*		7,600		68,856
Unit Corp.*		2,100		46,200
W&T Offshore, Inc.*		1,643		5,438
WildHorse Resource Development Corp.*		1,100		20,251
				1,427,346
Oil & Gas Services — 1.1%
Archrock, Inc.		2,600		27,300
Basic Energy Services, Inc.*		700		16,429
C&J Energy Services, Inc.*		1,800		60,246
CARBO Ceramics, Inc.*		800		8,144
Dril-Quip, Inc.*		1,500		71,550
Exterran Corp.*		1,300		40,872
Flotek Industries, Inc.*		2,000		9,320
Forum Energy Technologies, Inc.*		2,700		41,985
Frank’s International N.V.		1,900		12,635
Geospace Technologies Corp.*		476		6,174
Helix Energy Solutions Group, Inc.*		5,401		40,724
Independence Contract Drilling, Inc.*		1,100		4,378
Keane Group, Inc.*		1,500		28,515
Key Energy Services, Inc.*		400		4,716
Mammoth Energy Services, Inc.*		500		9,815
Matrix Service Co.*		987		17,569
MRC Global, Inc.*		3,400		57,528
Natural Gas Services Group, Inc.*		594		15,563
Ncs Multistage Holdings, Inc.*		400		5,896
Newpark Resources, Inc.*		3,512		30,203
NOW, Inc.*		4,300		47,429
Oil States International, Inc.*		2,100		59,430
Pioneer Energy Services Corp.*		2,650		8,082
ProPetro Holding Corp.*		2,200		44,352
SEACOR Holdings, Inc.*		600		27,732
Select Energy Services, Inc., Class A*		1,000		18,240
Solaris Oilfield Infrastructure, Inc., Class A*		500		10,705
SRC Energy, Inc.*		9,000		76,770
Superior Energy Services, Inc.*		6,000		57,780
TETRA Technologies, Inc.*		5,379		22,968
Thermon Group Holdings, Inc.*		1,100		26,037
Willbros Group, Inc.*		2,600		3,692
				912,779
Packaging and Containers — 0.2%
Greif, Inc., Class A		1,000		60,580
Greif, Inc., Class B		200		13,870
KapStone Paper and Packaging Corp.		3,240		73,516
UFP Technologies, Inc.*		300		8,340
				156,306
Pharmaceuticals — 3.9%
Achaogen, Inc.*		1,100		11,814
Aclaris Therapeutics, Inc.*		800		19,728

142

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Pharmaceuticals — (continued)
Adamas Pharmaceuticals, Inc.*		700	$	23,723
Aerie Pharmaceuticals, Inc.*		1,200		71,700
Aimmune Therapeutics, Inc.*		1,400		52,948
Akcea Therapeutics, Inc.*		600		10,416
Akebia Therapeutics, Inc.*		1,700		25,279
Amicus Therapeutics, Inc.*		6,300		90,657
Amphastar Pharmaceuticals, Inc.*		1,400		26,936
Anika Therapeutics, Inc.*		500		26,955
Antares Pharma, Inc.*		5,600		11,144
Aratana Therapeutics, Inc.*		900		4,734
Array BioPharma, Inc.*		6,248		79,975
Avexis, Inc.*		900		99,603
Axovant Sciences Ltd.*		1,200		6,324
BioScrip, Inc.*		4,411		12,836
BioSpecifics Technologies Corp.*		200		8,666
Calithera Biosciences, Inc.*		1,200		10,020
Cara Therapeutics, Inc.*		800		9,792
Catalyst Pharmaceuticals, Inc.*		2,800		10,948
ChemoCentryx, Inc.*		1,000		5,950
Chimerix, Inc.*		1,700		7,871
Clovis Oncology, Inc.*		1,700		115,600
Collegium Pharmaceutical, Inc.*		1,000		18,460
Concert Pharmaceuticals, Inc.*		500		12,935
Corbus Pharmaceuticals Holdings Inc.*		1,700		12,070
Corcept Therapeutics, Inc.*		3,600		65,016
Depomed, Inc.*		2,283		18,378
Diplomat Pharmacy, Inc.*		1,900		38,133
Durect Corp.*		3,500		3,226
Eagle Pharmaceuticals, Inc.*		300		16,026
Enanta Pharmaceuticals, Inc.*		600		35,208
Esperion Therapeutics, Inc.*		600		39,504
FibroGen, Inc.*		2,500		118,500
Flexion Therapeutics, Inc.*		1,200		30,048
G1 Therapeutics, Inc.*		300		5,952
Global Blood Therapeutics, Inc.*		1,400		55,090
Heron Therapeutics, Inc.*		1,900		34,390
Heska Corp.*		200		16,042
Horizon Pharma PLC*		6,500		94,900
Ignyta, Inc.*		1,600		42,720
Immune Design Corp.*		400		1,560
Impax Laboratories, Inc.*		2,837		47,236
Insys Therapeutics, Inc.*		800		7,696
Intra-Cellular Therapies, Inc.*		1,400		20,272
Ironwood Pharmaceuticals, Inc.*		5,161		77,363
Jounce Therapeutics, Inc.*		400		5,100
Kala Pharmaceuticals, Inc.*		300		5,547
Keryx Biopharmaceuticals, Inc.*		3,500		16,275
Kindred Biosciences, Inc.*		1,400		13,230
La Jolla Pharmaceutical Co.*		700		22,526
Lannett Co., Inc.*		997		23,130
Madrigal Pharmaceuticals, Inc.*		200		18,358
MannKind Corp.*		1		2
MediciNova, Inc.*		1,400		9,058
Melinta Therapeutics, Inc.*		360		5,688
Minerva Neurosciences, Inc.*		800		4,840
MyoKardia, Inc.*		700		29,470

	Number of Shares		Value†
Pharmaceuticals — (continued)
NantKwest, Inc.*		800	$	3,592
Natural Grocers by Vitamin Cottage, Inc.*		400		3,572
Natural Health Trends Corp.		300		4,557
Nature’s Sunshine Products, Inc.*		200		2,310
Nektar Therapeutics*		5,733		342,375
Neogen Corp.*		1,402		115,259
Neos Therapeutics, Inc.*		400		4,080
Pacira Pharmaceuticals, Inc.*		1,600		73,040
Phibro Animal Health Corp., Class A		700		23,450
Portola Pharmaceuticals, Inc.*		2,100		102,228
PRA Health Sciences, Inc.*		1,900		173,033
Prestige Brands Holdings, Inc.*		2,072		92,018
Progenics Pharmaceuticals, Inc.*		2,601		15,476
Protagonist Therapeutics, Inc.*		400		8,320
Ra Pharmaceuticals, Inc.*		500		4,250
Radius Health, Inc.*		1,500		47,655
Reata Pharmaceuticals, Inc., Class A*		300		8,496
Revance Therapeutics, Inc.*		700		25,025
Sarepta Therapeutics, Inc.*		2,300		127,972
Seres Therapeutics, Inc.*		800		8,112
Sucampo Pharmaceuticals, Inc., Class A*		871		15,635
Supernus Pharmaceuticals, Inc.*		1,800		71,730
Synergy Pharmaceuticals, Inc.*		7,600		16,948
Syros Pharmaceuticals, Inc.*		500		4,865
Teligent, Inc.*		1,800		6,534
Tetraphase Pharmaceuticals, Inc.*		1,200		7,560
TG Therapeutics, Inc.*		2,000		16,400
TherapeuticsMD, Inc.*		5,900		35,636
Trevena, Inc.*		2,000		3,200
USANA Health Sciences, Inc.*		448		33,174
Vanda Pharmaceuticals, Inc.*		1,441		21,903
Voyager Therapeutics, Inc.*		300		4,980
Xencor, Inc.*		1,300		28,496
Zogenix, Inc.*		1,175		47,059
Zynerba Pharmaceuticals, Inc.*		400		5,008
				3,211,516
Pipelines — 0.2%
Primoris Services Corp.		1,490		40,513
SemGroup Corp., Class A		2,500		75,500
Tellurian, Inc.*		2,200		21,428
				137,441
Publishing / Newspapers — 0.1%
Cimpress NV*		1,000		119,880
Real Estate — 0.6%
Alexander & Baldwin, Inc.		1,800		49,932
AV Homes, Inc.*		595		9,907
Community Healthcare Trust, Inc.		600		16,860
Consolidated-Tomoka Land Co.		124		7,874
Farmland Partners, Inc.		1,400		12,152
Forestar Group, Inc.*		160		3,520
Four Corners Property Trust, Inc.		2,500		64,250
FRP Holdings, Inc.*		169		7,478
HFF, Inc., Class A		1,500		72,960
Kennedy-Wilson Holdings, Inc.		4,581		79,480

143

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Real Estate — (continued)
KKR Real Estate Finance Trust Inc.		400	$	8,004
Marcus & Millichap, Inc.*		500		16,305
RE/MAX Holdings, Inc., Class A		700		33,950
Redfin Corp.*		400		12,528
Safety Income and Growth, Inc.		400		7,040
Stratus Properties, Inc.		300		8,910
The RMR Group, Inc., Class A		267		15,833
The St. Joe Co.*		1,800		32,490
Trinity Place Holdings, Inc.*		900		6,255
				465,728
Retail — 4.5%
Abercrombie & Fitch Co., Class A		2,800		48,804
America’s Car-Mart, Inc.*		227		10,136
American Eagle Outfitters, Inc.		6,300		118,440
Asbury Automotive Group, Inc.*		649		41,536
Ascena Retail Group, Inc.*		6,713		15,776
At Home Group, Inc.*		100		3,039
Barnes & Noble Education, Inc.*		1,737		14,313
Barnes & Noble, Inc.		2,600		17,420
Big 5 Sporting Goods Corp.		581		4,416
Big Lots, Inc.		1,700		95,455
Biglari Holdings, Inc.*		40		16,576
BJ’s Restaurants, Inc.		920		33,488
Bloomin’ Brands, Inc.		3,500		74,690
BMC Stock Holdings, Inc.*		2,300		58,190
Bob Evans Farms, Inc.		742		58,484
Bojangles’, Inc.*		500		5,900
Boot Barn Holdings, Inc.*		400		6,644
Brinker International, Inc.		1,900		73,796
Buffalo Wild Wings, Inc.*		647		101,158
Build-A-Bear Workshop, Inc.*		700		6,440
Caleres, Inc.		1,654		55,376
Carrols Restaurant Group, Inc.*		1,113		13,523
Chico’s FAS, Inc.		5,300		46,746
Chuy’s Holdings, Inc.*		600		16,830
Citi Trends, Inc.		503		13,309
Conn’s, Inc.*		704		25,027
Cracker Barrel Old Country Store, Inc.		724		115,036
Dave & Buster’s Entertainment, Inc.*		1,600		88,272
Del Frisco’s Restaurant Group, Inc.*		1,000		15,250
Del Taco Restaurants, Inc.*		1,100		13,332
Denny’s Corp.*		2,752		36,436
Dillard’s, Inc., Class A		600		36,030
DineEquity, Inc.		671		34,040
DSW, Inc.		2,500		53,525
Duluth Holdings, Inc., Class B*		500		8,925
El Pollo Loco Holdings, Inc. *		900		8,910
Express, Inc.*		3,154		32,013
EZCORP, Inc., Class A*		1,766		21,545
Fiesta Restaurant Group, Inc.*		1,013		19,247
FirstCash, Inc.		1,839		124,041
Five Below, Inc.*		2,100		139,272
Francesca’s Holdings Corp.*		1,658		12,120
Fred’s, Inc., Class A		1,431		5,796
Freshpet, Inc.*		700		13,265

	Number of Shares		Value†
Retail — (continued)
Genesco, Inc.*		795	$	25,837
GMS, Inc.*		900		33,876
GNC Holdings, Inc., Class A		2,800		10,332
Group 1 Automotive, Inc.		807		57,273
Guess?, Inc.		2,400		40,512
Haverty Furniture Cos., Inc.		750		16,987
Hibbett Sports, Inc.*		955		19,482
HSN, Inc.*		1,279		51,608
J. Alexander’s Holding, Inc.*		483		4,685
J. Jill, Inc.*		800		6,240
J.C. Penney Co., Inc.*		12,100		38,236
Jack in the Box, Inc.		1,114		109,295
Kirkland’s, Inc.*		827		9,895
Lands’ End, Inc.*		700		13,685
Lithia Motors, Inc., Class A		894		101,549
Lumber Liquidators Holdings, Inc.*		1,033		32,426
MarineMax, Inc.*		1,000		18,900
Nathan’s Famous, Inc.		100		7,550
National Vision Holdings, Inc.*		700		28,427
Noodles & Co.*		300		1,575
Office Depot, Inc.		19,900		70,446
Ollie’s Bargain Outlet Holdings, Inc. *		1,900		101,175
Papa John’s International, Inc.		1,010		56,671
Party City Holdco, Inc.*		1,200		16,740
PC Connection, Inc.		565		14,809
PetIQ, Inc.*		400		8,736
PetMed Express, Inc.		713		32,441
Pier 1 Imports, Inc.		3,644		15,086
PMC, Inc.*		400		3,960
Potbelly Corp.*		1,000		12,300
PriceSmart, Inc.		831		71,549
Red Robin Gourmet Burgers, Inc.*		520		29,328
Regis Corp.*		1,332		20,460
RH*		800		68,968
Rush Enterprises, Inc., Class A*		1,135		57,669
Rush Enterprises, Inc., Class B*		300		14,463
Ruth’s Hospitality Group, Inc.		1,195		25,872
Sears Holding Corp.*		500		1,790
Shake Shack, Inc., Class A*		900		38,880
Shoe Carnival, Inc.		458		12,252
Sonic Automotive, Inc., Class A		1,134		20,922
Sonic Corp.		1,532		42,099
Sportsman’s Warehouse Holdings, Inc.*		600		3,966
Systemax, Inc.		262		8,717
Texas Roadhouse, Inc.		2,570		135,388
The Buckle, Inc.		1,049		24,914
The Cato Corp., Class A		1,104		17,576
The Cheesecake Factory, Inc.		1,716		82,677
The Children’s Place, Inc.		694		100,873
The Container Store Group, Inc.*		600		2,844
The Finish Line, Inc., Class A		1,793		26,052
The Habit Restaurants, Inc., Class A*		1,000		9,550
Tile Shop Holdings, Inc.		1,300		12,480
Tilly’s, Inc., Class A		400		5,904
Vera Bradley, Inc.*		800		9,744
Vitamin Shoppe, Inc.*		1,000		4,400

144

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Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Retail — (continued)
Wingstop, Inc.		1,100	$	42,878
Winmark Corp.		100		12,940
Zoe’s Kitchen, Inc.*		700		11,704
Zumiez, Inc.*		703		14,640
				3,644,800
Savings & Loans — 2.0%
Banc of California, Inc.		1,700		35,105
Bank Mutual Corp.		1,632		17,381
BankFinancial Corp.		609		9,342
Bear State Financial, Inc.		800		8,184
Beneficial Bancorp, Inc.		2,773		45,616
Berkshire Hills Bancorp, Inc.		1,502		54,973
BofI Holding, Inc.*		2,400		71,760
Brookline Bancorp, Inc.		2,922		45,875
BSB Bancorp, Inc.*		300		8,775
Capitol Federal Financial, Inc.		5,100		68,391
Charter Financial Corp.		700		12,278
Clifton Bancorp, Inc.		646		11,047
Community Bankers Trust Corp.*		1,300		10,595
Dime Community Bancshares, Inc.		1,230		25,769
Entegra Financial Corp.*		400		11,700
ESSA Bancorp, Inc.		500		7,835
First Defiance Financial Corp.		300		15,591
First Financial Northwest, Inc.		100		1,551
Flagstar Bancorp, Inc.*		800		29,936
Flushing Financial Corp.		1,138		31,295
Hingham Institution for Savings		100		20,700
Home Bancorp, Inc.		300		12,966
HomeStreet, Inc.*		1,000		28,950
HomeTrust Bancshares, Inc.*		500		12,875
Investors Bancorp, Inc.		10,155		140,951
Malvern Bancorp, Inc.*		400		10,480
Meridian Bancorp, Inc.		1,874		38,604
Meta Financial Group, Inc.		300		27,795
MutualFirst Financial, Inc.		300		11,565
Northfield Bancorp, Inc.		1,793		30,625
Northwest Bancshares, Inc.		3,775		63,156
OceanFirst Financial Corp.		1,227		32,209
Oritani Financial Corp.		1,718		28,175
Pacific Premier Bancorp, Inc.*		1,516		60,640
Provident Financial Holdings, Inc.		300		5,520
Provident Financial Services, Inc.		2,403		64,809
Riverview Bancorp, Inc.		1,100		9,537
SI Financial Group, Inc.		500		7,350
Southern Missouri Bancorp, Inc.		300		11,277
Sterling Bancorp, Inc.		8,352		205,459
Territorial Bancorp, Inc.		243		7,501
Timberland Bancorp, Inc.		300		7,965
United Community Financial Corp.		1,700		15,521
United Financial Bancorp, Inc.		2,131		37,591
Washington Federal, Inc.		3,400		116,450
Waterstone Financial, Inc.		1,000		17,050
WSFS Financial Corp.		1,071		51,247
				1,599,967

	Number of Shares		Value†
Semiconductors — 2.9%
Alpha & Omega Semiconductor Ltd.*		900	$	14,724
Ambarella, Inc.*		1,300		76,375
Amkor Technology, Inc.*		4,011		40,311
Axcelis Technologies, Inc.*		1,025		29,417
AXT, Inc.*		1,500		13,050
Brooks Automation, Inc.		2,677		63,846
Cabot Microelectronics Corp.		961		90,411
CEVA, Inc.*		871		40,197
Cirrus Logic, Inc.*		2,481		128,665
Cohu, Inc.		904		19,843
Cree, Inc.*		3,800		141,132
Diodes, Inc.*		1,399		40,109
DSP Group, Inc.*		557		6,962
EMCORE Corp.*		1,200		7,740
Entegris, Inc.		5,370		163,516
FormFactor, Inc.*		2,629		41,144
Gerber Scientific, Inc. Escrow Shares*~		500		0
Impinj, Inc.*		700		15,771
Inphi Corp.*		1,600		58,560
Integrated Device Technology, Inc.*		5,093		151,415
IXYS Corp.*		766		18,346
Kopin Corp.*		1,507		4,822
Lattice Semiconductor Corp.*		4,924		28,461
MACOM Technology Solutions Holdings, Inc.*		1,622		52,780
MaxLinear, Inc., Class A*		2,243		59,260
MKS Instruments, Inc.		2,096		198,072
Monolithic Power Systems, Inc.		1,488		167,192
Nanometrics, Inc.*		900		22,428
Photronics, Inc.*		2,692		22,949
Pixelworks, Inc.*		1,700		10,761
Power Integrations, Inc.		1,095		80,537
Rambus, Inc.*		4,423		62,895
Rudolph Technologies, Inc.*		1,054		25,191
Semtech Corp.*		2,509		85,808
Sigma Designs, Inc.*		1,200		8,340
Silicon Laboratories, Inc.*		1,600		141,280
SMART Global Holdings, Inc.*		800		26,960
Synaptics, Inc.*		1,416		56,555
Ultra Clean Holdings, Inc.*		1,300		30,017
Veeco Instruments, Inc.*		1,654		24,562
Xcerra Corp.*		2,466		24,142
Xperi Corp.		1,823		44,481
				2,339,027
Software — 4.6%
2U, Inc.*		1,700		109,667
ACI Worldwide, Inc.*		4,527		102,627
Actua Corp.*		1,028		16,037
Acxiom Corp.*		2,967		81,771
Allscripts Healthcare Solutions, Inc.*		7,100		103,305
Alteryx, Inc., Class A*		500		12,635
Amber Road, Inc.*		600		4,404
American Software, Inc., Class A		1,193		13,875
Appfolio, Inc., Class A*		300		12,450
Apptio, Inc., Class A*		700		16,464

145

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Software — (continued)
Aspen Technology, Inc.*		2,853	$	188,869
Avid Technology, Inc.*		1,100		5,929
Benefitfocus, Inc.*		600		16,200
Blackbaud, Inc.		1,850		174,806
Blackline, Inc.*		600		19,680
Bottomline Technologies, Inc.*		1,545		53,581
BroadSoft, Inc.*		1,161		63,739
Callidus Software, Inc.*		2,400		68,760
Castlight Health, Inc., Class B*		1,200		4,500
Cloudera, Inc.*		3,700		61,124
CommerceHub, Inc.*		500		10,995
CommerceHub, Inc.*		1,100		22,649
CommVault Systems, Inc.*		1,548		81,270
Computer Programs & Systems, Inc.		447		13,432
Cornerstone OnDemand, Inc.*		2,000		70,660
Coupa Software, Inc.*		1,200		37,464
CSG Systems International, Inc.		1,281		56,133
Digi International, Inc.*		1,157		11,049
Donnelley Financial Solutions, Inc.*		1,000		19,490
Ebix, Inc.		936		74,178
Envestnet, Inc.*		1,713		85,393
Everbridge, Inc.*		500		14,860
Evolent Health, Inc., Class A*		2,000		24,600
Fair Isaac Corp.		1,188		182,002
Five9, Inc.*		2,000		49,760
Glu Mobile, Inc.*		4,000		14,560
Hortonworks, Inc.*		1,700		34,187
HubSpot, Inc.*		1,300		114,920
InnerWorkings, Inc.*		1,724		17,292
Inovalon Holdings, Inc.*		2,500		37,500
Instructure, Inc.*		800		26,480
ManTech International Corp., Class A		1,039		52,147
Medidata Solutions, Inc.*		2,188		138,654
MicroStrategy, Inc., Class A*		375		49,238
MINDBODY, Inc., Class A*		1,700		51,765
MobileIron, Inc.*		2,700		10,530
Model N, Inc.*		1,100		17,325
Monotype Imaging Holdings, Inc.		1,599		38,536
MuleSoft, Inc.*		1,000		23,260
New Relic, Inc.*		1,100		63,547
Omnicell, Inc.*		1,435		69,597
Park City Group, Inc.*		700		6,685
Paycom Software, Inc.*		1,900		152,627
PDF Solutions, Inc.*		1,200		18,840
pdvWireless, Inc.*		300		9,630
Pegasystems, Inc.		1,460		68,839
Progress Software Corp.		1,726		73,476
Proofpoint, Inc.*		1,700		150,977
PROS Holdings, Inc.*		917		24,255
QAD, Inc., Class A		392		15,229
Quality Systems, Inc.*		2,204		29,930
RealPage, Inc.*		2,200		97,460
Ribbon Communications, Inc.*		1,843		14,246
Rosetta Stone, Inc.*		1,000		12,470
Simulations Plus, Inc.		600		9,660
SPS Commerce, Inc.*		700		34,013

	Number of Shares		Value†
Software — (continued)
Synchronoss Technologies, Inc.*		1,646	$	14,715
SYNNEX Corp.		1,094		148,729
Tabula Rasa HealthCare, Inc.*		400		11,220
Twilio, Inc.*		2,400		56,640
Upland Software, Inc.*		300		6,498
Verint Systems, Inc.*		2,395		100,231
Workiva, Inc.*		900		19,260
				3,719,526
Storage & Warehousing — 0.1%
Mobile Mini, Inc.		1,777		61,307
Wesco Aircraft Holdings, Inc.*		2,240		16,576
				77,883
Telecommunications — 2.4%
8X8, Inc.*		3,400		47,940
Acacia Communications, Inc.*		700		25,361
ADTRAN, Inc.		1,905		36,862
Aerohive Networks, Inc.*		1,300		7,579
Anixter International, Inc.*		1,134		86,184
ATN International, Inc.		449		24,812
CalAmp Corp.*		1,400		30,002
Calix, Inc.*		1,487		8,848
Ciena Corp.*		5,500		115,115
Cincinnati Bell, Inc.*		1,557		32,463
Clearfield, Inc.*		400		4,900
Comtech Telecommunications Corp.		652		14,422
Consolidated Communications Holdings, Inc.		2,571		31,341
Extreme Networks, Inc.*		4,147		51,920
Finisar Corp.*		4,221		85,897
Frontier Communications Corp.		3,073		20,774
General Communication, Inc., Class A*		886		34,572
Globalstar, Inc.*		14,900		19,519
Gogo, Inc.*		2,200		24,816
GTT Communications, Inc.*		1,100		51,645
Harmonic, Inc.*		2,870		12,054
Hawaiian Telcom Holdco, Inc.*		200		6,172
HC2 Holdings, Inc.*		700		4,165
IDT Corp., Class B*		800		8,480
Infinera Corp.*		5,194		32,878
Intelsat SA*		1,200		4,068
InterDigital, Inc.		1,294		98,538
Iridium Communications, Inc.*		3,500		41,300
j2 Global, Inc.		1,774		133,103
Knowles Corp.*		3,452		50,606
KVH Industries, Inc.*		354		3,664
Loral Space & Communications, Inc.*		546		24,051
NeoPhotonics Corp.*		1,300		8,554
NETGEAR, Inc.*		1,229		72,204
Oclaro, Inc.*		6,500		43,810
Ooma, Inc.*		900		10,755
ORBCOMM, Inc.*		2,700		27,486
Plantronics, Inc.		1,167		58,794
Preformed Line Products Co.		45		3,197
Quantenna Communications, Inc.*		800		9,760
RigNet, Inc.*		500		7,475
Shenandoah Telecommunications Co.		1,718		58,068

146

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
COMMON STO CKS — (continued)
Telecommunications — (continued)
Spok Holdings, Inc.		612	$	9,578
Straight Path Communications, Inc., Class B*		355		64,535
Telenav, Inc.*		1,000		5,500
Ubiquiti Networks, Inc.*		900		63,918
ViaSat, Inc.*		2,062		154,341
Viavi Solutions, Inc.*		8,800		76,912
Vonage Holdings Corp.*		7,500		76,275
Windstream Holdings, Inc.		6,785		12,552
				1,937,765
Textiles — 0.1%
Culp, Inc.		500		16,750
UniFirst Corp.		577		95,147
				111,897
Transportation — 1.5%
Air Transport Services Group, Inc.*		2,085		48,247
ArcBest Corp.		995		35,571
Ardmore Shipping Corp.*		800		6,400
Atlas Air Worldwide Holdings, Inc.*		848		49,735
Bristow Group, Inc.		1,350		18,184
CAI International, Inc.*		660		18,691
Costamare, Inc.		1,200		6,924
Covenant Transportation Group, Inc., Class A*		400		11,492
Daseke, Inc.*		800		11,432
DHT Holdings, Inc.		3,900		14,001
Dorian LPG Ltd.*		1,033		8,491
Eagle Bulk Shipping, Inc.*		1,500		6,720
Echo Global Logistics, Inc.*		1,000		28,000
Era Group, Inc.*		800		8,600
Forward Air Corp.		1,196		68,698
Frontline Ltd.		2,800		12,852
GasLog Ltd.		1,700		37,825
Gener8 Maritime, Inc.*		900		5,958
Golar LNG Ltd.		3,800		113,278
Heartland Express, Inc.		1,967		45,910
Hub Group, Inc., Class A*		1,243		59,540
International Seaways, Inc.*		1,133		20,915
Knight-Swift Transportation Holdings, Inc.		4,680		204,610
Marten Transport Ltd.		1,451		29,455
Matson, Inc.		1,600		47,744
Navios Maritime Acquisition Corp.		3,700		4,107
Nordic American Tankers Ltd.		3,567		8,775
Overseas Shipholding Group, Inc., Class A*		1,600		4,384
PHI, Inc.*		593		6,861
Radiant Logistics, Inc.*		1,000		4,600
Roadrunner Transportation Systems, Inc.*		1,000		7,710
Saia, Inc.*		961		67,991
Schneider National, Inc., Class B		1,300		37,128
Scorpio Bulkers, Inc.		2,600		19,240
Scorpio Tankers, Inc.		7,100		21,655
Ship Finance International Ltd.		2,284		35,402
Teekay Corp.		1,900		17,708
Teekay Tankers Ltd., Class A		9,293		13,010
Universal Logistics Holdings, Inc.		100		2,375

	Number of Shares		Value†
Transportation — (continued)
Werner Enterprises, Inc.		1,752	$	67,715
YRC Worldwide, Inc.*		1,300		18,694
				1,256,628
Trucking and Leasing — 0.2%
GATX Corp.		1,500		93,240
Textainer Group Holdings Ltd.*		812		17,458
The Greenbrier Cos., Inc.		1,047		55,805
				166,503
Water — 0.4%
American States Water Co.		1,424		82,464
Artesian Resources Corp., Class A		313		12,069
California Water Service Group		1,866		84,623
Connecticut Water Service, Inc.		419		24,055
Consolidated Water Co. Ltd.		800		10,080
Middlesex Water Co.		531		21,192
PICO Holdings, Inc.*		792		10,138
SJW Group		688		43,915
The York Water Co.		597		20,238
				308,774
TOTAL COMMON STOCKS (Cost $50,474,549)				74,312,453
REAL ESTATE INVESTMENT TRUSTS — 6.7%
Apartments — 0.2%
Bluerock Residential Growth REIT, Inc.		600		6,066
Education Realty Trust, Inc.		2,901		101,303
Independence Realty Trust, Inc.		2,692		27,162
Preferred Apartment Communities, Inc., Class A		1,400		28,350
				162,881
Building & Real Estate — 0.7%
Agree Realty Corp.		996		51,234
Altisource Residential Corp.		2,200		26,092
Anworth Mortgage Asset Corp.		3,731		20,297
Apollo Commercial Real Estate Finance, Inc.		3,756		69,298
Ares Commercial Real Estate Corp.		1,000		12,900
Capstead Mortgage Corp.		3,475		30,059
CYS Investments, Inc.		5,856		47,024
Dynex Capital, Inc.		2,307		16,172
Getty Realty Corp.		1,169		31,750
Invesco Mortgage Capital, Inc.		4,407		78,577
iStar, Inc.*		2,718		30,713
New York Mortgage Trust, Inc.		4,700		28,999
PennyMac Mortgage Investment Trust		2,692		43,260
Redwood Trust, Inc.		2,777		41,155
Resource Capital Corp.		1,175		11,010
Select Income REIT		2,400		60,312
				598,852
Diversified — 0.8%
AG Mortgage Investment Trust, Inc.		1,188		22,584
Armada Hoffler Properties, Inc.		1,400		21,742

147

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — (continued)
Diversified — (continued)
CatchMark Timber Trust, Inc., Class A		1,300	$	17,069
Clipper Realty, Inc.		600		5,994
CorEnergy Infrastructure Trust, Inc.		500		19,100
Cousins Properties, Inc.		15,570		144,023
NexPoint Residential Trust, Inc.		600		16,764
NorthStar Realty Europe Corp.		2,100		28,203
PS Business Parks, Inc.		765		95,694
STAG lndustrial, Inc.		3,300		90,189
The GEO Group, Inc.		4,752		112,147
Tier REIT, Inc.		2,000		40,780
UMH Properties, Inc.		968		14,423
Whitestone REIT		1,400		20,174
				648,886
Diversified Financial Services — 0.1%
ARMOUR Residential REIT, Inc.		1,375		35,365
Cherry Hill Mortgage Investment Corp.		500		8,995
Great Ajax Corp.		600		8,292
Orchid Island Capital, Inc.		1,200		11,136
Owens Realty Mortgage, Inc.		500		8,005
RAIT Financial Trust		3,606		1,352
Sutherland Asset Management Corp.		700		10,605
Western Asset Mortgage Capital Corp.		1,597		15,890
				99,640
Forest Products & Paper — 0.1%
Potlatch Corp.		1,578		78,742
Healthcare — 0.9%
CareTrust REIT, Inc.		2,795		46,844
Global Medical REIT, Inc.		900		7,380
Healthcare Realty Trust, Inc.		4,572		146,853
LTC Properties, Inc.		1,517		66,065
MedEquities Realty Trust, Inc.		1,100		12,342
National Health Investors, Inc.		1,557		117,367
New Senior Investment Group, Inc.		2,700		20,412
Physicians Realty Trust		6,900		124,131
Quality Care Properties, Inc.*		3,700		51,097
Sabra Health Care REIT, Inc.		6,793		127,505
Universal Health Realty Income Trust		520		39,057
				759,053
Hotels & Resorts — 1.1%
Ashford Hospitality Prime, Inc.		987		9,603
Ashford Hospitality Trust, Inc.		3,020		20,325
Chatham Lodging Trust		1,400		31,864
Chesapeake Lodging Trust		2,389		64,718
DiamondRock Hospitality Co.		7,723		87,193
Hersha Hospitality Trust		1,517		26,396
LaSalle Hotel Properties		4,417		123,985
Pebblebrook Hotel Trust		2,609		96,976
RLJ Lodging Trust		6,480		142,366
Ryman Hospitality Properties, Inc.		1,712		118,162
Summit Hotel Properties, Inc.		4,000		60,920
Sunstone Hotel Investors, Inc.		8,747		144,588
				927,096

	Number of Shares		Value†
Industrial — 0.9%
EastGroup Properties, Inc.		1,275	$	112,684
First Industrial Realty Trust, Inc.		4,429		139,381
Gramercy Property Trust		5,739		153,002
InfraREIT, Inc.*		1,700		31,586
Monmouth Real Estate Investment Corp., Class A		2,649		47,152
QTS Realty Trust, Inc., Class A		1,743		94,401
Rexford Industrial Realty, Inc.		2,600		75,816
Terreno Realty Corp.		1,875		65,738
				719,760
Mixed Industrial/Office — 0.4%
Axon Enterprise, Inc.*		2,011		53,291
Gladstone Commercial Corp.		1,052		22,155
Investors Real Estate Trust		4,618		26,230
Lexington Realty Trust		8,515		82,170
One Liberty Properties, Inc.		503		13,038
Washington Real Estate Investment Trust		3,006		93,547
				290,431
Office Property — 0.4%
American Assets Trust, Inc.		1,600		61,184
City Office REIT, Inc.		900		11,709
Easterly Government Properties, Inc.		1,300		27,742
Franklin Street Properties Corp.		4,045		43,443
Government Properties Income Trust		3,644		67,560
Mack-Cali Realty Corp.		3,500		75,460
				287,098
Real Estate — 0.2%
Global Net Lease, Inc.		2,633		54,187
Xenia Hotels & Resorts, Inc.		4,200		90,678
				144,865
Regional Malls — 0.2%
CBL & Associates Properties, Inc.		6,900		39,054
MTGE Investment Corp.		1,743		32,246
Pennsylvania Real Estate Investment Trust		2,715		32,281
Washington Prime Group, Inc.		7,000		49,840
				153,421
Storage & Warehousing — 0.1%
Jernigan Capital, Inc.		400		7,604
National Storage Affiliates Trust		1,800		49,068
				56,672
Strip Centers — 0.6%
Acadia Realty Trust		3,120		85,363
Alexander’s, Inc.		86		34,043
Cedar Realty Trust, Inc.		2,826		17,182
Kite Realty Group Trust		3,251		63,720
Ramco-Gershenson Properties Trust		3,141		46,267
Retail Opportunity Investments Corp.		4,300		85,785
Saul Centers, Inc.		351		21,674
Seritage Growth Properties		1,000		40,460

148

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Small Cap Index Fund

	Number of Shares		Value†
REAL ESTATE INVESTMENT TRUSTS — (continued)
Strip Centers — (continued)
Urban Edge Properties		3,800	$	96,862
Urstadt Biddle Properties, Inc., Class A		1,216		26,436
				517,792
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $4,617,524)				5,445,189
RIGHTS — 0.0%
Chelsea Therapeutics International Ltd. CVR*~		1,600		0
Cubist Pharmaceuticals, Inc.*~		1,200		0
Durata Therapeutics CVR Shares*~		500		0
Dyax Corp. CVR*~		5,620		14,331
Media General CVR*~		4,400		440
Newstar Financial, Inc.*~		1,300		702
Tobira Therapeutic, Inc. CVR*~		400		4,708
TOTAL RIGHTS (Cost $1,452)				20,181
	Par (000)		Value†
U.S. TREASURY OBLIGATIONS — 0.1%¤
U.S. Treasury Bills
0.053%, 02/01/18		74		73,922
1.425%, 06/07/18	$	3		2,981
TOTAL U.S. TREASURY OBLIGATIONS (Cost $76,914)				76,903
	Number of Shares		Value†
SHORT-TERM INVESTMENTS — 2.2%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,808,091)		1,808,091		1,808,091
TOTAL INVESTMENTS — 100.0% (Cost $56,978,530)			$	81,662,817
Other Assets & Liabilities — 0.0%				(24,691	)
TOTAL NET ASSETS — 100.0%			$	81,638,126

~ Fair valued security. The total market value of fair valued securities at December 31, 2017 is $20,181.

† See Security Valuation Note.

* Non-income producing security.

¤ Zero Coupon Bond. The interest rate disclosed represents the effective yield from the date of acquisition to maturity.

CVR — Contingent Valued Rights.

PLC — Public Limited Company.

REIT — Real Estate Investment Trust.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	74,312,453	$	74,312,453	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		5,445,189		5,445,189		—		—
U.S. TREASURY OBLIGATIONS		76,903		—		76,903		—
RIGHTS		20,181		—		20,181		—
SHORT-TERM INVESTMENTS		1,808,091		1,808,091		—		—
TOTAL INVESTMENTS	$	81,662,817	$	81,565,733	$	97,084	$	—
OTHER FINANCIAL INSTRUMENTS(1)
Futures Contracts	$	31,598	$	31,598	$	—	$	—
TOTAL ASSETS - OTHER FINANCIAL INSTRUMENTS	$	31,598	$	31,598	$	—	$	—

⁽¹⁾  Other financial instruments are derivative instruments not reflected in the value of total investments in securities in the Schedule of Investments such as futures contracts which are valued at the unrealized appreciation (depreciation) on the instrument.

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

Future Contracts:

Type	Futures Contract	Expiration Date	Number of Contracts		Units per Contract		Closing Price		Notional Value		Unrealized Appreciation		Unrealized Depreciation
Buy/Long	Russell 2000 Mini Index	3/31/2018		25		50		1,537		1,921,250	$	31,598	$	—
											$	31,598	$	—

149

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — 98.4%
Australia — 6.8%
AGL Energy Ltd.		5,276	$	99,980
Alumina Ltd.		15,918		29,998
Amcor Ltd.		9,071		108,692
AMP Ltd.		21,837		88,145
APA Group		8,753		56,758
Aristocrat Leisure Ltd.		4,196		77,266
ASX Ltd.		1,401		59,805
Aurizon Holdings Ltd.		15,495		59,706
AusNet Services		11,455		16,098
Australia & New Zealand Banking Group Ltd.		22,734		507,174
Bank of Queensland Ltd.		3,336		32,997
Bendigo & Adelaide Bank Ltd.		4,040		36,661
BHP Billiton Ltd.		24,764		568,852
BlueScope Steel Ltd.		4,455		53,061
Boral Ltd.		8,109		49,090
Brambles Ltd.		12,161		95,307
Caltex Australia Ltd.		2,100		55,632
Challenger Ltd/Australia		4,465		48,693
CIMIC Group Ltd.		829		33,156
Coca-Cola Amatil Ltd.		4,963		32,879
Cochlear Ltd.		418		55,720
Commonwealth Bank of Australia		13,353		833,341
Computershare Ltd.		3,381		42,836
Crown Resorts Ltd.		2,801		28,392
CSL Ltd.		3,491		383,639
Dexus		7,850		59,570
Domino’s Pizza Enterprises Ltd.		473		17,192
Flight Centre Travel Group Ltd.		439		15,132
Fortescue Metals Group Ltd.		11,253		42,585
Goodman Group		13,411		87,875
Harvey Norman Holdings Ltd.		3,235		10,491
Healthscope Ltd.		13,599		22,230
Incitec Pivot Ltd.		13,612		41,245
Insurance Australia Group Ltd.		19,230		108,308
LendLease Group		4,333		55,087
Macquarie Group Ltd.		2,525		195,296
Medibank Pvt. Ltd.		21,209		54,313
Mirvac Group		26,971		49,325
National Australia Bank Ltd.		20,651		474,254
Newcrest Mining Ltd.		5,921		105,406
Oil Search Ltd.		10,741		65,033
Orica Ltd.		2,861		40,223
Origin Energy Ltd.*		14,077		103,117
QBE Insurance Group Ltd.		10,872		90,243
Ramsay Health Care Ltd.		1,058		57,774
REA Group Ltd.		400		23,851
Rio Tinto Ltd.		3,268		192,142
Santos Ltd.*		12,884		54,535
Scentre Group		41,172		134,302
SEEK Ltd.		2,700		39,927
Sonic Healthcare Ltd.		2,847		50,629
South32 Ltd.		16,770		45,907
South32 Ltd.		24,967		67,674
Stockland		18,731		65,340
Suncorp Group Ltd.		9,789		105,508

	Number of Shares		Value†
Australia — (continued)
Sydney Airport		8,538	$	46,849
Tabcorp Holdings Ltd.		13,929		60,433
Telstra Corp. Ltd.		33,844		95,672
The GPT Group		13,907		55,320
The GPT Group, In Specie*~		16,419		0
TPG Telecom Ltd.		2,232		11,421
Transurban Group		16,980		164,333
Treasury Wine Estates Ltd.		5,948		73,808
Vicinity Centres		25,092		53,147
Wesfarmers Ltd.		8,823		305,081
Westfield Corp.		15,906		117,517
Westpac Banking Corp.		25,909		630,199
Woodside Petroleum Ltd.		6,074		156,272
Woolworths Ltd.		9,878		209,871
				7,908,315
Austria — 0.3%
Andritz AG		564		31,825
Erste Group Bank AG*		2,258		97,851
OMV AG		1,135		71,816
Raiffeisen Bank International AG*		1,156		41,888
voestalpine AG		888		53,016
				296,396
Belgium — 1.1%
Ageas		1,453		70,978
Anheuser-Busch InBev N.V.*		5,882		656,673
Colruyt S.A.		365		18,988
Groupe Bruxelles Lambert S.A.		667		71,956
KBC Groep N.V.		1,908		162,587
Proximus SADP		1,133		37,175
Solvay S.A.		600		83,422
Telenet Group Holding N.V.*		377		26,264
UCB S.A.		1,013		80,324
Umicore SA		1,476		69,887
				1,278,254
Bermuda — 0.1%
Jardine Strategic Holdings Ltd.		1,700		67,286
China — 0.1%
Minth Group Ltd.		6,000		36,081
Sands China Ltd.		19,200		98,827
Yangzijiang Shipbuilding Holdings Ltd.		19,000		20,834
				155,742
Denmark — 1.8%
A.P. Moller - Maersk A/S, B Shares		51		88,892
A.P. Moller - Maersk A/S, A Shares		31		51,647
Carlsberg A/S, B Shares		840		100,748
Chr Hansen Holding AS		775		72,658
Coloplast A/S, Class B		905		71,948
Danske Bank A/S		5,740		223,412
DSV A/S		1,517		119,366
Genmab AS*		448		74,297
H Lundbeck A/S		500		25,356
ISS A/S		1,307		50,601

150

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Denmark — (continued)
Novo Nordisk A/S, B Shares		14,391	$	773,307
Novozymes A/S, B Shares		1,690		96,478
Orsted AS144A @		1,454		79,256
Pandora A/S		825		89,676
TDC A/S		6,200		38,085
Tryg A/S		965		24,140
Vestas Wind Systems A/S		1,658		114,568
William Demant Holding A/S*		935		26,117
				2,120,552
Finland — 0.9%
Elisa OYJ		1,000		39,223
Fortum OYJ		3,489		69,052
Kone OYJ, B Shares		2,641		141,829
Metso OYJ		784		26,746
Neste OYJ		918		58,762
Nokia OYJ		44,789		209,269
Nokian Renkaat OYJ		902		40,909
Orion OYJ, B Shares		750		27,964
Sampo OYJ, A Shares		3,451		189,398
Stora Enso OYJ, R Shares		4,323		68,488
UPM-Kymmene OYJ		4,158		129,084
Wartsila OYJ Abp		1,184		74,725
				1,075,449
France — 9.8%
Accor S.A.		1,399		72,020
Aeroports de Paris		215		40,882
Air Liquide S.A.		3,296		414,353
Alstom S.E.		1,201		49,783
Amundi SA144A @		462		39,129
Arkema S.A.		503		61,288
AtoS S.A.		702		102,064
AXA S.A.		15,035		445,535
BioMerieux		318		28,472
BNP Paribas S.A.		8,663		644,427
Bollore S.A.		7,035		38,163
Bollore SA*		40		218
Bouygues S.A.		1,571		81,515
Bureau Veritas S.A.		1,943		53,069
Capgemini S.E.		1,222		144,736
Carrefour S.A.		4,611		99,415
Casino Guichard Perrachon S.A.		468		28,375
Cie de Saint-Gobain		3,857		212,274
Cie Generale des Etablissements Michelin, B Shares		1,336		191,121
CNP Assurances		1,195		27,565
Credit Agricole S.A.		8,891		146,808
Danone S.A.		4,610		386,275
Dassault Aviation S.A.		18		27,988
Dassault Systemes S.A.		994		105,542
Edenred		1,781		51,560
Eiffage S.A.		572		62,600
Electricite de France S.A.		4,320		54,010
Engie SA		14,037		241,317
Essilor International S.A.		1,632		224,794

	Number of Shares		Value†
France — (continued)
Eurazeo S.A.		378	$	34,921
Eutelsat Communications S.A.		1,342		31,071
Faurecia		580		45,202
Fonciere Des Regions		278		31,472
Gecina S.A.		357		65,919
Groupe Eurotunnel S.E.		3,742		48,131
Hermes International		247		132,138
ICADE		313		30,769
Iliad S.A.		205		49,121
Imerys S.A.		213		20,058
Ingenico Group S.A.		444		47,419
Ipsen S.A.		293		34,873
JCDecaux S.A.		510		20,512
Kering		572		269,255
Klepierre		1,645		72,305
L’Oreal S.A.		1,937		429,201
Lagardere S.C.A.		948		30,359
Legrand S.A.		2,075		159,523
LVMH Moet Hennessy Louis Vuitton S.E.		2,155		632,502
Natixis		7,282		57,517
Orange S.A.		15,519		268,956
Pernod Ricard S.A.		1,645		260,164
Peugeot S.A.		4,031		81,874
Publicis Groupe S.A.		1,534		103,985
Remy Cointreau S.A.		157		21,753
Renault S.A.		1,380		138,521
Rexel S.A.		2,198		39,799
Safran S.A.		2,564		264,465
Sanofi S.A.		8,782		756,058
Schneider Electric S.E.*		4,336		367,607
SCOR S.E.		1,349		54,221
SEB S.A.		179		33,135
Societe BIC S.A.		246		27,034
Societe Generale S.A.		5,913		304,847
Sodexo S.A.		698		93,573
Suez Environment Co.		2,717		47,731
Teleperformance		442		63,272
Thales S.A.		777		83,620
TOTAL S.A.		18,253		1,007,562
Ubisoft Entertainment SA*		482		37,033
Unibail-Rodamco S.E.		772		194,275
Valeo SA		1,888		140,638
Veolia Environment S.A.		3,504		89,349
Vinci S.A.		3,835		391,520
Vivendi S.A.		8,154		218,849
Wendel S.A.		185		32,056
Zodiac Aerospace		1,735		51,860
				11,491,323
Germany — 9.1%
adidas AG		1,472		294,384
Allianz S.E.		3,441		787,463
Axel Springer S.E.		327		25,499
BASF S.E.		7,114		779,916
Bayer AG		6,383		793,170
Bayerische Motoren Werke AG		2,582		267,707

151

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Germany — (continued)
Beiersdorf AG		792	$	92,848
Brenntag AG		1,140		71,869
Commerzbank AG*		8,245		122,993
Continental AG		852		229,085
Covestro AG144A @		870		89,581
Daimler AG		7,379		623,970
Deutsche Annington Immobilien S.E.		3,623		179,509
Deutsche Bank AG		15,849		299,767
Deutsche Boerse AG		1,516		175,470
Deutsche Lufthansa AG		1,991		73,117
Deutsche Post AG		7,461		354,647
Deutsche Telekom AG		25,368		448,415
Deutsche Wohnen S.E.		2,770		120,818
Drillisch AG		408		33,651
E.ON S.E.		17,190		186,273
Evonik Industries AG		1,096		41,165
Fraport AG Frankfurt Airport Services Worldwide		272		29,876
Fresenius Medical Care AG & Co. KGaA		1,701		178,621
Fresenius S.E. & Co. KGaA		3,201		248,947
GEA Group AG		1,522		72,819
Hannover Rueck S.E.		474		59,470
HeidelbergCement AG		1,153		124,322
Henkel AG & Co. KGaA		823		98,552
Hochtief AG		160		28,257
Hugo Boss AG		454		38,525
Infineon Technologies AG		8,762		238,625
Innogy S.E.144A @		1,102		43,129
K+S AG		1,330		33,021
KION Group AG		553		47,603
LANXESS AG		691		54,775
Linde AG*		1,451		338,881
MAN S.E.		297		33,986
Merck KGaA		1,016		109,054
METRO AG*		1,566		31,193
MTU Aero Engines AG		398		71,120
Muenchener Ruckversicherungs AG		1,188		256,548
OSRAM Licht AG		667		59,725
ProSiebenSat.1 Media AG		1,773		60,859
RWE AG*		3,801		77,352
SAP S.E.		7,586		848,684
Siemens AG		5,917		819,252
Symrise AG		883		75,707
Telefonica Deutschland Holding AG		5,808		29,067
Thyssenkrupp AG		3,349		96,570
TUI AG		3,650		75,618
Uniper S.E.		1,539		48,011
United Internet AG		908		62,217
Volkswagen AG		247		49,847
Wirecard AG		897		99,694
Zalando SE*144A @		869		45,820
				10,677,064
Hong Kong — 3.2%
AIA Group Ltd.		93,400		794,427
ASM Pacific Technology Ltd.		1,700		23,584

	Number of Shares		Value†
Hong Kong — (continued)
Bank of East Asia Ltd.		8,329	$	36,021
BOC Hong Kong Holdings Ltd.		28,000		141,506
CK Asset Holdings Ltd.		19,670		171,467
CK Hutchison Holdings Ltd.		21,128		264,740
CK Infrastructure Holdings Ltd.		5,000		42,906
CLP Holdings Ltd.		12,500		127,914
First Pacific Co., Ltd.		15,750		10,706
Galaxy Entertainment Group Ltd.		18,000		143,708
Hang Lung Group Ltd.		7,000		25,737
Hang Lung Properties Ltd.		14,000		34,104
Hang Seng Bank Ltd.		5,900		146,373
Henderson Land Development Co., Ltd.		9,828		64,619
HK Electric Investments & HK Electric Investments Ltd.144A @		20,777		19,014
HKT Trust & HKT Ltd.		30,240		38,551
Hong Kong & China Gas Co., Ltd.		65,410		128,092
Hong Kong Exchanges & Clearing Ltd.		8,965		274,224
Hongkong Land Holdings Ltd.		9,000		63,304
Hysan Development Co., Ltd.		5,140		27,270
Kerry Properties Ltd.		3,509		15,763
Kingston Financial Group Ltd.		32,000		30,660
Li & Fung Ltd.		50,000		27,398
Link REIT		16,676		154,283
Melco Resorts & Entertainment Ltd. ADR		1,967		57,122
MGM China Holdings Ltd.		8,400		25,349
MTR Corp., Ltd.		11,599		67,890
New World Development Co., Ltd.		45,236		67,799
NWS Holdings Ltd.		14,013		25,235
PCCW Ltd.		33,068		19,192
Power Assets Holdings Ltd.		10,500		88,504
Shangri-La Asia Ltd.		6,666		15,096
Sino Land Co., Ltd.		22,142		39,172
SJM Holdings Ltd.		17,000		15,190
Sun Hung Kai Properties Ltd.		11,161		185,820
Swire Pacific Ltd., A Shares		4,000		37,009
Swire Properties Ltd.		9,336		30,081
Techtronic Industries Co.		11,000		71,560
The Wharf Holdings Ltd.		9,000		31,036
WH Group Ltd.144A @		63,823		71,931
Wharf Real Estate Investment Co. Ltd.*		9,000		59,901
Wheelock & Co., Ltd.		7,000		49,898
Yue Yuen Industrial Holdings Ltd.		7,000		27,484
				3,791,640
Ireland — 1.1%
AIB Group PLC		6,225		41,080
Anglo Irish Bank Corp. PLC*~		3,146		0
Bank of Ireland Group PLC*		7,345		62,527
CRH PLC		6,591		237,215
DCC PLC		683		68,735
Experian PLC		7,293		160,757
James Hardie Industries PLC		3,086		54,199
Kerry Group PLC, A Shares		1,177		132,043
Paddy Power Betfair PLC		632		75,224
Ryanair Holdings PLC ADR*		257		26,777
Shire PLC		7,072		366,478
				1,225,035

152

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Israel — 0.5%
Azrieli Group		283	$	15,815
Bank Hapoalim BM		8,292		60,895
Bank Leumi Le-Israel BM		11,337		68,240
Bezeq The Israeli Telecommunication Corp., Ltd.		15,011		22,691
Check Point Software Technologies Ltd.*		1,012		104,863
Elbit Systems Ltd.		186		24,846
Frutarom Industries Ltd.		303		28,394
Israel Chemicals Ltd.		3,410		13,808
Mizrahi Tefahot Bank Ltd.		783		14,423
NICE Systems Ltd.		400		36,551
Teva Pharmaceutical Industries Ltd.		7,232		136,774
				527,300
Italy — 2.0%
Assicurazioni Generali SpA		9,446		171,931
Atlantia SpA		3,533		111,382
Davide Campari-Milano SpA		4,464		34,492
Enel SpA		63,275		389,094
Eni SpA		19,544		323,412
Ferrari N.V.		959		100,484
Intesa Sanpaolo SpA		103,608		343,756
Intesa Sanpaolo SpA, RSP		8,795		28,039
Leonardo SpA		3,179		37,777
Luxottica Group SpA		1,314		80,637
Mediobanca SpA		4,539		51,430
Poste Italiane Spa144A @		4,029		30,334
Prysmian SpA		1,608		52,397
Recordati SpA		813		36,129
Snam SpA		17,702		86,695
Telecom Italia SpA*		90,713		78,339
Telecom Italia SpA, RSP		52,300		37,099
Terna Rete Elettrica Nasionale SpA		11,628		67,594
UniCredit SpA*		15,572		290,483
UnipolSai Assicurazioni SpA		8,602		20,065
				2,371,569
Japan — 23.8%
ABC-Mart, Inc.		200		11,464
Acom Co., Ltd.*		3,200		13,445
Aeon Co., Ltd.		4,700		79,278
AEON Financial Service Co., Ltd.		700		16,269
Aeon Mall Co., Ltd.		710		13,867
Air Water, Inc.		1,000		21,051
Aisin Seiki Co., Ltd.		1,400		78,432
Ajinomoto Co., Inc.		4,000		75,257
Alfresa Holdings Corp.		1,600		37,476
Alps Electric Co., Ltd.		1,400		39,824
Amada Holdings Co., Ltd.		3,000		40,731
ANA Holdings, Ltd.		800		33,373
Aozora Bank Ltd.		1,000		38,802
Asahi Glass Co., Ltd.		1,600		69,159
Asahi Group Holdings Ltd.		2,900		143,897
Asahi Kasei Corp.		10,000		128,694
Asics Corp.		1,000		15,895

	Number of Shares		Value†
Japan — (continued)
Astellas Pharma, Inc.		16,000	$	203,252
Bandai Namco Holdings, Inc.		1,500		48,960
Benesse Holdings, Inc.		700		24,629
Bridgestone Corp.		5,000		231,411
Brother Industries Ltd.		1,800		44,243
Calbee, Inc.		600		19,499
Canon, Inc.		8,300		309,242
Casio Computer Co., Ltd.		1,500		21,524
Central Japan Railway Co.		1,100		196,857
Chubu Electric Power Co., Inc.		5,100		63,259
Chugai Pharmaceutical Co., Ltd.		1,800		91,996
Coca-Cola Bottlers Japan, Inc.		1,000		36,489
Concordia Financial Group Ltd.		10,300		61,949
Credit Saison Co., Ltd.		1,000		18,159
Cyberdyne, Inc.*		1,000		17,191
Dai Nippon Printing Co., Ltd.		2,000		44,527
Daicel Corp.		2,000		22,697
Daifuku Co. Ltd.		800		43,465
Daiichi Sankyo Co., Ltd.		4,200		109,209
Daikin Industries Ltd.		1,900		224,510
Daito Trust Construction Co., Ltd.		500		101,866
Daiwa House Industry Co., Ltd.		4,500		172,563
Daiwa House REIT Investment Corp.		11		26,130
Daiwa Securities Group, Inc.		13,000		81,335
DeNA Co., Ltd.		800		16,470
Denso Corp.		3,700		221,662
Dentsu, Inc.		1,700		71,885
Disco Corp.		200		44,328
Don Quijote Holdings Co., Ltd.		800		41,704
East Japan Railway Co.		2,600		253,547
Eisai Co., Ltd.		2,000		113,619
Electric Power Development Co., Ltd.		1,000		26,900
FamilyMart Co., Ltd.		700		49,027
FANUC Corp.		1,500		359,845
Fast Retailing Co., Ltd.		400		159,045
Fuji Electric Co., Ltd.		4,000		30,049
FUJIFILM Holdings Corp.		3,300		134,656
Fujitsu Ltd.		15,000		106,343
Fukuoka Financial Group, Inc.		6,000		33,574
Hakuhodo DY Holdings, Inc.		1,500		19,444
Hamamatsu Photonics K.K.		1,000		33,541
Hankyu Hanshin Holdings, Inc.		1,800		72,303
Hikari Tsushin, Inc.		200		28,715
Hino Motors Ltd.		2,000		25,833
Hirose Electric Co., Ltd.		210		30,661
Hisamitsu Pharmaceutical Co., Inc.		400		24,166
Hitachi Chemical Co., Ltd.		800		20,485
Hitachi Construction Machinery Co., Ltd.		1,000		36,242
Hitachi High-Technologies Corp.		500		21,015
Hitachi Ltd.		38,000		294,812
Hitachi Metals Ltd.		2,000		28,605
Honda Motor Co., Ltd.		13,400		457,309
Hoshizaki Electric Co., Ltd.		400		35,438
Hoya Corp.		3,000		149,410
Hulic Co., Ltd.		2,500		28,033

153

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Japan — (continued)
Idemitsu Kosan Co., Ltd.		900	$	36,050
IHI Corp.		1,200		39,800
Iida Group Holdings Co., Ltd.		1,000		18,823
Inpex Corp.		7,200		89,611
Isetan Mitsukoshi Holdings Ltd.		2,500		30,937
Isuzu Motors Ltd.		4,500		75,138
ITOCHU Corp.		11,600		216,242
J. Front Retailing Co., Ltd.		2,000		37,584
Japan Airlines Co., Ltd.		1,000		39,070
Japan Airport Terminal Co., Ltd.		300		11,107
Japan Exchange Group, Inc.		4,000		69,401
Japan Post Bank Co., Ltd.		3,000		38,963
Japan Post Holdings Co., Ltd.		12,300		140,883
Japan Prime Realty Investment Corp.		6		19,064
Japan Real Estate Investment Corp.		10		47,482
Japan Retail Fund Investment Corp.		20		36,660
Japan Tobacco, Inc.		8,600		276,947
JFE Holdings, Inc.		3,800		90,810
JGC Corp.		1,600		30,911
JSR Corp.		1,500		29,466
JTEKT Corp.		1,500		25,701
JXTG Holdings, Inc.		24,090		154,810
Kajima Corp.		7,000		67,255
Kakaku.com, Inc.		1,100		18,569
Kamigumi Co., Ltd.		1,000		22,099
Kaneka Corp.		2,000		18,229
Kansai Paint Co., Ltd.		1,400		36,329
Kao Corp.		3,900		263,521
Kawasaki Heavy Industries Ltd.		1,000		34,985
KDDI Corp.		13,900		345,270
Keihan Holdings Co., Ltd.		600		17,652
Keikyu Corp.		2,000		38,376
Keio Corp.		1,000		43,925
Keisei Electric Railway Co., Ltd.		1,000		32,107
Keyence Corp.		782		436,850
Kikkoman Corp.		1,000		40,440
Kintetsu Group Holdings Co., Ltd.		1,300		49,751
Kirin Holdings Co., Ltd.		6,800		171,370
Kobe Steel Ltd.*		2,600		23,995
Koito Manufacturing Co., Ltd.		800		56,011
Komatsu Ltd.		7,300		263,820
Konami Corp.		700		38,495
Konica Minolta, Inc.		4,000		38,380
Kose Corp.		200		31,165
Kubota Corp.		8,200		160,387
Kuraray Co., Ltd.		2,600		48,953
Kurita Water Industries Ltd.		800		25,937
Kyocera Corp.		2,400		156,689
Kyowa Hakko Kirin Co., Ltd.		2,000		38,503
Kyushu Electric Power Co., Inc.		2,900		30,376
Kyushu Financial Group, Inc.		3,000		18,082
Kyushu Railway Co.		1,200		37,143
Lawson, Inc.		400		26,581
LINE Corp.*		300		12,251
Lion Corp.		2,000		37,804

	Number of Shares		Value†
Japan — (continued)
LIXIL Group Corp.		2,100	$	56,736
M3, Inc.		1,700		59,592
Mabuchi Motor Co., Ltd.		400		21,622
Makita Corp.		1,600		67,100
Marubeni Corp.		13,000		93,986
Marui Group Co., Ltd.		1,500		27,420
Maruichi Steel Tube Ltd.		300		8,766
Mazda Motor Corp.		4,500		60,135
McDonald’s Holdings Co., Japan Ltd.		400		17,578
Mebuki Financial Group, Inc.		7,020		29,656
Medipal Holdings Corp.		1,100		21,476
MEIJI Holdings Co., Ltd.		900		76,598
MINEBEA MITSUMI, Inc.		3,000		62,571
MISUMI Group, Inc.		2,200		63,871
Mitsubishi Chemical Holdings Corp.		10,800		118,173
Mitsubishi Corp.		11,800		325,371
Mitsubishi Electric Corp.		15,000		248,589
Mitsubishi Estate Co., Ltd.		9,700		168,421
Mitsubishi Gas Chemical Co., Inc.		1,500		42,952
Mitsubishi Heavy Industries Ltd.		2,400		89,482
Mitsubishi Materials Corp.		900		31,937
Mitsubishi Motors Corp.		5,200		37,409
Mitsubishi Tanabe Pharma Corp.		1,900		39,159
Mitsubishi UFJ Financial Group, Inc.		91,300		664,478
Mitsubishi UFJ Lease & Finance Co., Ltd.		3,500		20,773
Mitsui & Co., Ltd.		13,300		215,772
Mitsui Chemicals, Inc.		1,400		44,894
Mitsui Fudosan Co., Ltd.		7,000		156,558
Mitsui OSK Lines Ltd.		1,000		33,234
Mixi, Inc.		300		13,436
Mizuho Financial Group, Inc.		186,280		336,811
MS&AD Insurance Group Holdings, Inc.		3,690		124,465
Murata Manufacturing Co., Ltd.		1,500		200,832
Nabtesco Corp.		900		34,391
Nagoya Railroad Co., Ltd.		1,400		35,257
NEC Corp.		2,100		56,568
Nexon Co., Ltd.*		1,500		43,500
NGK Insulators Ltd.		2,000		37,674
NGK Spark Plug Co., Ltd.		1,400		33,932
NH Foods Ltd.		1,000		24,359
Nidec Corp.		1,800		252,031
Nikon Corp.		2,900		58,357
Nintendo Co., Ltd.		900		324,087
Nippon Building Fund, Inc.		10		48,902
Nippon Electric Glass Co., Ltd.		700		26,643
Nippon Express Co., Ltd.		600		39,844
Nippon Paint Holdings Co., Ltd.		1,300		41,075
Nippon Prologis REIT, Inc.*		15		31,694
Nippon Steel & Sumitomo Metal Corp.		5,917		151,175
Nippon Telegraph & Telephone Corp.		5,400		253,876
Nippon Yusen K.K.*		1,300		31,631
Nissan Chemical Industries Ltd.		1,000		39,835
Nissan Motor Co., Ltd.		18,100		180,205
Nisshin Seifun Group, Inc.		1,815		36,633
Nissin Foods Holdings Co., Ltd.		500		36,454

154

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Japan — (continued)
Nitori Holdings Co., Ltd.		600	$	85,395
Nitto Denko Corp.		1,300		114,983
NOK Corp.		700		16,289
Nomura Holdings, Inc.		28,500		167,060
Nomura Real Estate Holdings, Inc.		1,000		22,342
Nomura Real Estate Master Fund, Inc.*		28		34,765
Nomura Research Institute Ltd.		910		42,239
NSK Ltd.		3,000		47,001
NTT Data Corp.		5,000		59,319
NTT DOCOMO, Inc.		10,600		250,626
Obayashi Corp.		5,000		60,401
Obic Co., Ltd.		500		36,724
Odakyu Electric Railway Co., Ltd.		2,500		53,417
Oji Holdings Corp.		6,000		39,845
Olympus Corp.		2,200		84,161
Omron Corp.		1,500		89,218
Ono Pharmaceutical Co., Ltd.		3,100		72,111
Oracle Corp. Japan		300		24,828
Oriental Land Co., Ltd.		1,700		154,665
ORIX Corp.		10,200		171,981
Osaka Gas Co., Ltd.		2,900		55,765
Otsuka Corp.		400		30,634
Otsuka Holdings Co., Ltd.		2,900		127,186
Panasonic Corp.		17,100		249,556
Park24 Co., Ltd.		800		19,152
Persol Holdings Co. Ltd.		1,400		35,051
Pola Orbis Holdings, Inc.		800		28,033
Rakuten, Inc.*		7,300		66,727
Recruit Holdings Co., Ltd.		8,700		216,021
Renesas Electronics Corp.*		3,900		45,230
Resona Holdings, Inc.		17,800		106,066
Ricoh Co., Ltd.		5,000		46,334
Rinnai Corp.		300		27,143
Rohm Co., Ltd.		700		77,113
Ryohin Keikaku Co., Ltd.		200		62,258
Sankyo Co., Ltd.		400		12,579
Santen Pharmaceutical Co., Ltd.		3,000		46,981
SBI Holdings, Inc.		1,710		35,629
Secom Co., Ltd.		1,600		120,709
Sega Sammy Holdings, Inc.		1,200		14,894
Seibu Holdings, Inc.		1,600		30,228
Seiko Epson Corp.		2,200		51,791
Sekisui Chemical Co., Ltd.		3,000		60,061
Sekisui House Ltd.		4,600		82,978
Seven & I Holdings Co., Ltd.		5,900		244,416
Seven Bank Ltd.		5,300		18,100
Sharp Corp/Japan*		1,200		41,075
Shimadzu Corp.		2,000		45,373
Shimamura Co., Ltd.		200		21,972
Shimano, Inc.		600		84,335
Shimizu Corp.		4,000		41,256
Shin-Etsu Chemical Co., Ltd.		3,000		303,969
Shinsei Bank Ltd.		1,400		24,126
Shionogi & Co., Ltd.		2,300		124,280
Shiseido Co., Ltd.		3,000		144,555

	Number of Shares		Value†
Japan — (continued)
Showa Shell Sekiyu K.K.		1,000	$	13,532
SMC Corp.		400		164,154
SoftBank Corp.		6,400		506,692
Sohgo Security Services Co., Ltd.		500		27,175
Sompo Holdings, Inc.		2,625		101,327
Sony Corp.		9,800		439,852
Sony Financial Holdings, Inc.		1,200		21,208
Stanley Electric Co., Ltd.		1,000		40,463
Start Today Co., Ltd.		1,500		45,530
Subaru Corp.		4,700		149,027
SUMCO Corp.		1,800		45,696
Sumitomo Chemical Co., Ltd.		12,000		85,868
Sumitomo Corp.		9,400		159,441
Sumitomo Dainippon Pharma Co., Ltd.		1,400		20,724
Sumitomo Electric Industries Ltd.		5,900		99,458
Sumitomo Heavy Industries Ltd.		1,000		42,136
Sumitomo Metal Mining Co., Ltd.		2,000		91,501
Sumitomo Mitsui Financial Group, Inc.		10,400		448,287
Sumitomo Mitsui Trust Holdings, Inc.		2,543		100,616
Sumitomo Realty & Development Co., Ltd.		3,000		98,457
Sumitomo Rubber Industries Ltd.		1,200		22,240
Sundrug Co., Ltd.		600		27,832
Suntory Beverage & Food Ltd.		1,000		44,470
Suruga Bank Ltd.		1,300		27,797
Suzuken Co., Ltd.		440		18,065
Suzuki Motor Corp.		2,600		150,497
Sysmex Corp.		1,200		94,225
T&D Holdings, Inc.		4,300		73,360
Taiheiyo Cement Corp.		800		34,443
Taisei Corp.		1,600		79,569
Taisho Pharmaceutical Holdings Co., Ltd.		300		23,896
Taiyo Nippon Sanso Corp.		1,000		13,954
Takashimaya Co., Ltd.		2,000		21,022
Takeda Pharmaceutical Co., Ltd.		5,500		311,397
TDK Corp.		1,000		79,471
Teijin Ltd.		1,200		26,664
Terumo Corp.		2,500		118,274
The Bank of Kyoto Ltd.		400		20,773
The Chiba Bank Ltd.		5,000		41,464
The Chugoku Electric Power Co., Inc.		2,100		22,544
The Dai-ichi Life Insurance Co., Ltd.		8,500		174,693
The Hachijuni Bank Ltd.		3,200		18,286
The Kansai Electric Power Co., Inc.		5,400		66,042
The Shizuoka Bank Ltd.		4,000		41,176
The Yokohama Rubber Co., Ltd.		1,000		24,426
THK Co., Ltd.		1,000		37,380
Tobu Railway Co., Ltd.		1,400		45,183
Toho Co., Ltd.		900		31,153
Toho Gas Co., Ltd.		600		16,427
Tohoku Electric Power Co., Inc.		3,500		44,684
Tokio Marine Holdings, Inc.		5,200		236,512
Tokyo Electric Power Co., Inc.*		12,200		48,149
Tokyo Electron Ltd.		1,200		216,467
Tokyo Gas Co., Ltd.		3,000		68,545
Tokyo Tatemono Co., Ltd.		1,500		20,217

155

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Japan — (continued)
Tokyu Corp.		4,000	$	63,760
Tokyu Fudosan Holdings Corp.		4,000		28,867
Toppan Printing Co., Ltd.		4,000		36,132
Toray Industries, Inc.		11,000		103,535
Toshiba Corp.*		50,000		140,065
Tosoh Corp.		2,300		51,888
TOTO Ltd.		1,000		58,884
Toyo Seikan Group Holdings Ltd.		1,000		16,052
Toyo Suisan Kaisha Ltd.		600		25,614
Toyoda Gosei Co., Ltd.		400		10,149
Toyota Industries Corp.		1,200		76,919
Toyota Motor Corp.		19,968		1,272,561
Toyota Tsusho Corp.		1,600		64,277
Trend Micro, Inc.*		900		50,943
Tsuruha Holdings, Inc.		300		40,749
Unicharm Corp.		3,000		77,901
United Urban Investment Corp.		27		38,844
USS Co., Ltd.		1,500		31,720
West Japan Railway Co.		1,300		94,840
Yahoo Japan Corp.		10,400		47,648
Yakult Honsha Co., Ltd.		700		52,819
Yamada Denki Co., Ltd.		5,300		29,189
Yamaguchi Financial Group, Inc.		2,000		23,703
Yamaha Corp.		1,200		44,264
Yamaha Motor Co., Ltd.		2,100		68,792
Yamato Holdings Co., Ltd.		2,800		56,211
Yamazaki Baking Co., Ltd.		1,000		19,471
Yaskawa Electric Corp.		2,000		87,630
Yokogawa Electric Corp.		2,000		38,185
				27,838,277
Jersey — 0.1%
Randgold Resources Ltd.		746		74,074
Luxembourg — 0.3%
ArcelorMittal*		5,168		167,666
Eurofins Scientific S.E.		87		52,880
Millicom International Cellular S.A.		489		33,025
RTL Group S.A.		294		23,601
SES S.A.		2,712		42,284
Tenaris S.A.		3,987		63,282
				382,738
Macau — 0.0%
Wynn Macau Ltd.		12,400		39,202
Netherlands — 5.9%
ABN AMRO Group N.V.144A @		2,936		94,659
Aegon N.V.		13,389		85,073
AerCap Holdings N.V.*		1,113		58,555
Airbus S.E.		4,473		444,556
Akzo Nobel N.V.		1,963		172,243
Altice N.V. Class A*		3,728		39,093
ASML Holding N.V.		2,984		518,792
Boskalis Westminster		708		26,680
CNH Industrial N.V.		7,476		100,018
EXOR N.V.		848		51,984

	Number of Shares		Value†
Netherlands — (continued)
Heineken Holdings N.V.		885	$	87,500
Heineken N.V.		1,992		207,660
ING Groep N.V.		30,088		552,316
Koninklijke Ahold Delhaize N.V.		9,999		219,807
Koninklijke DSM N.V.		1,417		135,357
Koninklijke KPN N.V.		25,935		90,546
Koninklijke Philips N.V.		7,260		274,127
Koninklijke Vopak N.V.		584		25,582
NN Group N.V.		2,397		103,679
NXP Semiconductors N.V.*		2,696		315,675
QIAGEN N.V.*		1,662		51,839
Randstad Holding N.V.		923		56,634
RELX N.V.		7,544		173,394
Royal Dutch Shell PLC, A Shares		34,658		1,156,992
Royal Dutch Shell PLC, B Shares		28,911		973,548
Unilever N.V.		12,617		710,373
Wolters Kluwer N.V.		2,305		120,158
				6,846,840
New Zealand — 0.2%
Auckland International Airport Ltd.		7,767		35,653
Fisher & Paykel Healthcare Corp. Ltd.		4,362		44,255
Fletcher Building Ltd.		4,795		25,827
Mercury NZ Ltd.		4,163		9,943
Meridian Energy Ltd.		7,526		15,609
Ryman Healthcare Ltd.		2,831		21,221
Spark New Zealand Ltd.		14,196		36,520
				189,028
Norway — 0.6%
DNB ASA		7,620		141,057
Gjensidige Forsikring ASA		1,418		26,747
Marine Harvest ASA*		2,950		49,887
Norsk Hydro ASA		10,203		77,347
Orkla ASA		6,430		68,139
Schibsted ASA		698		18,554
Statoil ASA		8,944		191,477
Telenor ASA		5,795		124,052
Yara International ASA		1,259		57,806
				755,066
Portugal — 0.2%
Banco Espirito Santo S.A.*~		27,017		0
EDP - Energias de Portugal S.A.		18,562		64,253
Galp Energia SGPS, S.A.		3,702		68,016
Jeronimo Martins SGPS, S.A.		2,107		40,919
				173,188
Singapore — 1.4%
Ascendas Real Estate Investment Trust		19,362		39,296
CapitaLand Commercial Trust Ltd.		18,656		26,872
CapitaLand Ltd.		18,600		48,931
CapitaLand Mall Trust		21,700		34,523
City Developments Ltd.		3,000		27,900
ComfortDelGro Corp. Ltd.		20,000		29,550
DBS Group Holdings Ltd.		13,810		255,434

156

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Singapore — (continued)
Genting Singapore PLC		46,800	$	45,707
Global Logistic Properties Ltd.		20,800		52,410
Golden Agri-Resources Ltd.		65,000		17,945
Hutchison Port Holdings Trust		35,100		14,531
Jardine Cycle & Carriage Ltd.		611		18,546
Jardine Matheson Holdings Ltd.		1,600		97,076
Keppel Corp. Ltd.		11,600		63,478
Oversea-Chinese Banking Corp. Ltd.		24,550		226,799
SATS Ltd.		5,300		20,578
Sembcorp Industries Ltd.		9,000		20,330
Singapore Airlines Ltd.		4,000		31,859
Singapore Exchange Ltd.		6,000		33,317
Singapore Press Holdings Ltd.		12,400		24,532
Singapore Technologies Engineering Ltd.		12,000		29,195
Singapore Telecommunications Ltd.		63,200		168,499
StarHub Ltd.		5,000		10,640
Suntec Real Estate Investment Trust		16,000		25,659
United Overseas Bank Ltd.		10,337		203,773
UOL Group Ltd.		4,307		28,488
Wilmar International Ltd.		12,500		28,806
				1,624,674
South Africa — 0.1%
Mediclinic International PLC		2,866		25,082
Mondi PLC		2,860		74,328
				99,410
Spain — 3.1%
Abertis Infraestructuras S.A.		5,393		119,992
ACS Actividades de Construccion y Servicios S.A.		1,874		73,205
Aena SME S.A.144A @		527		106,654
Amadeus IT Holding S.A.		3,314		238,483
Banco Bilbao Vizcaya Argentaria S.A.		51,599		438,498
Banco de Sabadell S.A.		40,310		79,912
Banco Santander S.A.		124,687		817,475
Bankia S.A.		6,559		31,306
Bankinter S.A.		4,820		45,596
CaixaBank		28,028		130,297
Enagas S.A.		1,740		49,763
Endesa S.A.		2,463		52,678
Ferrovial S.A.		3,838		87,096
Gas Natural SDG S.A.		2,914		67,251
Grifols S.A.		2,111		61,723
Iberdrola S.A.		44,752		346,437
Industria de Diseno Textil S.A.		8,378		291,317
Mapfre S.A.		8,177		26,229
Red Electrica Corp. S.A.		3,066		68,823
Repsol S.A.		9,624		169,925
Siemens Gamesa Renewable Energy S.A.		1,855		25,401
Telefonica S.A.		35,081		341,609
				3,669,670
Sweden — 2.6%
Alfa Laval AB		2,088		49,388
Assa Abloy AB		7,608		157,725

	Number of Shares		Value†
Sweden — (continued)
Atlas Copco AB, A Shares		2,942	$	112,758
Atlas Copco AB, B Shares		5,275		227,648
Boliden AB		1,973		67,472
Electrolux AB, B Shares		1,720		55,376
Essity AB, Class B		4,611		131,035
Getinge AB, B Shares		1,654		23,984
Hennes & Mauritz AB, B Shares		7,521		155,563
Hexagon AB, B Shares		2,081		104,392
Husqvarna AB, B Shares		2,834		26,964
ICA Gruppen AB		521		18,927
Industrivarden AB, C Shares		1,227		30,267
Investor AB, B Shares		3,449		157,301
Kinnevik AB		1,832		61,905
L E Lundbergforetagen AB		301		22,485
Lundin Petroleum AB*		1,488		34,062
Nordea Bank AB		23,722		287,225
Sandvik AB		8,817		154,339
Securitas AB, B Shares		2,230		38,896
Skandinaviska Enskilda Banken AB, A Shares		11,725		137,680
Skanska AB, B Shares		2,417		50,082
SKF AB, B Shares		2,667		59,250
Svenska Handelsbanken AB		11,598		158,499
Swedbank AB, A Shares		6,908		166,654
Swedish Match AB		1,496		58,930
Tele2 AB, B Shares		2,792		34,314
Telefonaktiebolaget LM Ericsson, B Shares		23,294		153,734
Telia Co AB		20,054		89,388
Volvo AB, B Shares		11,928		222,122
				3,048,365
Switzerland — 8.6%
ABB Ltd.		14,109		377,900
Adecco S.A.*		1,232		94,150
Baloise Holding AG		370		57,515
Barry Callebaut AG*		17		35,435
Chocoladefabriken Lindt & Spruengli AG		1		72,366
Chocoladefabriken Lindt & Spruengli AG, Participation Certificates		7		42,742
Cie Financiere Richemont S.A.		4,079		369,426
Clariant AG*		1,776		49,626
Coca-Cola HBC AG*		1,371		44,774
Credit Suisse Group AG*		18,971		338,361
Dufry AG*		255		37,852
EMS-Chemie Holding AG		65		43,366
Ferguson PLC		1,932		138,648
Geberit AG		291		128,088
Givaudan S.A.		71		164,005
Glencore PLC		94,445		494,321
Julius Baer Group Ltd.*		1,680		102,735
Kuehne + Nagel International AG		402		71,122
LafargeHolcim Ltd.*		3,541		199,436
Lonza Group AG*		591		159,396
Nestle S.A.		23,825		2,048,384
Novartis AG		17,028		1,432,949
Pargesa Holding S.A.		272		23,559

157

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Switzerland — (continued)
Partners Group Holding AG		130	$	89,075
Roche Holding AG		5,378		1,359,856
Schindler Holding AG		145		32,789
Schindler Holding AG, Participation Certificates		304		69,917
SGS S.A.		43		112,103
Sika AG		16		126,944
Sonova Holding AG		389		60,758
STMicroelectronics N.V.		4,919		107,303
Straumann Holding AG		74		52,203
Swiss Life Holding AG*		251		88,722
Swiss Prime Site AG*		512		47,296
Swiss Re AG		2,504		234,176
Swisscom AG		202		107,415
The Swatch Group AG		234		95,280
The Swatch Group AG, Registered Shares		366		27,916
UBS Group AG		28,484		523,330
Vifor Pharma AG		381		48,776
Zurich Insurance Group AG		1,179		358,467
				10,068,482
United Kingdom — 14.7%
3i Group PLC		7,597		93,527
Admiral Group PLC		1,518		40,944
Anglo American PLC		10,404		216,392
Antofagasta PLC		3,403		45,927
Ashtead Group PLC		3,679		98,676
Associated British Foods PLC		2,750		104,596
AstraZeneca PLC		9,770		674,183
Auto Trader Group PLC144A @		7,720		36,694
Aviva PLC		30,574		208,524
Babcock International Group PLC		1,759		16,737
BAE Systems PLC		25,041		193,475
Barclays PLC		133,569		365,627
Barratt Developments PLC		7,726		67,397
Berkeley Group Holdings PLC		1,009		57,075
BHP Billiton PLC		16,204		327,650
BP PLC		151,727		1,064,406
British American Tobacco PLC		14,773		998,635
British American Tobacco PLC ADR		2,842		190,386
BT Group PLC		66,205		242,660
Bunzl PLC		2,529		70,661
Burberry Group PLC		3,173		76,500
Capita PLC		4,936		26,670
Carnival PLC		1,402		92,245
Centrica PLC		42,920		79,563
Cobham PLC*		17,778		30,249
Coca-Cola European Partners PLC		1,676		66,813
Compass Group PLC		12,345		266,185
ConvaTec Group PLC144A @		9,109		25,116
Croda International PLC		923		55,022
Diageo PLC		19,432		712,266
Direct Line Insurance Group PLC		9,937		51,134
easyJet PLC		1,334		26,368
Fiat Chrysler Automobiles N.V.		8,353		149,128

	Number of Shares		Value†
United Kingdom — (continued)
Fresnillo PLC		1,565	$	30,070
G4S PLC		12,521		45,064
GKN PLC		13,828		59,465
GlaxoSmithKline PLC		38,059		673,993
Hammerson PLC		6,716		49,550
Hargreaves Lansdown PLC		1,892		45,949
HSBC Holdings PLC		154,766		1,598,431
IMI PLC		1,958		35,177
Imperial Brands PLC		7,400		315,644
InterContinental Hotels Group PLC		1,350		85,866
International Consolidated Airlines Group S.A. (London Main Market Exchange)		1,308		11,455
International Consolidated Airlines Group S.A. (Spanish Stock Exchange)		3,606		31,250
Intertek Group PLC		1,257		87,906
Investec PLC		4,543		32,711
ITV PLC		27,237		60,861
J. Sainsbury PLC		12,992		42,306
John Wood Group PLC		5,233		45,787
Johnson Matthey PLC		1,520		62,986
Kingfisher PLC		16,836		76,874
Land Securities Group PLC		5,975		81,181
Legal & General Group PLC		47,123		173,487
Lloyds Banking Group PLC		555,934		509,781
London Stock Exchange Group PLC		2,429		124,235
Marks & Spencer Group PLC		12,979		55,065
Meggitt PLC		5,739		37,265
Merlin Entertainments PLC144A @		5,527		27,077
Micro Focus International PLC*		3,425		116,404
National Grid PLC		26,530		312,749
Next PLC		1,131		68,933
Old Mutual PLC		38,468		120,339
Pearson PLC		6,696		66,330
Persimmon PLC		2,313		85,505
Prudential PLC		19,972		511,488
Reckitt Benckiser Group PLC		5,174		482,699
RELX PLC		8,480		198,840
Rio Tinto PLC		9,558		501,389
Rolls-Royce Holdings PLC*		12,875		146,939
Rolls-Royce Holdings PLC*~		592,250		800
Royal Bank of Scotland Group PLC*		26,113		97,918
Royal Mail PLC		7,054		43,097
RSA Insurance Group PLC		7,501		63,938
Schroders PLC		960		45,443
Segro PLC		8,187		64,804
Severn Trent PLC		1,743		50,788
Sky PLC*		7,899		107,800
Smith & Nephew PLC		7,021		121,485
Smiths Group PLC		2,951		59,225
SSE PLC		7,494		133,226
St James’s Place PLC		4,100		67,732
Standard Chartered PLC*		25,573		268,556
Standard Life Aberdeen PLC		20,768		122,157
Taylor Wimpey PLC		25,341		70,504
Tesco PLC		64,072		181,268

158

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Developed International Index Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
United Kingdom — (continued)
The British Land Co. PLC		7,994	$	74,451
The Sage Group PLC		8,870		95,357
The Weir Group PLC		1,744		49,989
Travis Perkins PLC		2,061		43,604
Unilever PLC		9,667		536,190
United Utilities Group PLC		5,606		62,721
Vodafone Group PLC		205,463		649,466
W.M. Morrison Supermarkets PLC		17,966		53,341
Whitbread PLC		1,474		79,605
Worldpay Group PLC144A @		15,559		89,287
WPP PLC		10,082		182,138
				17,197,372
TOTAL COMMON STOCKS (Cost $83,933,571)				114,992,311
PREFERRED STOCKS — 0.6%
Germany — 0.6%
Bayerische Motoren Werke AG		477		42,565
Fuchs Petrolub S.E.		598		31,664
Henkel AG & Co. KGaA		1,385		182,896
Porsche Automobil Holding S.E.		1,203		100,535
Schaeffler AG		1,280		22,585
Volkswagen AG		1,443		286,627
TOTAL PREFERRED STOCKS (Cost $422,269)				666,872
RIGHTS — 0.0%
Spain — 0.0%
Repsol SA* (Cost $4,389)		9,624		4,376
SHORT-TERM INVESTMENTS — 0.2%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $276,464)		276,464		276,464
TOTAL INVESTMENTS — 99.2% (Cost $84,636,693)			$	115,940,023
Other Assets & Liabilities — 0.8%				990,390
TOTAL NET ASSETS — 100.0%			$	116,930,413

† See Security Valuation Note.

* Non-income producing security.

~ Fair valued security. The total market value of fair valued securities at December 31, 2017 is $800.

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

PLC — Public Limited Company.

ADR — American Depository Receipt.

REIT — Real Estate Investment Trust.

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value			Value†
Advertising		0.3%		$	397,964
Aerospace & Defense		1.2%			1,326,576
Agriculture		1.6%			1,887,293
Airlines		0.2%			273,269
Apparel		1.1%			1,217,428
Auto Manufacturers		3.5%			4,041,767
Auto Parts & Equipment		1.5%			1,679,594
Banks		13.4%			15,408,944
Beverages		2.3%			2,695,756
Biotechnology		0.5%			554,414
Building & Real Estate		0.2%			223,406
Building Materials		1.4%			1,648,328
Building-Maintenance Service		—%	+		50,601
Chemicals		4.0%			4,582,084
Commercial Services		2.0%			2,247,926
Computers		0.6%			712,818
Cosmetics & Personal Care		1.7%			1,946,436
Distribution & Wholesale		1.1%			1,259,681
Diversified		—%	+		39,296
Diversified Financial Services		2.1%			2,410,131
Diversified Operations		0.2%			222,760
Electric		2.1%			2,456,412
Electrical Components & Equipment		1.3%			1,547,474
Electronics		1.7%			1,929,002
Energy-Alternate Sources		0.2%			257,677
Engineering & Construction		1.6%			1,828,584
Entertainment		0.4%			411,320
Environmental Control		—%	+		25,937
Food		4.6%			5,266,779
Food Service		0.1%			93,573
Forest Products & Paper		0.3%			311,745
Gas		1.1%			1,279,203
Hand & Machine Tools		0.6%			671,616
Healthcare Products		1.1%			1,311,027
Healthcare Services		0.4%			488,748
Holding Companies		0.3%			375,560
Home Builders		0.3%			391,500
Home Furnishings		0.7%			854,432
Hotels & Resorts		0.2%			185,975
Household Products & Wares		0.6%			635,249
Industrial		0.1%			146,939
Insurance		5.6%			6,414,237
Internet		0.5%			554,754
Investment Companies		0.3%			344,201
Iron & Steel		0.6%			707,483
Leisure Time		0.3%			395,280
Lodging		0.5%			526,141
Machinery - Construction & Mining		0.6%			640,468
Machinery - Diversified		1.2%			1,431,393
Media		0.8%			969,889
Metal Fabricate/Hardware		0.4%			399,895
Mining		2.6%			3,008,282

159

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Schedule of Investments — December 31, 2017

Developed International Index Fund

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value			Value†
Miscellaneous Manufacturing		1.2%		$	1,353,321
Mixed Industrial/Office		0.3%			360,521
Office & Business Equipment		0.4%			407,367
Oil & Gas		5.2%			5,963,092
Packaging and Containers		0.1%			124,744
Pharmaceuticals		7.0%			8,021,293
Pipelines		0.1%			56,758
Private Equity		0.1%			59,901
Real Estate		1.7%			1,993,373
Real Estate Investment Trusts		1.1%			1,317,177
Real Estate Management Services		0.2%			179,509
Retail		2.7%			3,084,121
Semiconductors		1.4%			1,588,485
Shipbuilding		—%	+		20,834
Software		1.5%			1,695,428
Telecommunications		4.3%			4,981,308
Textiles		0.2%			179,152
Toys, Games & Hobbies		0.3%			373,047
Transportation		1.9%			2,201,517
Venture Capital		0.1%			93,527
Water		0.2%			250,589
		100.0%		$	114,992,311

+ Rounded

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Australia	$	7,908,315	$	45,907	$	7,862,408	$	—
Austria		296,396		41,888		254,508		—
Belgium		1,278,254		—		1,278,254		—
Bermuda		67,286		67,286		—		—
China		155,742		—		155,742		—
Denmark		2,120,552		74,297		2,046,255		—
Finland		1,075,449		115,634		959,815		—
France		11,491,323		241,835		11,249,488		—
Germany		10,677,064		386,892		10,290,172		—
Hong Kong		3,791,640		329,772		3,461,868		—
Ireland		1,225,035		337,651		887,384		—
Israel		527,300		127,554		399,746		—
Italy		2,371,569		—		2,371,569		—
Japan		27,838,277		189,057		27,649,220		—
Jersey		74,074		—		74,074		—
Luxembourg		382,738		33,025		349,713		—
Macau		39,202		—		39,202		—

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS (continued)
Netherlands	$	6,846,840	$	374,230	$	6,472,610	$	—
New Zealand		189,028		46,463		142,565		—
Norway		755,066		—		755,066		—
Portugal		173,188		64,253		108,935		—
Singapore		1,624,674		52,410		1,572,264		—
South Africa		99,410		—		99,410		—
Spain		3,669,670		—		3,669,670		—
Sweden		3,048,365		—		3,048,365		—
Switzerland		10,068,482		103,500		9,964,982		—
United Kingdom		17,197,372		789,561		16,407,811		—
TOTAL COMMON STOCKS		114,992,311		3,421,215		111,571,096		—
PREFERRED STOCKS		666,872		—		666,872		—
RIGHTS		4,376		—		4,376		—
SHORT-TERM INVESTMENTS		276,464		276,464		—		—
TOTAL INVESTMENTS	$	115,940,023	$	3,697,679	$	112,242,344		—
OTHER FINANCIAL INSTRUMENTS(1)
Futures Contracts	$	34,163	$	34,163	$	—	$	—
TOTAL ASSETS - OTHER FINANCIAL INSTRUMENTS	$	34,163	$	34,163	$	—	$	—

⁽¹⁾  Other financial instruments are derivative instruments not reflected in the value of total investments in securities in the Schedule of Investments such as futures contracts which are valued at the unrealized appreciation (depreciation) on the instrument.

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

An amount of $38,292 was transferred from Level 1 into Level 2 at 12/31/17 as the Fund utilized third-party vendor modeling tools to reflect any significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets.

The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

An amount of $1,723,223 was transferred from Level 2 into Level 1 at 12/31/17 as a result of using quoted prices in active market for such foreign securities.

The accompanying notes are an integral part of these financial statements.

Futures Contracts:

Type	Futures Contract	Expiration Date	Number of Contracts		Units per Contract		Closing Price		Notional Value		Unrealized Appreciation		Unrealized Depreciation
Buy/Long	E-Mini MSCI EAFE Index	3/31/2018		14		50		2,046		1,432,200	$	34,163	$	—
											$	34,163	$	—

160

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Schedule of Investments — December 31, 2017

International Equity Fund

	Number of Shares		Value†
COMMON STOCKS — 96.0%
Australia — 1.0%
CSL Ltd.		34,394	$	3,779,686
Belgium — 2.6%
Anheuser-Busch InBev N.V.*		87,286		9,744,706
Brazil — 1.0%
Ambev S.A. ADR		603,669		3,899,702
Canada — 7.3%
Alimentation Couche-Tard, Inc., Class B		228,663		11,931,588
Canadian National Railway Co.		90,410		7,455,049
Constellation Software, Inc.		13,051		7,911,792
				27,298,429
China — 4.2%
Alibaba Group Holding Ltd. ADR*		63,456		10,941,718
Tencent Holdings Ltd.		91,459		4,733,731
				15,675,449
France — 7.2%
Essilor International S.A.		36,635		5,046,147
L’Oreal S.A.		18,067		4,003,290
LVMH Moet Hennessy Louis Vuitton S.E.		17,315		5,082,031
Sodexo S.A.		29,516		3,956,863
Teleperformance		31,428		4,498,902
Unibail-Rodamco S.E.		18,174		4,573,510
				27,160,743
Germany — 3.3%
HeidelbergCement AG		34,541		3,724,387
SAP S.E.		77,968		8,722,673
				12,447,060
India — 7.5%
HDFC Bank Ltd.~		519,493		15,246,595
Housing Development Finance Corp. Ltd.		479,050		12,828,312
				28,074,907
Ireland — 8.5%
Accenture PLC, Class A		47,432		7,261,365
AIB Group PLC		1,230,514		8,120,353
DCC PLC		60,563		6,094,875
Paddy Power Betfair PLC		89,829		10,691,875
				32,168,468
Israel — 1.4%
Check Point Software Technologies Ltd.*		50,713		5,254,881
Japan — 5.2%
Daito Trust Construction Co., Ltd.		32,161		6,552,198
Keyence Corp.		6,600		3,686,967
Shimano, Inc.		41,200		5,791,015
Unicharm Corp.		137,000		3,557,493
				19,587,673
Mexico — 0.9%
Fomento Economico Mexicano S.A.B. de C.V. ADR		36,037		3,383,874

	Number of Shares		Value†
Netherlands — 5.6%
RELX N.V.		352,349	$	8,098,516
Unilever N.V.		231,073		13,010,064
				21,108,580
South Africa — 1.8%
Naspers Ltd., N Shares		24,248		6,717,989
Spain — 5.2%
Aena SME S.A.144A @		41,093		8,316,353
Grifols S.A.		192,038		5,614,987
Industria de Diseno Textil S.A.		157,291		5,469,273
				19,400,613
Switzerland — 5.9%
Nestle S.A.		126,329		10,861,295
Roche Holding AG		27,695		7,002,830
UBS Group AG		237,330		4,360,407
				22,224,532
Taiwan — 2.1%
Taiwan Semiconductor Manufacturing Co. Ltd. ADR		198,892		7,886,068
United Kingdom — 13.4%
Aptiv PLC		43,431		3,684,252
British American Tobacco PLC		247,350		16,720,525
Diageo PLC		197,959		7,256,045
Domino’s Pizza Group PLC		1,486,396		6,922,947
Reckitt Benckiser Group PLC		127,837		11,926,333
Rentokil Initial PLC		876,659		3,755,743
				50,265,845
United States — 11.9%
Mastercard, Inc., Class A		79,736		12,068,841
Philip Morris International, Inc.		108,808		11,495,565
The Priceline Group, Inc.*		7,406		12,869,703
Visa, Inc., Class A		73,316		8,359,490
				44,793,599
TOTAL COMMON STOCKS (Cost $268,971,969)				360,872,804
SHORT-TERM INVESTMENTS — 4.1%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $15,359,229)		15,359,229		15,359,229
TOTAL INVESTMENTS — 100.1% (Cost $284,331,198)			$	376,232,033
Other Assets & Liabilities — (0.1)%				(410,966	)
TOTAL NET ASSETS — 100.0%			$	375,821,067

161

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

International Equity Fund

144A @ Security sold within the terms of a private placement memorandum, restricted and/or exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and may be sold only to dealers in the program or other “accredited investors”. Unless otherwise indicated, the security is considered liquid.

† See Security Valuation Note.

* Non-income producing security.

ADR — American Depository Receipt.

PLC — Public Limited Company.

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value		Value†
Agriculture		7.8%	$	28,216,090
Apparel		1.4%		5,082,031
Auto Parts & Equipment		1.0%		3,684,252
Banks		7.7%		27,727,355
Beverages		6.7%		24,284,327
Biotechnology		1.0%		3,779,686
Building Materials		1.0%		3,724,387
Commercial Services		4.4%		15,824,584
Computers		3.3%		11,760,267
Cosmetics & Personal Care		5.7%		20,570,847
Diversified Financial Services		5.9%		21,187,802
Electronics		1.0%		3,686,967
Engineering & Construction		2.3%		8,316,353
Entertainment		3.0%		10,691,875
Food		3.0%		10,861,295
Food Service		1.1%		3,956,863
Healthcare Products		1.4%		5,046,147
Household Products & Wares		3.3%		11,926,333
Internet		7.9%		28,545,152
Leisure Time		1.6%		5,791,015
Media		4.1%		14,816,505
Oil & Gas		1.7%		6,094,875
Pharmaceuticals		3.5%		12,617,817
Real Estate		1.8%		6,552,198
Real Estate Investment Trusts		1.3%		4,573,510
Retail		6.7%		24,323,808
Semiconductors		2.2%		7,886,068
Software		6.1%		21,889,346
Transportation		2.1%		7,455,049
		100.0%	$	360,872,804

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Australia	$	3,779,686	$	—	$	3,779,686	$	—
Belgium		9,744,706		—		9,744,706		—
Brazil		3,899,702		3,899,702		—		—
Canada		27,298,429		27,298,429		—		—
China		15,675,449		10,941,718		4,733,731		—
France		27,160,743		—		27,160,743		—
Germany		12,447,060		—		12,447,060		—
India		28,074,907		—		28,074,907		—
Ireland		32,168,468		26,073,593		6,094,875		—
Israel		5,254,881		5,254,881		—		—
Japan		19,587,673		—		19,587,673		—
Mexico		3,383,874		3,383,874		—		—
Netherlands		21,108,580		—		21,108,580		—
South Africa		6,717,989		—		6,717,989		—
Spain		19,400,613		—		19,400,613		—
Switzerland		22,224,532		—		22,224,532		—
Taiwan		7,886,068		7,886,068		—		—
United Kingdom		50,265,845		3,684,252		46,581,593		—
United States		44,793,599		44,793,599		—		—
TOTAL COMMON STOCKS		360,872,804		133,216,116		227,656,688		—
SHORT-TERM INVESTMENTS		15,359,229		15,359,229		—		—
TOTAL INVESTMENTS	$	376,232,033	$	148,575,345	$	227,656,688	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

An amount of $9,789,119 was transferred from Level 1 into Level 2 at 12/31/17 as the Fund utilized third-party vendor modeling tools to reflect any significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets.

The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

An amount of $5,435,917 was transferred from Level 2 into Level 1 at 12/31/17 as a result of using quoted prices in active market for such foreign securities.

The accompanying notes are an integral part of these financial statements.

162

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Schedule of Investments — December 31, 2017

Emerging Markets Equity Fund

	Number of Shares		Value†
COMMON STOCKS — 94.3%
Argentina — 3.2%
Banco Macro S.A. ADR		10,914	$	1,264,714
Grupo Financiero Galicia S.A. ADR		22,176		1,460,290
MercadoLibre, Inc.		9,949		3,130,552
				5,855,556
Austria — 0.9%
Erste Group Bank AG		39,137		1,696,020
Brazil — 3.4%
B3 SA - Brasil Bolsa Balcao		217,462		1,493,408
BRF S.A.*		121,829		1,344,229
Lojas Renner S.A.		193,709		2,072,513
Petroleo Brasileiro S.A.*		270,574		1,379,339
				6,289,489
Chile — 1.2%
Banco Santander Chile		5,048,395		395,324
Banco Santander Chile ADR		6,348		198,502
S.A.C.I. Falabella		169,045		1,685,038
				2,278,864
China — 18.9%
AAC Technologies Holdings, Inc.		22,000		389,366
Alibaba Group Holding Ltd. ADR*		30,247		5,215,490
Bank of China Ltd., Class H		7,072,000		3,463,415
China Construction Bank Corp., Class H		3,365,930		3,098,516
China Pacific Insurance Group Co. Ltd., Class H		453,800		2,171,696
Ctrip.com International Ltd. ADR*		3,453		152,277
JD.com, Inc. ADR*		34,489		1,428,534
NetEase, Inc. ADR		2,115		729,823
New Oriental Education & Technology Group, Inc. ADR		12,559		1,180,546
PetroChina Co. Ltd., Class H		978,000		680,050
Shenzhou International Group Holdings Ltd.		130,000		1,235,620
Sogou, Inc. ADR*		43,717		505,806
TAL Education Group ADR		41,572		1,235,104
Tencent Holdings Ltd.		258,300		13,369,080
				34,855,323
Czech Republic — 0.8%
Komercni Banka, A.S.		36,393		1,561,532
Egypt — 0.6%
Commercial International Bank Egypt S.A.E		237,914		1,035,412
Germany — 0.7%
adidas AG		6,431		1,286,130
Hong Kong — 3.9%
AIA Group Ltd.		230,200		1,958,000
China Mengniu Dairy Co. Ltd.*		289,000		858,485
China Mobile Ltd.		88,000		889,860
China Overseas Land & Investment Ltd.		120,000		385,186
China Unicom Hong Kong Ltd.*		488,000		659,769
CSPC Pharmaceutical Group Ltd.		522,000		1,051,633
Sino Biopharmaceutical Ltd.		752,000		1,329,468
				7,132,401

	Number of Shares		Value†
Hungary — 1.2%
OTP Bank PLC		53,065	$	2,191,639
India — 8.9%
Ashok Leyland Ltd.		999,758		1,862,850
Bharat Petroleum Corp. Ltd.		247,265		2,004,185
Housing Development Finance Corp. Ltd.		57,338		1,535,434
ICICI Bank Ltd.		168,764		827,124
ICICI Bank Ltd. ADR		59,800		581,854
IndusInd Bank Ltd.		72,912		1,881,175
Marico Ltd.		419,495		2,115,999
Maruti Suzuki India Ltd.		14,906		2,269,728
Shree Cement Ltd.		5,457		1,545,298
Zee Entertainment Enterprises Ltd.		196,555		1,789,472
				16,413,119
Indonesia — 4.9%
Astra International Tbk PT		2,446,600		1,494,458
Bank Mandiri Persero Tbk PT		3,132,600		1,844,652
Bumi Serpong Damai Tbk PT		5,564,500		697,229
Semen Indonesia Persero Tbk PT		1,738,700		1,268,703
Telekomunikasi Indonesia Persero Tbk PT		4,789,900		1,567,703
Unilever Indonesia Tbk PT		360,000		1,483,250
XL Axiata Tbk PT*		2,884,175		629,236
				8,985,231
Malaysia — 4.2%
Genting Malaysia Bhd		1,259,200		1,751,741
IHH Healthcare Bhd		1,210,100		1,751,691
Malayan Banking Bhd		612,901		1,483,269
Malaysia Airports Holdings Bhd		516,400		1,121,610
Sime Darby Bhd		681,800		371,875
Sime Darby Plantation Bhd*		681,800		1,010,823
Sime Darby Property Bhd*		681,800		299,877
				7,790,886
Mexico — 3.0%
Alsea S.A.B.de C.V.		230,087		752,895
Fomento Economico Mexicano S.A.B. de C.V. ADR		21,270		1,997,253
Grupo Financiero Banorte S.A.B. de C.V., Series O		516,812		2,836,848
				5,586,996
Pakistan — 0.5%
Lucky Cement Ltd.		3,250		15,239
United Bank Ltd.		488,300		829,857
				845,096
Panama — 0.7%
Copa Holdings S.A., Class A		9,785		1,311,777
Peru — 1.5%
Credicorp Ltd.		13,195		2,737,039
Philippines — 3.0%
Ayala Corp.		43,520		884,680
Ayala Land, Inc.		917,400		818,408
Metropolitan Bank & Trust Co.		1,045,533		2,121,208
SM Investments Corp.		88,690		1,758,876
				5,583,172

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Emerging Markets Equity Fund

	Number of Shares		Value†
COMMON STOCKS — (continued)
Poland — 4.9%
Bank Zachodni WBK S.A.		14,225	$	1,616,582
CCC S.A.		20,270		1,657,547
LPP S.A.		534		1,366,851
Powszechna Kasa Oszczednosci Bank Polski S.A.*		173,734		2,205,598
Powszechny Zaklad Ubezpieczen SA		183,466		2,219,145
				9,065,723
Portugal — 0.5%
Jeronimo Martins SGPS, S.A.		45,986		893,060
Russia — 5.0%
Gazprom PJSC ADR		306,242		1,346,208
Gazprom PJSC ADR		27,132		119,652
Mail.Ru Group Ltd. GDR*		23,300		658,225
MMC Norilsk Nickel PJSC ADR		41,644		777,069
MMC Norilsk Nickel PJSC ADR		54,943		1,038,972
Sberbank of Russia PJSC ADR		162,926		2,746,206
X5 Retail Group N.V. GDR*		35,785		1,351,599
Yandex NV, Class A*		35,522		1,163,346
				9,201,277
South Africa — 4.2%
AVI Ltd.		177,904		1,589,741
Capitec Bank Holdings Ltd.		19,584		1,737,923
Clicks Group Ltd.		74,841		1,095,652
Discovery Ltd.		71,940		1,081,716
Imperial Holdings Ltd.		32,901		695,245
Naspers Ltd., N Shares		5,239		1,451,482
Standard Bank Group Ltd.		6,887		108,439
				7,760,198
South Korea — 9.0%
CJ Corp.		7,009		1,186,697
Coway Co. Ltd.		10,308		939,360
Hanssem Co. Ltd.		3,712		623,397
Hugel, Inc*		2,194		1,142,617
Hyundai Development Co.		22,827		821,287
Hyundai Motor Co.		8,709		1,267,478
Korea Aerospace Industries Ltd.		21,925		971,639
Korea Electric Power Corp.*		32,712		1,162,794
Mando Corp.		3,974		1,145,576
NAVER Corp.		2,536		2,060,195
Samsung Electronics Co. Ltd.		2,242		5,326,793
				16,647,833
Switzerland — 0.3%
DKSH Holding AG		5,699		498,563
Taiwan — 7.6%
Advanced Semiconductor Engineering, Inc.		533,516		682,917
Advantech Co. Ltd.		71,497		505,190
Delta Electronics, Inc.		225,242		1,082,145
Hon Hai Precision Industry Co. Ltd.		309,140		982,938
Largan Precision Co. Ltd.		9,000		1,208,083
MediaTek, Inc.		85,000		835,533
Nanya Technology Corp.		275,000		699,986

	Number of Shares		Value†
Taiwan — (continued)
Nien Made Enterprise Co. Ltd		102,000	$	1,086,634
President Chain Store Corp.		66,000		628,564
Taiwan Semiconductor Manufacturing Co. Ltd.		815,769		6,246,404
				13,958,394
United States — 1.3%
Samsonite International S.A.		528,900		2,430,292
TOTAL COMMON STOCKS (Cost $124,537,108)				173,891,022
PREFERRED STOCKS — 5.1%
Brazil — 3.9%
Banco Bradesco S.A.		268,654		2,741,533
Itau Unibanco Holding S.A.		234,311		3,007,736
Petroleo Brasileiro S.A.*		310,779		1,508,409
				7,257,678
South Korea — 1.2%
Samsung Electronics Co. Ltd.		1,133		2,206,418
TOTAL PREFERRED STOCKS (Cost $7,491,510)				9,464,096
SHORT-TERM INVESTMENTS — 1.8%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $3,250,343)		3,250,343		3,250,343
TOTAL INVESTMENTS — 101.2% (Cost $135,278,961)			$	186,605,461
Other Assets & Liabilities — (1.2)%				(2,248,958	)
TOTAL NET ASSETS — 100.0%			$	184,356,503

† See Security Valuation Note.

* Non-income producing security.

GDR — Global Depository Receipt.

ADR — American Depository Receipt.

PLC — Public Limited Company.

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Emerging Markets Equity Fund

COMMON STOCKS INDUSTRY DIVERSIFICATION	% of Market Value		Value†
Advertising		0.3%	$	498,563
Aerospace & Defense		0.6%		971,639
Agriculture		0.6%		1,010,823
Airlines		0.7%		1,311,777
Apparel		2.2%		3,888,601
Auto Manufacturers		3.1%		5,400,056
Auto Parts & Equipment		0.7%		1,145,576
Banks		22.0%		38,185,215
Beverages		1.1%		1,997,253
Biotechnology		0.7%		1,142,617
Building Materials		2.2%		3,915,874
Commercial Services		1.4%		2,415,650
Computers		0.3%		505,190
Diversified Financial Services		2.7%		4,766,765
Electric		0.7%		1,162,794
Electrical Components & Equipment		0.6%		1,082,145
Electronics		0.8%		1,372,304
Engineering & Construction		1.1%		1,942,897
Food		2.6%		4,447,373
Healthcare Services		1.0%		1,751,691
Holding Companies		2.2%		3,843,558
Home Furnishings		0.9%		1,562,757
Household Products & Wares		3.5%		6,029,541
Insurance		4.3%		7,430,557
Internet		15.9%		27,683,505
Lodging		1.0%		1,751,741
Media		1.9%		3,240,954
Mining		1.0%		1,816,041
Miscellaneous Manufacturing		0.7%		1,208,083
Oil & Gas		3.2%		5,529,434
Pharmaceuticals		1.4%		2,381,101
Real Estate		1.8%		3,085,380
Retail		6.4%		11,145,543
Semiconductors		7.9%		13,791,633
Software		0.4%		729,823
Telecommunications		2.1%		3,746,568
		100.0%	$	173,891,022

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS
Argentina	$	5,855,556	$	5,855,556	$	—	$	—
Austria		1,696,020		—		1,696,020		—
Brazil		6,289,489		6,289,489		—		—
Chile		2,278,864		2,278,864		—		—
China		34,349,517		9,941,774		24,407,743		—
Czech Republic		1,561,532		—		1,561,532		—
Egypt		1,035,412		—		1,035,412		—
Germany		1,286,130		—		1,286,130		—
Hong Kong		7,132,401		—		7,132,401		—
Hungary		2,191,639		—		2,191,639		—
India		16,413,119		2,127,152		14,285,967		—
Indonesia		8,985,231		4,078,418		4,906,813		—
Malaysia		6,480,186		2,873,351		3,606,835		—
Mexico		5,586,996		5,586,996		—		—
Morocco		1,310,700		1,310,700		—		—
Pakistan		845,096		15,239		829,857		—
Panama		1,311,777		1,311,777		—		—
Peru		2,737,039		2,737,039		—		—
Philippines		5,583,172		1,758,876		3,824,296		—
Poland		9,065,723		1,366,851		7,698,872		—
Portugal		893,060		—		893,060		—
Russia		9,201,277		4,331,794		4,869,483		—
Saudi Arabia		108,439		—		108,439		—
South Africa		6,570,043		4,423,316		2,146,727		—
South Korea		16,647,833		—		16,647,833		—
Switzerland		1,004,368		505,805		498,563		—
Taiwan		13,958,394		—		13,958,394		—
United States		3,512,009		2,430,293		1,081,716		—
TOTAL COMMON STOCKS		173,891,022		59,223,290		114,667,732		—
PREFERRED STOCKS		9,464,096		7,257,678		2,206,418		—
SHORT-TERM INVESTMENTS		3,250,343		3,250,343		—		—
TOTAL INVESTMENTS	$	186,605,461	$	69,731,311	$	116,874,150	$	—

It Is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period.

An amount of $8,624,363 was transferred from Level 2 into Level 1 at 12/31/17 as a result of using quoted prices in active market for such foreign securities. The Fund did not have any transfers in and transfers out of Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

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Real Estate Securities Fund

	Number of Shares		Value†
COMMON STOCKS — 2.4%
Entertainment — 1.2%
Red Rock Resorts, Inc., Class A		46,836	$	1,580,247
Lodging — 1.2%
Hilton Worldwide Holdings, Inc.		21,210		1,693,830
TOTAL COMMON STOCKS (Cost $2,022,160)				3,274,077
REAL ESTATE INVESTMENT TRUSTS — 96.2%
Apartments — 18.9%
American Campus Communities, Inc.		21,235		871,272
Apartment Investment & Management Co., Class A		96,804		4,231,303
Camden Property Trust		29,816		2,744,861
Equity Residential		75,271		4,800,032
Essex Property Trust, Inc.		17,891		4,318,351
Invitation Homes, Inc.		87,464		2,061,526
UDR, Inc.		183,652		7,074,275
				26,101,620
Building & Real Estate — 0.8%
Agree Realty Corp.		21,566		1,109,355
Diversified — 15.2%
Cousins Properties, Inc.		282,427		2,612,450
Crown Castle International Corp.		45,135		5,010,436
Digital Realty Trust, Inc.		54,002		6,150,828
EPR Properties		30,804		2,016,430
Gaming and Leisure Properties, Inc.		50,357		1,863,209
Lamar Advertising Co., Class A		22,585		1,676,710
The GEO Group, Inc.		71,121		1,678,456
				21,008,519
Healthcare — 6.5%
HCP, Inc.		23,603		615,566
Healthcare Trust of America, Inc., Class A		144,749		4,348,260
Omega Healthcare Investors, Inc.		25,103		691,337
Physicians Realty Trust		76,353		1,373,590
Sabra Health Care REIT, Inc.		35,878		673,430
Welltower, Inc.		20,642		1,316,340
				9,018,523
Hotels & Resorts — 5.9%
Apple Hospitality REIT, Inc.		85,376		1,674,223
Host Hotels & Resorts, Inc.		171,455		3,403,382
Park Hotels & Resorts, Inc.		36,704		1,055,240
RLJ Lodging Trust		89,411		1,964,360
				8,097,205
Industrial — 6.8%
CyrusOne, Inc.		26,845		1,598,083
Gramercy Property Trust		63,351		1,688,937
Prologis, Inc.		93,219		6,013,558
				9,300,578
Manufactured Homes — 3.8%
Equity LifeStyle Properties, Inc.		17,390		1,548,058
Sun Communities, Inc.		39,968		3,708,231
				5,256,289

	Number of Shares		Value†
Office Property — 12.9%
Alexandria Real Estate Equities, Inc.		8,714	$	1,137,961
Boston Properties, Inc.		28,866		3,753,446
Corporate Office Properties Trust		18,041		526,797
Douglas Emmett, Inc.		82,741		3,397,346
Empire State Realty Trust, Inc., Class A		93,515		1,919,863
Highwoods Properties, Inc.		13,989		712,180
Hudson Pacific Properties, Inc.		61,732		2,114,321
Kilroy Realty Corp.		56,066		4,185,327
SL Green Realty Corp.		986		99,517
				17,846,758
Regional Malls — 7.6%
GGP, Inc.		141,351		3,306,200
Simon Property Group, Inc.		41,429		7,115,016
				10,421,216
Storage & Warehousing — 6.6%
Extra Space Storage, Inc.		66,260		5,794,437
Life Storage, Inc.		36,454		3,246,958
				9,041,395
Strip Centers — 5.9%
DDR Corp.		13,457		120,575
Regency Centers Corp.		41,091		2,842,675
Urban Edge Properties		84,660		2,157,983
Weingarten Realty Investors		92,435		3,038,339
				8,159,572
Telecommunications — 5.3%
Equinix, Inc.		16,169		7,328,114
TOTAL REAL ESTATE INVESTMENT TRUSTS (Cost $120,817,037)				132,689,144
SHORT-TERM INVESTMENTS — 0.7%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $947,971)		947,971		947,971
TOTAL INVESTMENTS — 99.3% (Cost $123,787,167)			$	136,911,192
Other Assets & Liabilities — 0.7%				930,934
TOTAL NET ASSETS — 100.0%			$	137,842,126

† See Security Valuation Note.

* Non-income producing security.

REIT — Real Estate Investment Trust.

166

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Real Estate Securities Fund

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
COMMON STOCKS	$	3,274,077	$	3,274,077	$	—	$	—
REAL ESTATE INVESTMENT TRUSTS		132,689,144		132,689,144		—		—
SHORT-TERM INVESTMENTS		947,971		947,971		—		—
TOTAL INVESTMENTS	$	136,911,192	$	136,911,192	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

167

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Schedule of Investments — December 31, 2017

Aggressive Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 55.7%
Penn Series Flexibly Managed Fund*		42,806	$	2,239,159
Penn Series Index 500 Fund*		136,513		2,985,546
Penn Series Large Cap Growth Fund*		125,937		2,239,159
Penn Series Large Cap Value Fund*		157,632		4,478,319
Penn Series Large Core Value Fund*		400,422		7,463,864
Penn Series Large Growth Stock Fund*		18,438		746,386
Penn Series Mid Cap Growth Fund*		78,733		1,492,773
Penn Series Mid Cap Value Fund*		140,035		3,731,932
Penn Series Mid Core Value Fund*		155,109		3,731,932
Penn Series Real Estate Securities Fund*		104,292		2,239,159
Penn Series Small Cap Growth Fund*		57,710		2,239,159
Penn Series Small Cap Index Fund*		32,650		746,387
Penn Series Small Cap Value Fund*		60,338		2,239,159
Penn Series SMID Cap Growth Fund*		56,587		1,492,773
Penn Series SMID Cap Value Fund*		133,761		3,731,932
TOTAL AFFILIATED EQUITY FUNDS (Cost $29,124,281)				41,797,639
AFFILIATED FIXED INCOME FUNDS — 8.9%
Penn Series High Yield Bond Fund*		113,260		1,492,773
Penn Series Limited Maturity Bond Fund*		246,943		2,985,546
Penn Series Quality Bond Fund*		152,635		2,240,685
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $6,518,034)				6,719,004
AFFILIATED INTERNATIONAL EQUITY FUNDS — 34.8%
Penn Series Developed International Index Fund*		524,885		7,463,864
Penn Series Emerging Markets Equity Fund*		594,946		8,210,251
Penn Series International Equity Fund*		345,321		10,449,410
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $19,293,064)				26,123,525
SHORT-TERM INVESTMENTS — 0.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $294,616)		294,616		294,616
TOTAL INVESTMENTS — 99.8% (Cost $55,229,995)			$	74,934,784
Other Assets & Liabilities — 0.2%				144,404
TOTAL NET ASSETS — 100.0%			$	75,079,188

* Non-income producing security.

† See Security Valuation Note.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
AFFILIATED EQUITY FUNDS	$	41,797,639	$	41,797,639	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		6,719,004		6,719,004		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		26,123,525		26,123,525		—		—
SHORT-TERM INVESTMENTS		294,616		294,616		—		—
TOTAL INVESTMENTS	$	74,934,784	$	74,934,784	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

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Schedule of Investments — December 31, 2017

Moderately Aggressive Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 54.8%
Penn Series Flexibly Managed Fund*		304,767	$	15,942,362
Penn Series Index 500 Fund*		485,974		10,628,242
Penn Series Large Cap Growth Fund*		448,323		7,971,181
Penn Series Large Cap Value Fund*		561,153		15,942,362
Penn Series Large Core Value Fund*		1,425,462		26,570,604
Penn Series Large Growth Stock Fund*		65,639		2,657,060
Penn Series Mid Cap Growth Fund*		280,281		5,314,121
Penn Series Mid Cap Value Fund*		398,808		10,628,242
Penn Series Mid Core Value Fund*		441,739		10,628,242
Penn Series Real Estate Securities Fund*		371,271		7,971,181
Penn Series Small Cap Growth Fund*		136,962		5,314,121
Penn Series Small Cap Index Fund*		232,464		5,314,121
Penn Series Small Cap Value Fund*		214,799		7,971,181
Penn Series SMID Cap Growth Fund*		100,723		2,657,060
Penn Series SMID Cap Value Fund*		380,941		10,628,242
TOTAL AFFILIATED EQUITY FUNDS (Cost $92,273,642)				146,138,322
AFFILIATED FIXED INCOME FUNDS — 17.9%
Penn Series High Yield Bond Fund*		403,196		5,314,121
Penn Series Limited Maturity Bond Fund*		1,758,187		21,256,483
Penn Series Quality Bond Fund*		1,448,976		21,270,973
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $44,587,264)				47,841,577
AFFILIATED INTERNATIONAL EQUITY FUNDS — 26.9%
Penn Series Developed International Index Fund*		1,307,976		18,599,423
Penn Series Emerging Markets Equity Fund*		1,540,325		21,256,483
Penn Series International Equity Fund*		1,053,692		31,884,725
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $50,449,927)				71,740,631
SHORT-TERM INVESTMENTS — 0.4%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $1,033,518)		1,033,518		1,033,518
TOTAL INVESTMENTS — 100.0% (Cost $188,344,351)			$	266,754,048
Other Assets & Liabilities — 0.0%				(55,353	)
TOTAL NET ASSETS — 100.0%			$	266,698,695

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
AFFILIATED EQUITY FUNDS	$	146,138,322	$	146,138,322	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		47,841,577		47,841,577		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		71,740,631		71,740,631		—		—
SHORT-TERM INVESTMENTS		1,033,518		1,033,518		—		—
TOTAL INVESTMENTS	$	266,754,048	$	266,754,048	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

169

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Moderate Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 43.0%
Penn Series Flexibly Managed Fund*		392,789	$	20,546,801
Penn Series Index 500 Fund*		469,749		10,273,401
Penn Series Large Cap Growth Fund*		385,204		6,848,934
Penn Series Large Cap Value Fund*		361,612		10,273,400
Penn Series Large Core Value Fund*		1,286,012		23,971,268
Penn Series Large Growth Stock Fund*		84,597		3,424,467
Penn Series Mid Cap Growth Fund*		361,231		6,848,934
Penn Series Mid Cap Value Fund*		385,493		10,273,400
Penn Series Mid Core Value Fund*		711,651		17,122,334
Penn Series Real Estate Securities Fund*		319,000		6,848,934
Penn Series Small Cap Growth Fund*		88,259		3,424,467
Penn Series Small Cap Index Fund*		299,603		6,848,934
Penn Series Small Cap Value Fund*		276,836		10,273,400
Penn Series SMID Cap Growth Fund*		129,813		3,424,467
Penn Series SMID Cap Value Fund*		245,482		6,848,934
TOTAL AFFILIATED EQUITY FUNDS (Cost $90,309,503)				147,252,075
AFFILIATED FIXED INCOME FUNDS — 38.0%
Penn Series High Yield Bond Fund*		779,469		10,273,401
Penn Series Limited Maturity Bond Fund*		3,398,975		41,093,602
Penn Series Quality Bond Fund*		5,368,966		78,816,427
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $117,664,587)				130,183,430
AFFILIATED INTERNATIONAL EQUITY FUNDS — 19.0%
Penn Series Developed International Index Fund*		1,204,102		17,122,334
Penn Series Emerging Markets Equity Fund*		1,240,749		17,122,334
Penn Series International Equity Fund*		1,018,513		30,820,202
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $42,708,004)				65,064,870
SHORT-TERM INVESTMENTS — 0.0%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $53,970)		53,970		53,970
TOTAL INVESTMENTS — 100.0% (Cost $250,736,064)			$	342,554,345
Other Assets & Liabilities — 0.0%				101,730
TOTAL NET ASSETS — 100.0%			$	342,656,075

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
AFFILIATED EQUITY FUNDS	$	147,252,075	$	147,252,075	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		130,183,430		130,183,430		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		65,064,870		65,064,870		—		—
SHORT-TERM INVESTMENTS		53,970		53,970		—		—
TOTAL INVESTMENTS	$	342,554,345	$	342,554,345	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

170

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Moderately Conservative Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 31.7%
Penn Series Flexibly Managed Fund*		149,217	$	7,805,532
Penn Series Index 500 Fund*		89,226		1,951,383
Penn Series Large Cap Growth Fund*		109,752		1,951,383
Penn Series Large Cap Value Fund*		103,030		2,927,074
Penn Series Large Core Value Fund*		366,408		6,829,840
Penn Series Mid Cap Value Fund*		73,223		1,951,383
Penn Series Mid Core Value Fund*		81,105		1,951,383
Penn Series Real Estate Securities Fund*		90,889		1,951,383
Penn Series Small Cap Index Fund*		42,681		975,691
Penn Series Small Cap Value Fund*		52,584		1,951,383
Penn Series SMID Cap Value Fund*		34,971		975,691
TOTAL AFFILIATED EQUITY FUNDS (Cost $20,698,081)				31,222,126
AFFILIATED FIXED INCOME FUNDS — 56.6%
Penn Series High Yield Bond Fund*		222,085		2,927,074
Penn Series Limited Maturity Bond Fund*		1,775,452		21,465,211
Penn Series Quality Bond Fund*		2,128,298		31,243,409
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $49,914,031)				55,635,694
AFFILIATED INTERNATIONAL EQUITY FUNDS — 10.9%
Penn Series Developed International Index Fund*		205,842		2,927,074
Penn Series Emerging Markets Equity Fund*		141,405		1,951,383
Penn Series International Equity Fund*		193,462		5,854,149
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $7,331,853)				10,732,606
SHORT-TERM INVESTMENTS — 0.9%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $873,226)		873,226		873,226
TOTAL INVESTMENTS — 100.1% (Cost $78,817,191)			$	98,463,652
Other Assets & Liabilities — (0.1)%				(49,281	)
TOTAL NET ASSETS — 100.0%			$	98,414,371

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
AFFILIATED EQUITY FUNDS	$	31,222,126	$	31,222,126	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		55,635,694		55,635,694		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		10,732,606		10,732,606		—		—
SHORT-TERM INVESTMENTS		873,226		873,226		—		—
TOTAL INVESTMENTS	$	98,463,652	$	98,463,652	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

171

Penn Series Funds, Inc.

Schedule of Investments — December 31, 2017

Conservative Allocation Fund

	Number of Shares		Value†
AFFILIATED EQUITY FUNDS — 18.8%
Penn Series Flexibly Managed Fund*		88,555	$	4,632,308
Penn Series Index 500 Fund*		26,476		579,038
Penn Series Large Cap Value Fund*		20,382		579,039
Penn Series Large Core Value Fund*		155,321		2,895,192
Penn Series Mid Cap Value Fund*		21,728		579,038
Penn Series Mid Core Value Fund*		48,133		1,158,077
Penn Series Real Estate Securities Fund*		26,970		579,038
TOTAL AFFILIATED EQUITY FUNDS (Cost $8,310,600)				11,001,730
AFFILIATED FIXED INCOME FUNDS — 76.0%
Penn Series High Yield Bond Fund*		131,799		1,737,116
Penn Series Limited Maturity Bond Fund*		1,532,608		18,529,230
Penn Series Quality Bond Fund*		1,657,779		24,336,192
TOTAL AFFILIATED FIXED INCOME FUNDS (Cost $40,626,311)				44,602,538
AFFILIATED INTERNATIONAL EQUITY FUNDS — 3.9%
Penn Series Developed International Index Fund*		81,440		1,158,077
Penn Series International Equity Fund*		38,271		1,158,077
TOTAL AFFILIATED INTERNATIONAL EQUITY FUNDS (Cost $1,858,250)				2,316,154
SHORT-TERM INVESTMENTS — 1.3%
BlackRock Liquidity Funds FedFund Portfolio - Institutional Shares (Cost $736,112)		736,112		736,112
TOTAL INVESTMENTS — 100.0% (Cost $51,531,273)			$	58,656,534
Other Assets & Liabilities — 0.0%				2,956
TOTAL NET ASSETS — 100.0%			$	58,659,490

† See Security Valuation Note.

* Non-income producing security.

Summary of inputs used to value the Fund’s investments as of 12/31/2017 are as follows (See Security Valuation Note):

ASSETS TABLE
Description	Total Market Value at 12/31/2017		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
AFFILIATED EQUITY FUNDS	$	11,001,730	$	11,001,730	$	—	$	—
AFFILIATED FIXED INCOME FUNDS		44,602,538		44,602,538		—		—
AFFILIATED INTERNATIONAL EQUITY FUNDS		2,316,154		2,316,154		—		—
SHORT-TERM INVESTMENTS		736,112		736,112		—		—
TOTAL INVESTMENTS	$	58,656,534	$	58,656,534	$	—	$	—

It is the Fund’s practice to recognize transfers in and transfers out at the fair value as of the beginning of period. The Fund did not have any transfers in and transfers out of Level 2 or Level 3 fair value hierarchy during the reporting period.

The accompanying notes are an integral part of these financial statements.

172

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	Money Market Fund			Limited Maturity Bond Fund			Quality Bond Fund			High Yield Bond Fund
ASSETS
Investments at value	$	83,516,706		$	204,542,674		$	510,435,566		$	168,779,091
Foreign currency, at value		—			—			—			8,639
Cash		—			—			—			9,849
Initial margin held by broker for open futures		—			115,604			—			—
Interest, dividends and reclaims receivable		174,103			1,429,685			3,609,692			2,722,290
Receivable for investment securities sold		8,000,000			—			3,088,450			245,579
Receivable for capital stock sold		—			23,388,457			1,153,361			515,669
Net unrealized appreciation of forward foreign currency contracts		—			—			—			12,660
Futures variation margin receivable		—			17,500			34,609			—
Other assets		3,181			5,876			15,591			5,132
Total Assets		91,693,990			229,499,796			518,337,269			172,298,909
LIABILITIES
Payable for investment securities purchased		—			—			15,035,938			523,218
Payable for capital stock redeemed		—			122,593			17,266,211			46,163
Future variation margin payable		—			1,875			—			—
Payable to investment adviser (See Note 3)		75,311			80,640			188,491			81,335
Payable to the administrator (See Note 3)		7,300			15,811			38,397			13,024
Net unrealized depreciation of forward foreign currency contracts		—			—			—			58,405
Other liabilities		44,876			94,680			210,036			109,970
Total Liabilities		127,487			315,599			32,739,073			832,115
NET ASSETS	$	91,566,503		$	229,184,197		$	485,598,196		$	171,466,794
Investments at cost		83,516,706			205,330,125			506,190,846			164,804,597
Foreign currency, at cost		—			—			—			8,588
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	91,566,513		$	230,725,132		$	481,424,471		$	175,136,816
Undistributed net investment income (loss)		—			—			—			(14,179	)
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(10	)		(630,704	)		(253,495	)		(7,585,677	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		—			(910,231	)		4,427,220			3,929,834
NET ASSETS	$	91,566,503		$	229,184,197		$	485,598,196		$	171,466,794
Shares outstanding, $0.10 par value, 500 million shares authorized		91,550,240
Shares outstanding, $0.10 par value, 250 million shares authorized								33,085,367			13,005,148
Shares outstanding, $0.0001 par value, 250 million shares authorized					18,961,824
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	1.00		$	12.09		$	14.68		$	13.18

The accompanying notes are an integral part of these financial statements.

173

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	Flexibly Managed Fund			Balanced Fund			Large Growth Stock Fund			Large Cap Growth Fund
ASSETS
Investments of affiliated issuers at value	$	—		$	84,091,534		$	—		$	—
Investments of unaffiliated issuers at value		3,932,992,199			162,735			307,305,972			59,105,122
Cash		65,643			—			—			500
Interest, dividends and reclaims receivable		11,775,499			—			145,941			47,768
Receivable for investment securities sold		13,478,887			1,210,853			103,775			—
Receivable for capital stock sold		341,331			122,804			72,537			—
Other assets		107,262			2,354			8,376			1,487
Total Assets		3,958,760,821			85,590,280			307,636,601			59,154,877
LIABILITIES
Call options written, at value		39,847,984			—			—			—
Payable for investment securities purchased		15,615,551			1,149,834			—			—
Payable for capital stock redeemed		1,011,898			2,084			157,686			700,026
Payable to investment adviser (See Note 3)		2,307,227			—			186,746			27,554
Payable to the administrator (See Note 3)		292,763			6,297			23,188			4,375
Other liabilities		1,388,569			28,612			137,726			34,195
Total Liabilities		60,463,992			1,186,827			505,346			766,150
NET ASSETS	$	3,898,296,829		$	84,403,453		$	307,131,255		$	58,388,727
Investments of affiliated issuers at cost		—			47,993,782			—			—
Investments of unaffiliated issuers at cost		3,407,535,592			162,735			220,683,654			44,697,603
Call options written, premiums received		(11,085,568	)		—			—			—
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	3,409,658,961		$	50,853,414		$	221,389,979		$	44,195,773
Undistributed net investment income (loss)		(26,835	)		—			(280,191	)		(50,961	)
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(8,018,204	)		(2,547,713	)		(600,413	)		(163,847	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		496,682,907			36,097,752			86,621,880			14,407,762
NET ASSETS	$	3,898,296,829		$	84,403,453		$	307,131,255		$	58,388,727
Shares outstanding, $0.10 par value, 250 million shares authorized		74,526,056						7,588,080
Shares outstanding, $0.0001 par value, 250 million shares authorized					4,195,916						3,283,533
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	52.31		$	20.12		$	40.48		$	17.78

The accompanying notes are an integral part of these financial statements.

174

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	Large Core Growth Fund			Large Cap Value Fund			Large Core Value Fund			Index 500 Fund
ASSETS
Investments at value	$	124,656,632		$	201,637,563		$	218,400,452		$	486,942,608
Foreign currency, at value		600			—			—			—
Interest, dividends and reclaims receivable		44,271			173,345			254,941			492,587
Receivable for investment securities sold		—			—			—			687,096
Receivable for capital stock sold		5,979			34,778			52,212			4,120
Other assets		3,323			5,885			5,959			13,135
Total Assets		124,710,805			201,851,571			218,713,564			488,139,546
LIABILITIES
Payable for capital stock redeemed		84,365			419,754			2,277,968			2,093,131
Future variation margin payable		—			—			—			10,670
Payable to investment adviser (See Note 3)		63,344			113,680			122,743			53,429
Payable to the administrator (See Note 3)		9,172			14,985			16,057			36,039
Other liabilities		60,664			84,648			82,990			196,451
Total Liabilities		217,545			633,067			2,499,758			2,389,720
NET ASSETS	$	124,493,260		$	201,218,504		$	216,213,806		$	485,749,826
Investments at cost		103,870,828			151,248,857			192,376,993			231,602,694
Foreign currency, at cost		587			—			—			—
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	103,717,031		$	152,395,065		$	190,569,673		$	238,388,319
Undistributed net investment income (loss)		—			(1,343,191	)		(15,678	)		—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(9,971	)		(222,076	)		(363,648	)		(8,015,526	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		20,786,200			50,388,706			26,023,459			255,377,033
NET ASSETS	$	124,493,260		$	201,218,504		$	216,213,806		$	485,749,826
Shares outstanding, $0.10 par value, 250 million shares authorized					7,081,870
Shares outstanding, $0.0001 par value, 250 million shares authorized		5,744,839						11,596,711			22,211,988
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	21.67		$	28.41		$	18.64		$	21.87

The accompanying notes are an integral part of these financial statements.

175

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	Mid Cap Growth Fund			Mid Cap Value Fund			Mid Core Value Fund			SMID Cap Growth Fund
ASSETS
Investments at value	$	121,477,071		$	178,771,313		$	99,215,612		$	65,032,673
Cash		—			—			500			—
Interest, dividends and reclaims receivable		110,326			400,923			223,838			7,671
Receivable for investment securities sold		296,897			—			3,157,234			—
Receivable for capital stock sold		10,702			1,709,780			85,382			—
Net unrealized appreciation of forward foreign currency contracts		—			—			1,089			—
Other assets		3,268			5,096			2,773			1,703
Total Assets		121,898,264			180,887,112			102,686,428			65,042,047
LIABILITIES
Call options written, at value		20,224			—			—			—
Payable for investment securities purchased		—			—			3,118,767			47,751
Payable for capital stock redeemed		453,531			20,225			386,151			130,302
Payable to investment adviser (See Note 3)		72,330			82,795			60,585			40,853
Payable to the administrator (See Note 3)		8,983			13,315			7,398			4,793
Net unrealized depreciation of forward foreign currency contracts		—			—			52,281			—
Other liabilities		54,709			74,621			50,174			35,327
Total Liabilities		609,777			190,956			3,675,356			259,026
NET ASSETS	$	121,288,487		$	180,696,156		$	99,011,072		$	64,783,021
Investments at cost		94,000,369			139,936,391			86,226,229			54,842,139
Call options written, premiums received		(13,827	)		—			—			—
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	94,268,912		$	143,382,219		$	87,104,636		$	54,656,738
Undistributed net investment income (loss)		(12,283	)		(756,185	)		11,280			—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(438,530	)		(764,800	)		(1,043,231	)		(64,251	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		27,470,388			38,834,922			12,938,387			10,190,534
NET ASSETS	$	121,288,487		$	180,696,156		$	99,011,072		$	64,783,021
Shares outstanding, $0.0001 par value, 250 million shares authorized		6,396,121			6,781,515			4,114,817			2,455,855
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	18.96		$	26.65		$	24.06		$	26.38

The accompanying notes are an integral part of these financial statements.

176

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	SMID Cap Value Fund			Small Cap Growth Fund			Small Cap Value Fund			Small Cap Index Fund
ASSETS
Investments at value	$	85,904,074		$	102,462,774		$	262,376,181		$	81,662,817
Cash		—			—			—			7
Interest, dividends and reclaims receivable		90,577			25,205			507,797			113,413
Receivable for investment securities sold		—			—			243,425			—
Receivable for capital stock sold		7,738			40,437			109,558			65,414
Other assets		2,255			2,762			7,063			2,150
Total Assets		86,004,644			102,531,178			263,244,024			81,843,801
LIABILITIES
Payable for investment securities purchased		99,174			—			98,123			80,798
Payable for capital stock redeemed		476,589			31,492			124,819			26,281
Future variation margin payable		—			—			—			16,375
Payable to investment adviser (See Note 3)		60,808			63,968			159,039			20,728
Payable to the administrator (See Note 3)		6,268			7,673			19,556			6,058
Other liabilities		38,793			48,173			114,367			55,435
Total Liabilities		681,632			151,306			515,904			205,675
NET ASSETS	$	85,323,012		$	102,379,872		$	262,728,120		$	81,638,126
Investments at cost		68,258,562			72,508,652			205,805,176			56,978,530
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	67,750,761		$	72,583,714		$	206,859,791		$	57,197,718
Undistributed net investment income (loss)		—			(209	)		—			(24,066	)
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(73,261	)		(158,159	)		(702,676	)		(251,411	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		17,645,512			29,954,526			56,571,005			24,715,885
NET ASSETS	$	85,323,012		$	102,379,872		$	262,728,120		$	81,638,126
Shares outstanding, $0.10 par value, 250 million shares authorized					2,638,801			7,079,294
Shares outstanding, $0.0001 par value, 250 million shares authorized		3,058,204									3,571,152
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	27.90		$	38.80		$	37.11		$	22.86

The accompanying notes are an integral part of these financial statements.

177

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	Developed International Index Fund			International Equity Fund			Emerging Markets Equity Fund			Real Estate Securities Fund
ASSETS
Investments at value	$	115,940,023		$	376,232,033		$	186,605,461		$	136,911,192
Foreign currency, at value		577,327			—			115,709			—
Initial margin held by broker for open futures		100,715			—			—			—
Interest, dividends and reclaims receivable		450,882			1,475,572			302,580			500,354
Receivable for investment securities sold		—			485,846			175,659			741,364
Receivable for capital stock sold		192,804			3,637			580			130,370
Futures variation margin receivable		140			—			—			—
Other assets		3,113			10,761			4,865			4,117
Total Assets		117,265,004			378,207,849			187,204,854			138,287,397
LIABILITIES
Payable for foreign currency		—			214			—			—
Payable for investment securities purchased		—			971,568			6,458			251,265
Payable for capital stock redeemed		185,077			927,380			2,401,141			38,409
Payable to investment adviser (See Note 3)		29,445			270,782			142,551			82,161
Payable to the administrator (See Note 3)		8,646			28,169			13,856			10,506
Deferred Indian capital gains tax		—			—			91,078			—
Other liabilities		111,423			188,669			193,267			62,930
Total Liabilities		334,591			2,386,782			2,848,351			445,271
NET ASSETS	$	116,930,413		$	375,821,067		$	184,356,503		$	137,842,126
Investments at cost		84,636,693			284,331,198			135,278,961			123,787,167
Foreign currency, at cost		573,923			(202	)		115,717			—
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	87,765,046		$	286,668,510		$	134,510,778		$	125,516,662
Undistributed net investment income (loss)		(1,272,653	)		(2,607,509	)		(38	)		—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(909,049	)		(143,700	)		(1,369,369	)		(798,561	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		31,347,069			91,903,766			51,215,132			13,124,025
NET ASSETS	$	116,930,413		$	375,821,067		$	184,356,503		$	137,842,126
Shares outstanding, $0.10 par value, 250 million shares authorized					12,419,378
Shares outstanding, $0.0001 par value, 250 million shares authorized		8,222,854						13,363,587			6,421,275
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	14.22		$	30.26		$	13.80		$	21.47

The accompanying notes are an integral part of these financial statements.

178

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	Aggressive Allocation Fund			Moderately Aggressive Allocation Fund			Moderate Allocation Fund			Moderately Conservative Allocation Fund
ASSETS
Investments of affiliated issuers at value	$	74,640,168		$	265,720,530		$	342,500,375		$	97,590,426
Investments of unaffiliated issuers at value		294,616			1,033,518			53,970			873,226
Receivable for investment securities sold		1,198,603			6,760,887			11,953,939			4,389,824
Receivable for capital stock sold		98,710			—			—			—
Other assets		1,962			7,390			10,024			2,949
Total Assets		76,234,059			273,522,325			354,518,308			102,856,425
LIABILITIES
Payable for investment securities purchased		1,116,889			6,672,139			11,588,958			4,366,304
Payable for capital stock redeemed		1			19,247			102,555			24,772
Payable to investment adviser (See Note 3)		7,571			26,525			33,641			10,029
Payable to the administrator (See Note 3)		5,484			19,967			25,766			7,465
Other liabilities		24,926			85,752			111,313			33,484
Total Liabilities		1,154,871			6,823,630			11,862,233			4,442,054
NET ASSETS	$	75,079,188		$	266,698,695		$	342,656,075		$	98,414,371
Investments of affiliated issuers at cost		54,935,379			187,310,833			250,682,094			77,943,965
Investments of unaffiliated issuers at cost		294,616			1,033,518			53,970			873,226
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	55,672,232		$	189,149,630		$	251,811,704		$	79,014,943
Undistributed net investment income (loss)		—			—			—			—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(297,833	)		(860,632	)		(973,910	)		(247,033	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		19,704,789			78,409,697			91,818,281			19,646,461
NET ASSETS	$	75,079,188		$	266,698,695		$	342,656,075		$	98,414,371
Shares outstanding, $0.0001 par value, 250 million shares authorized		3,910,097			13,564,747			19,571,350			6,205,804
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	19.20		$	19.66		$	17.51		$	15.86

The accompanying notes are an integral part of these financial statements.

179

Penn Series Funds, Inc.

Statements of Assets and Liabilities

December 31, 2017

	Conservative Allocation Fund
ASSETS
Investments of affiliated issuers at value	$	57,920,422
Investments of unaffiliated issuers at value		736,112
Receivable for investment securities sold		2,593,954
Other assets		1,786
Total Assets		61,252,274
LIABILITIES
Payable for investment securities purchased		2,556,619
Payable for capital stock redeemed		4,544
Payable to investment adviser (See Note 3)		5,947
Payable to the administrator (See Note 3)		4,453
Other liabilities		21,221
Total Liabilities		2,592,784
NET ASSETS	$	58,659,490
Investments of affiliated issuers at cost		50,795,161
Investments at cost		736,112
COMPONENTS OF NET ASSETS:
Paid-in Capital	$	51,613,442
Undistributed net investment income (loss)		—
Accumulated net realized gain (loss) on investment transactions and foreign exchange		(79,213	)
Net unrealized appreciation (depreciation) in value of investments, futures contracts and foreign currency related items		7,125,261
NET ASSETS	$	58,659,490
Shares outstanding, $0.0001 par value, 250 million shares authorized		4,136,154
NET ASSET VALUE, OFFERING AND REDEMPTION PRICE PER SHARE	$	14.18

The accompanying notes are an integral part of these financial statements.

180

Penn Series Funds, Inc.

S tatements of Operations

For The Year Ended December 31, 2017

	Money Market Fund			Limited Maturity Bond Fund			Quality Bond Fund			High Yield Bond Fund
INVESTMENT INCOME:
Dividends	$	40,958		$	17,540		$	61,112		$	161,132
Interest		834,457			5,597,127			15,898,760			10,555,179
Foreign tax withheld		—			—			—			(12,207	)
Total Investment Income		875,415			5,614,667			15,959,872			10,704,104
EXPENSES
Investment advisory fees (See Note 3)		335,797			961,964			2,244,018			957,982
Shareholder servicing fees (See Note 3)		91,581			188,584			457,655			153,962
Administration fees (See Note 3)		30,727			62,861			152,552			51,320
Accounting fees (See Note 3)		70,468			124,769			232,552			105,534
Director fees and expenses		5,085			10,220			24,812			8,316
Custodian fees and expenses		7,135			14,668			35,595			17,513
Pricing fees		9,567			23,971			27,709			63,277
Professional fees		8,742			23,235			58,693			24,710
Printing fees		7,710			16,381			37,322			12,791
Recaptured advisory fee (See Note 3)		268,717			—			—			—
Other expenses		34,880			42,321			83,089			84,190
Total Expenses		870,409			1,468,974			3,353,997			1,479,595
Less: Waivers and reimbursement from advisor (See Note 3)		5,100			—			—			—
Net Expenses		865,309			1,468,974			3,353,997			1,479,595
Net investment income (loss)		10,106			4,145,693			12,605,875			9,224,509
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		(10	)		243,727			1,851,434			3,799,369
Net realized gain (loss) on futures contracts		—			(295,639	)		170,808			—
Net realized foreign currency exchange gain (loss)		—			—			—			(393,327	)
Net realized gain (loss) on forward foreign currency contracts		—			—			—			(581,989	)
Change in net unrealized appreciation (depreciation) of investments and foreign currency		—			(593,260	)		8,132,297			20,104
Change in net unrealized appreciation (depreciation) of forward foreign currency contracts		—			—			—			(52,033	)
Change in net unrealized appreciation (depreciation) of futures contracts		—			(107,155	)		168,398			—
Net Gain (Loss) on Investment Securities and Foreign Currency		(10	)		(752,327	)		10,322,937			2,792,124
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	10,096		$	3,393,366		$	22,928,812		$	12,016,633
	Flexibly Managed Fund			Balanced Fund			Large Growth Stock Fund			Large Cap Growth Fund
INVESTMENT INCOME:
Dividends	$	42,069,997		$	1,567		$	2,595,346		$	696,600
Interest		31,406,145			—			—			2,693
Foreign tax withheld		(336,036	)		—			(3,783	)		(15,901	)
Total Investment Income		73,140,106			1,567			2,591,563			683,392
EXPENSES
Investment advisory fees (See Note 3)		26,063,355			—			2,086,548			283,955
Shareholder servicing fees (See Note 3)		3,370,150			73,067			262,926			46,466
Administration fees (See Note 3)		1,123,383			24,356			87,642			15,489
Accounting fees (See Note 3)		888,922			12,000			165,693			36,140
Director fees and expenses		179,903			3,914			13,895			2,459
Custodian fees and expenses		295,558			5,683			22,520			4,170
Pricing fees		34,683			2,708			8,386			6,795
Professional fees		412,434			8,497			31,199			5,400
Printing fees		284,279			6,144			22,197			3,684
Recaptured administration fee (See Note 3)		—			—			—			760
Other expenses		574,829			16,856			111,618			54,546
Total Expenses		33,227,496			153,225			2,812,624			459,864
Net investment income (loss)		39,912,610			(151,658	)		(221,061	)		223,528
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gains (losses) on investment transactions		264,534,393			6,445,348			52,300,511			3,296,050
Net realized gain (loss) on written options		6,796,201			—			—			—
Net realized foreign currency exchange gain (loss)		72,674			—			1,593			568
Change in net unrealized appreciation (depreciation) of investments and foreign currency		239,631,557			4,529,226			29,728,337			9,067,622
Change in net unrealized appreciation (depreciation) of written options		(28,857,557	)		—			—			—
Net Gain (Loss) on Investment Securities and Foreign Currency		482,177,268			10,974,574			82,030,441			12,364,240
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	522,089,878		$	10,822,916		$	81,809,380		$	12,587,768

The accompanying notes are an integral part of these financial statements.

181

Penn Series Funds, Inc.

Statements of Operations

For The Year Ended December 31, 2017

	Large Core Growth Fund			Large Cap Value Fund			Large Core Value Fund			Index 500 Fund
INVESTMENT INCOME:
Dividends	$	797,179		$	5,033,844		$	4,613,994		$	9,178,828
Interest		—			—			—			1,970
Foreign tax withheld		(12,180	)		(20,770	)		(1,268	)		—
Total Investment Income		784,999			5,013,074			4,612,726			9,180,798
EXPENSES
Investment advisory fees (See Note 3)		686,484			1,351,526			1,313,046			595,901
Shareholder servicing fees (See Note 3)		102,973			182,980			177,652			413,176
Administration fees (See Note 3)		34,324			60,994			59,217			137,725
Accounting fees (See Note 3)		77,207			121,656			118,696			217,725
Director fees and expenses		5,434			9,810			9,522			22,005
Custodian fees and expenses		8,009			14,232			13,817			32,136
Pricing fees		3,536			7,167			4,086			12,371
Professional fees		12,520			21,552			15,076			48,373
Printing fees		12,516			15,736			14,546			34,966
Other expenses		44,305			39,228			46,456			117,085
Total Expenses		987,308			1,824,881			1,772,114			1,631,463
Net investment income (loss)		(202,309	)		3,188,193			2,840,612			7,549,335
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gain (loss) on investment transactions		17,286,080			11,794,859			20,426,776			16,561,274
Net realized gain (loss) on futures contracts		—			—			—			628,298
Net realized foreign currency exchange gain (loss)		24,359			—			—			—
Change in net unrealized appreciation (depreciation) of investments and foreign currency		15,012,269			12,676,112			5,464,228			64,387,009
Change in net unrealized appreciation (depreciation) of futures contracts		—			—			—			59,911
Net Gain (Loss) on Investment Securities and Foreign Currency		32,322,708			24,470,971			25,891,004			81,636,492
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	32,120,399		$	27,659,164		$	28,731,616		$	89,185,827
	Mid Cap Growth Fund			Mid Cap Value Fund			Mid Core Value Fund			SMID Cap Growth Fund
INVESTMENT INCOME:
Dividends	$	855,782		$	2,836,735		$	2,410,450		$	346,523
Foreign tax withheld		—			(13,204	)		(27,734	)		—
Total Investment Income		855,782			2,823,531			2,382,716			346,523
EXPENSES
Investment advisory fees (See Note 3)		789,645			965,506			687,583			451,816
Shareholder servicing fees (See Note 3)		101,526			157,992			85,948			54,218
Administration fees (See Note 3)		33,842			52,664			28,649			18,073
Accounting fees (See Note 3)		76,403			107,773			66,848			42,169
Director fees and expenses		5,373			8,495			4,634			2,849
Custodian fees and expenses		7,896			12,288			8,163			4,217
Pricing fees		5,566			5,006			6,293			4,458
Professional fees		12,081			19,239			10,850			6,504
Printing fees		8,495			13,434			7,358			6,656
Recaptured advisory fees (See Note 3)		—			—			—			3,213
Other expenses		41,805			32,798			65,434			36,613
Total Expenses		1,082,632			1,375,195			971,760			630,786
Net investment income (loss)		(226,850	)		1,448,336			1,410,956			(284,263	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gain (loss) on investment transactions		3,025,856			19,941,327			9,955,899			5,283,529
Net realized gain (loss) on written options		88,583			—			—			—
Net realized foreign currency exchange gain (loss)		488			—			532			—
Net realized gain (loss) on forward foreign currency contracts		—			—			(112,874	)		—
Change in net unrealized appreciation (depreciation) of investments and foreign currency		24,110,350			6,769,115			(663,762	)		9,369,546
Change in net unrealized appreciation (depreciation) of forward foreign currency contracts		—			—			(35,789	)		—
Change in net unrealized appreciation (depreciation) of written options		(6,397	)		—			—			—
Net Gain (Loss) on Investment Securities and Foreign Currency		27,218,880			26,710,442			9,144,006			14,653,075
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	26,992,030		$	28,158,778		$	10,554,962		$	14,368,812

The accompanying notes are an integral part of these financial statements.

182

Penn Series Funds, Inc.

Statements of Operations

For The Year Ended December 31, 2017

	SMID Cap Value Fund			Small Cap Growth Fund			Small Cap Value Fund			Small Cap Index Fund
INVESTMENT INCOME:
Dividends	$	1,053,635		$	525,406		$	3,692,256		$	981,653
Interest		—			—			—			655
Foreign tax withheld		(915	)		(3,476	)		—			(134	)
Total Investment Income		1,052,720			521,930			3,692,256			982,174
EXPENSES
Investment advisory fees (See Note 3)		749,582			702,249			1,768,517			230,783
Shareholder servicing fees (See Note 3)		73,190			85,468			222,559			69,235
Administration fees (See Note 3)		24,397			28,489			74,187			23,078
Accounting fees (See Note 3)		56,926			66,399			143,644			53,849
Director fees and expenses		3,925			4,533			11,934			3,698
Custodian fees and expenses		5,693			6,648			17,310			5,385
Pricing fees		4,379			7,855			8,340			33,473
Professional fees		9,331			10,178			27,631			8,735
Printing fees		6,426			7,117			19,106			6,038
Other expenses		27,177			41,423			103,393			69,333
Total Expenses		961,026			960,359			2,396,621			503,607
Net investment income (loss)		91,694			(438,429	)		1,295,635			478,567
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gain (loss) on investment transactions		9,579,598			9,317,791			26,426,481			5,566,136
Net realized gain (loss) on futures contracts		—			—			—			20,741
Net realized foreign currency exchange gain (loss)		—			(240	)		—			—
Change in net unrealized appreciation (depreciation) of investments and foreign currency		342,825			12,011,603			1,386,810			3,819,509
Change in net unrealized appreciation (depreciation) of futures contracts		—			—			—			49,903
Net Gain (Loss) on Investment Securities and Foreign Currency		9,922,423			21,329,154			27,813,291			9,456,289
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	10,014,117		$	20,890,725		$	29,108,926		$	9,934,856
	Developed International Index Fund			International Equity Fund			Emerging Markets Equity Fund			Real Estate Securities Fund
INVESTMENT INCOME:
Dividends	$	3,411,659		$	6,656,985		$	3,477,757		$	3,922,252
Foreign tax withheld		(299,222	)		(591,413	)		(400,008	)		—
Total Investment Income		3,112,437			6,065,572			3,077,749			3,922,252
EXPENSES
Investment advisory fees (See Note 3)		325,984			3,081,806			1,787,212			976,062
Shareholder servicing fees (See Note 3)		97,795			325,329			157,368			125,494
Administration fees (See Note 3)		32,598			108,443			52,456			41,831
Accounting fees (See Note 3)		85,191			236,886			124,912			89,719
Director fees and expenses		5,207			17,240			8,354			6,790
Custodian fees and expenses		25,740			94,400			93,715			9,761
Pricing fees		127,162			17,244			29,848			4,546
Professional fees		11,234			51,573			85,466			14,816
Printing fees		8,157			26,504			13,096			10,387
Other expenses		169,451			86,302			296,404			47,534
Total Expenses		888,519			4,045,727			2,648,831			1,326,940
Net investment income (loss)		2,223,918			2,019,845			428,918			2,595,313
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gain (loss) on investment transactions		1,440,794			43,150,541			10,678,731			4,925,259
Net realized gain (loss) on futures contracts		272,563			—			—			—
Net realized foreign currency exchange gain (loss)		19,775			(252,535	)		106,172			—
Net realized gain (loss) on forward foreign currency contracts		—			—			(87,347	)		—
Change in net unrealized appreciation (depreciation) of investments and foreign currency		19,482,339			52,932,877			40,252,475			2,471,183
Change in net unrealized appreciation (depreciation) of forward foreign currency contracts		—			—			(41,283	)		—
Change in net unrealized appreciation (depreciation) of futures contracts		37,642			—			—			—
Net Gain (Loss) on Investment Securities and Foreign Currency		21,253,113			95,830,883			50,908,748			7,396,442
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	23,477,031		$	97,850,728		$	51,337,666		$	9,991,755

The accompanying notes are an integral part of these financial statements.

183

Penn Series Funds, Inc.

Statements of Operations

For The Year Ended December 31, 2017

	Aggressive Allocation Fund			Moderately Aggressive Allocation Fund			Moderate Allocation Fund			Moderately Conservative Allocation Fund
INVESTMENT INCOME:
Dividends	$	2,610		$	7,537		$	2,441		$	5,903
Total Investment Income		2,610			7,537			2,441			5,903
EXPENSES
Investment advisory fees (See Note 3)		81,275			302,617			392,796			118,296
Shareholder servicing fees (See Note 3)		60,956			231,232			305,015			88,722
Administration fees (See Note 3)		20,319			77,077			101,672			29,574
Accounting fees (See Note 3)		12,000			25,693			33,891			12,000
Director fees and expenses		3,238			12,361			16,418			4,782
Custodian fees and expenses		4,741			17,985			23,724			6,901
Pricing fees		2,648			2,820			2,798			2,652
Professional fees		7,022			26,427			35,119			10,161
Printing fees		5,067			19,224			25,512			7,362
Other expenses		15,618			39,574			52,706			19,624
Total Expenses		212,884			755,010			989,651			300,074
Net investment loss		(210,274	)		(747,473	)		(987,210	)		(294,171	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gain (loss) on investment transactions		5,450,349			19,312,315			31,159,879			8,708,703
Change in net unrealized appreciation (depreciation) of affiliated investments and foreign currency		7,069,260			22,880,712			14,141,793			971,379
Net Gain (Loss) on Investment Securities and Foreign Currency		12,519,609			42,193,027			45,301,672			9,680,082
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	12,309,335		$	41,445,554		$	44,314,462		$	9,385,911
	Conservative Allocation Fund
INVESTMENT INCOME:
Dividends	$	5,325
Total Investment Income		5,325
EXPENSES
Investment advisory fees (See Note 3)		69,154
Shareholder servicing fees (See Note 3)		51,866
Administration fees (See Note 3)		17,288
Accounting fees (See Note 3)		12,000
Director fees and expenses		2,794
Custodian fees and expenses		4,034
Pricing fees		2,645
Professional fees		5,772
Printing fees		4,177
Other expenses		14,621
Total Expenses		184,351
Net investment loss		(179,026	)
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENT SECURITIES AND FOREIGN CURRENCY
Net realized gain (loss) on investment transactions		3,412,357
Change in net unrealized appreciation (depreciation) of affiliated investments and foreign currency		310,904
Net Gain (Loss) on Investment Securities and Foreign Currency		3,723,261
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	3,544,235

The accompanying notes are an integral part of these financial statements.

184

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Money Market Fund						Limited Maturity Bond Fund
	Year Ended 12/31/17			Year Ended 12/31/16			Year Ended 12/31/17			Year Ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	10,106		$	11,975		$	4,145,693		$	2,957,281
Net realized gains (loss) from investment transactions		(10	)		416			243,727			285,124
Net realized gains (loss) on futures contracts		—			—			(295,639	)		(21,829	)
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		—			—			(700,415	)		1,483,330
Net Increase (Decrease) in Net Assets Resulting from Operations		10,096			12,391			3,393,366			4,703,906
Distributions from:
Net investment income		(10,174	)		(12,239	)		—			—
Total Distributions		(10,174	)		(12,239	)		—			—
Capital Share Transactions (1):
Shares issued		56,333,786			107,895,237			46,376,059			53,385,883
Shares issued in lieu of cash distributions		10,175			12,237			—			—
Shares redeemed		(88,641,989	)		(117,688,374	)		(31,061,044	)		(37,460,344	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(32,298,028	)		(9,780,900	)		15,315,015			15,925,539
Total Increase (Decrease)		(32,298,106	)		(9,780,748	)		18,708,381			20,629,445
Net Assets:
Beginning of period		123,864,609			133,645,357			210,475,816			189,846,371
End of period	$	91,566,503		$	123,864,609		$	229,184,197		$	210,475,816
Undistributed net investment income (loss)	$	—		$	—		$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		56,333,787			107,895,237			3,847,557			4,503,468
Shares issued in lieu of cash distributions		10,175			12,237			—			—
Shares redeemed		(88,641,989	)		(117,688,374	)		(2,584,211	)		(3,182,229	)
		(32,298,027	)		(9,780,900	)		1,263,346			1,321,239
	Quality Bond Fund						High Yield Bond Fund
	Year Ended 12/31/17			Year Ended 12/31/16			Year Ended 12/31/17			Year Ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	12,605,875		$	13,730,140		$	9,224,509		$	10,324,834
Net realized gains (loss) from investment transactions		1,851,434			3,925,166			3,799,369			(3,390,303	)
Net realized gains (loss) on futures contracts		170,808			(189,285	)		—			—
Net realized foreign exchange gain (loss)		—			—			(393,327	)		931,246
Net realized gain (loss) on forward foreign currency contracts		—			—			(581,989	)		—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		8,300,695			5,786,164			20,104			17,343,562
Net change in unrealized appreciation (depreciation) of forward foreign currency contracts		—			—			(52,033	)		—
Net Increase (Decrease) in Net Assets Resulting from Operations		22,928,812			23,252,185			12,016,633			25,209,339
Capital Share Transactions (1):
Shares issued		41,775,075			43,315,908			10,757,345			8,988,215
Shares redeemed		(83,954,600	)		(96,394,305	)		(19,957,641	)		(38,579,907	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(42,179,525	)		(53,078,397	)		(9,200,296	)		(29,591,692	)
Total Increase (Decrease)		(19,250,713	)		(29,826,212	)		2,816,337			(4,382,353	)
Net Assets:
Beginning of period		504,848,909			534,675,121			168,650,457			173,032,810
End of period	$	485,598,196		$	504,848,909		$	171,466,794		$	168,650,457
Undistributed net investment income (loss)	$	—		$	—		$	(14,179	)	$	(8,245	)
(1) Shares Issued and Redeemed:
Shares issued		2,904,735			3,083,399			841,594			781,640
Shares redeemed		(5,803,248	)		(6,850,002	)		(1,560,394	)		(3,370,169	)
		(2,898,513	)		(3,766,603	)		(718,800	)		(2,588,529	)

The accompanying notes are an integral part of these financial statements.

185

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Flexibly Managed Fund						Balanced Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	39,912,610		$	42,096,120		$	(151,658	)	$	(142,679	)
Net realized gains (loss) from investment transactions		264,534,393			224,060,385			6,445,348			4,960,573
Net realized gains (loss) on written options		6,796,201			5,881,831			—			—
Net realized foreign exchange gain (loss)		72,674			28,276			—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		239,631,557			(14,174,786	)		4,529,226			1,345,462
Net change in unrealized appreciation (depreciation) of written options		(28,857,557	)		1,886,611			—			—
Net Increase (Decrease) in Net Assets Resulting from Operations		522,089,878			259,778,437			10,822,916			6,163,356
Capital Share Transactions (1):
Shares issued		99,323,917			156,263,300			4,702,427			3,704,727
Shares redeemed		(217,712,470	)		(243,642,624	)		(8,923,131	)		(8,653,462	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(118,388,553	)		(87,379,324	)		(4,220,704	)		(4,948,735	)
Total Increase (Decrease)		403,701,325			172,399,113			6,602,212			1,214,621
Net Assets:
Beginning of period		3,494,595,504			3,322,196,391			77,801,241			76,586,620
End of period	$	3,898,296,829		$	3,494,595,504		$	84,403,453		$	77,801,241
Undistributed net investment income (loss)	$	(26,835	)	$	(46,028	)	$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		2,029,060			3,597,345			249,232			219,299
Shares redeemed		(4,413,141	)		(5,685,780	)		(473,606	)		(516,038	)
		(2,384,081	)		(2,088,435	)		(224,374	)		(296,739	)
	Large Growth Stock Fund						Large Cap Growth Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	(221,061	)	$	(389,416	)	$	223,528		$	235,847
Net realized gains (loss) from investment transactions		52,300,511			30,233,786			3,296,050			1,669,588
Net realized gains (loss) on written options		—			—			—			—
Net realized foreign exchange gain (loss)		1,593			(338	)		568			(350	)
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		29,728,337			(29,348,440	)		9,067,622			519,647
Net change in unrealized appreciation (depreciation) of written options		—			—			—			—
Net Increase (Decrease) in Net Assets Resulting from Operations		81,809,380			495,592			12,587,768			2,424,732
Capital Share Transactions (1):
Shares issued		15,281,456			14,438,781			11,365,550			3,280,094
Shares redeemed		(49,237,621	)		(52,359,466	)		(8,355,538	)		(6,615,720	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(33,956,165	)		(37,920,685	)		3,010,012			(3,335,626	)
Total Increase (Decrease)		47,853,215			(37,425,093	)		15,597,780			(910,894	)
Net Assets:
Beginning of period		259,278,040			296,703,133			42,790,947			43,701,841
End of period	$	307,131,255		$	259,278,040		$	58,388,727		$	42,790,947
Undistributed net investment income (loss)	$	(280,191	)	$	(128,771	)	$	(50,961	)	$	(67,749	)
(1) Shares Issued and Redeemed:
Shares issued		419,408			504,953			715,424			240,003
Shares redeemed		(1,360,464	)		(1,843,385	)		(517,075	)		(493,218	)
		(941,056	)		(1,338,432	)		198,349			(253,215	)

The accompanying notes are an integral part of these financial statements.

186

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Large Core Growth Fund						Large Cap Value Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	(202,309	)	$	59,625		$	3,188,193		$	3,190,027
Net realized gains (loss) from investment transactions		17,286,080			16,581,664			11,794,859			1,629,923
Net realized gains (loss) on futures contracts		—			—			—			—
Net realized foreign exchange gain (loss)		24,359			—			—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		15,012,269			(16,662,191	)		12,676,112			16,852,453
Net Increase (Decrease) in Net Assets Resulting from Operations		32,120,399			(20,902	)		27,659,164			21,672,403
Capital Share Transactions (1):
Shares issued		6,298,912			2,540,754			9,963,719			7,658,440
Shares redeemed		(14,946,490	)		(13,179,085	)		(38,956,998	)		(34,470,235	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(8,647,578	)		(10,638,331	)		(28,993,279	)		(26,811,795	)
Total Increase (Decrease)		23,472,821			(10,659,233	)		(1,334,115	)		(5,139,392	)
Net Assets:
Beginning of period		101,020,439			111,679,672			202,552,619			207,692,011
End of period	$	124,493,260		$	101,020,439		$	201,218,504		$	202,552,619
Undistributed net investment income (loss)	$	—		$	—		$	(1,343,191	)	$	1,343,191
(1) Shares Issued and Redeemed:
Shares issued		341,403			161,848			383,981			342,641
Shares redeemed		(787,744	)		(820,612	)		(1,473,725	)		(1,521,285	)
		(446,341	)		(658,764	)		(1,089,744	)		(1,178,644	)
	Large Core Value Fund						Index 500 Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	2,840,612		$	2,800,969		$	7,549,335		$	7,320,829
Net realized gains (loss) from investment transactions		20,426,776			6,256,195			16,561,274			16,502,967
Net realized gains (loss) on futures contracts		—			—			628,298			524,952
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		5,464,228			7,799,286			64,446,920			21,561,525
Net Increase (Decrease) in Net Assets Resulting from Operations		28,731,616			16,856,450			89,185,827			45,910,273
Capital Share Transactions (1):
Shares issued		26,532,659			7,280,222			20,174,007			16,643,357
Shares redeemed		(30,436,727	)		(35,762,517	)		(56,482,749	)		(47,645,820	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(3,904,068	)		(28,482,295	)		(36,308,742	)		(31,002,463	)
Total Increase (Decrease)		24,827,548			(11,625,845	)		52,877,085			14,907,810
Net Assets:
Beginning of period		191,386,258			203,012,103			432,872,741			417,964,931
End of period	$	216,213,806		$	191,386,258		$	485,749,826		$	432,872,741
Undistributed net investment income (loss)	$	(15,678	)	$	—		$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		1,559,192			489,651			1,035,341			1,006,147
Shares redeemed		(1,789,509	)		(2,408,082	)		(2,865,169	)		(2,854,101	)
		(230,317	)		(1,918,431	)		(1,829,828	)		(1,847,954	)

The accompanying notes are an integral part of these financial statements.

187

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Mid Cap Growth Fund						Mid Cap Value Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	(226,850	)	$	2,601		$	1,448,336		$	1,603,667
Net realized gains (loss) from investment transactions		3,025,856			788,798			19,941,327			(6,480,947	)
Net realized gains (loss) on written options		88,583			—			—			—
Net realized foreign exchange gain (loss)		488			(755	)		—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		24,110,350			5,245,460			6,769,115			31,349,648
Net change in unrealized appreciation (depreciation) of written options		(6,397	)		(250,706	)		—			—
Net Increase (Decrease) in Net Assets Resulting from Operations		26,992,030			5,785,398			28,158,778			26,472,368
Capital Share Transactions (1):
Shares issued		5,733,644			3,288,856			7,649,254			5,678,535
Shares redeemed		(14,761,700	)		(17,492,155	)		(25,486,253	)		(27,625,785	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(9,028,056	)		(14,203,299	)		(17,836,999	)		(21,947,250	)
Total Increase (Decrease)		17,963,974			(8,417,901	)		10,321,779			4,525,118
Net Assets:
Beginning of period		103,324,513			111,742,414			170,374,377			165,849,259
End of period	$	121,288,487		$	103,324,513		$	180,696,156		$	170,374,377
Undistributed net investment income (loss)	$	(12,283	)	$	18,817		$	(756,185	)	$	(705,147	)
(1) Shares Issued and Redeemed:
Shares issued		346,870			230,931			305,828			279,141
Shares redeemed		(874,621	)		(1,279,524	)		(1,032,435	)		(1,335,548	)
		(527,751	)		(1,048,593	)		(726,607	)		(1,056,407	)
	Mid Core Value Fund						SMID Cap Growth Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	1,410,956		$	911,748		$	(284,263	)	$	(268,415	)
Net realized gains (loss) from investment transactions		9,955,899			3,948,831			5,283,529			7,751,884
Net realized foreign exchange gain (loss)		532			51,556			—			—
Net realized gain (loss) on forward foreign currency contracts		(112,874	)		—			—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		(663,762	)		13,343,424			9,369,546			(4,571,068	)
Net change in unrealized appreciation (depreciation) of forward foreign currency contracts		(35,789	)		—			—			—
Net Increase (Decrease) in Net Assets Resulting from Operations		10,554,962			18,255,559			14,368,812			2,912,401
Capital Share Transactions (1):
Shares issued		11,498,954			12,024,534			8,411,675			4,590,092
Shares redeemed		(19,219,418	)		(24,653,453	)		(10,710,035	)		(10,791,533	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(7,720,464	)		(12,628,919	)		(2,298,360	)		(6,201,441	)
Total Increase (Decrease)		2,834,498			5,626,640			12,070,452			(3,289,040	)
Net Assets:
Beginning of period		96,176,574			90,549,934			52,712,569			56,001,609
End of period	$	99,011,072		$	96,176,574		$	64,783,021		$	52,712,569
Undistributed net investment income (loss)	$	11,280		$	15,404		$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		511,830			612,201			364,944			232,804
Shares redeemed		(856,692	)		(1,307,471	)		(458,438	)		(561,189	)
		(344,862	)		(695,270	)		(93,494	)		(328,385	)

The accompanying notes are an integral part of these financial statements.

188

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	SMID Cap Value Fund						Small Cap Growth Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	91,694		$	70,637		$	(438,429	)	$	(300,673	)
Net realized gains (loss) from investment transactions		9,579,598			4,409,010			9,317,791			2,291,831
Net realized foreign exchange gain (loss)		—			—			(240	)		(76	)
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		342,825			12,324,470			12,011,603			4,581,893
Net Increase (Decrease) in Net Assets Resulting from Operations		10,014,117			16,804,117			20,890,725			6,572,975
Capital Share Transactions (1):
Shares issued		10,650,054			8,742,935			7,745,801			3,164,259
Shares redeemed		(17,372,897	)		(11,474,502	)		(12,214,813	)		(15,444,681	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(6,722,843	)		(2,731,567	)		(4,469,012	)		(12,280,422	)
Total Increase (Decrease)		3,291,274			14,072,550			16,421,713			(5,707,447	)
Net Assets:
Beginning of period		82,031,738			67,959,188			85,958,159			91,665,606
End of period	$	85,323,012		$	82,031,738		$	102,379,872		$	85,958,159
Undistributed net investment income (loss)	$	—		$	—		$	(209	)	$	(86,968	)
(1) Shares Issued and Redeemed:
Shares issued		419,265			406,535			222,734			109,196
Shares redeemed		(683,302	)		(529,943	)		(349,987	)		(549,849	)
		(264,037	)		(123,408	)		(127,253	)		(440,653	)
	Small Cap Value Fund						Small Cap Index Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	1,295,635		$	1,831,886		$	478,567		$	466,362
Net realized gains (loss) from investment transactions		26,426,481			15,986,695			5,566,136			3,380,532
Net realized gains (loss) on futures contracts		—			—			20,741			325,405
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		1,386,810			31,747,567			3,869,412			8,817,380
Net Increase (Decrease) in Net Assets Resulting from Operations		29,108,926			49,566,148			9,934,856			12,989,679
Capital Share Transactions (1):
Shares issued		21,124,435			5,054,810			8,867,032			6,822,476
Shares redeemed		(32,473,040	)		(36,791,725	)		(13,518,493	)		(8,937,546	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(11,348,605	)		(31,736,915	)		(4,651,461	)		(2,115,070	)
Total Increase (Decrease)		17,760,321			17,829,233			5,283,395			10,874,609
Net Assets:
Beginning of period		244,967,799			227,138,566			76,354,731			65,480,122
End of period	$	262,728,120		$	244,967,799		$	81,638,126		$	76,354,731
Undistributed net investment income (loss)	$	—		$	—		$	(24,066	)	$	(27,829	)
(1) Shares Issued and Redeemed:
Shares issued		620,297			181,704			419,518			384,711
Shares redeemed		(950,815	)		(1,342,453	)		(648,455	)		(507,172	)
		(330,518	)		(1,160,749	)		(228,937	)		(122,461	)

The accompanying notes are an integral part of these financial statements.

189

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Developed International Index Fund						International Equity Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	2,223,918		$	2,262,158		$	2,019,845		$	3,805,848
Net realized gains (loss) from investment transactions		1,440,794			779,667			43,150,541			23,051,022
Net realized gains (loss) on futures contracts		272,563			80,416			—			—
Net realized foreign exchange gain (loss)		19,775			(60,174	)		(252,535	)		(563,602	)
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		19,519,981			(2,564,060	)		52,932,877			(44,205,314	)
Net Increase (Decrease) in Net Assets Resulting from Operations		23,477,031			498,007			97,850,728			(17,912,046	)
Capital Share Transactions (1):
Shares issued		10,428,887			12,937,287			17,975,173			18,147,670
Shares redeemed		(14,788,233	)		(13,731,769	)		(59,327,188	)		(56,088,486	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(4,359,346	)		(794,482	)		(41,352,015	)		(37,940,816	)
Total Increase (Decrease)		19,117,685			(296,475	)		56,498,713			(55,852,862	)
Net Assets:
Beginning of period		97,812,728			98,109,203			319,322,354			375,175,216
End of period	$	116,930,413		$	97,812,728		$	375,821,067		$	319,322,354
Undistributed net investment income (loss)	$	(1,272,653	)	$	(1,114,070	)	$	(2,607,509	)	$	(4,226,061	)
(1) Shares Issued and Redeemed:
Shares issued		810,612			1,168,332			715,503			765,365
Shares redeemed		(1,150,366	)		(1,224,731	)		(2,194,741	)		(2,348,947	)
		(339,754	)		(56,399	)		(1,479,238	)		(1,583,582	)
	Emerging Markets Equity Fund						Real Estate Securities Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment income (loss)	$	428,918		$	406,955		$	2,595,313		$	2,270,047
Net realized gains (loss) from investment transactions		10,678,731			1,427,261			4,925,259			9,790,694
Net realized gains (loss) on futures contracts		—			—			—			—
Net realized foreign exchange gain (loss)		106,172			58,140			—			—
Net realized gain (loss) on forward foreign currency contracts		(87,347	)		—			—			—
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		40,252,475			5,296,025			2,471,183			(4,762,960	)
Net change in net unrealized appreciation (depreciation) of forward foreign currency contracts		(41,283	)		—			—			—
Net Increase (Decrease) in Net Assets Resulting from Operations		51,337,666			7,188,381			9,991,755			7,297,781
Capital Share Transactions (1):
Shares issued		12,952,672			18,649,725			9,350,409			10,037,020
Shares redeemed		(30,203,658	)		(23,387,522	)		(18,756,594	)		(17,722,199	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(17,250,986	)		(4,737,797	)		(9,406,185	)		(7,685,179	)
Total Increase (Decrease)		34,086,680			2,450,584			585,570			(387,398	)
Net Assets:
Beginning of period		150,269,823			147,819,239			137,256,556			137,643,954
End of period	$	184,356,503		$	150,269,823		$	137,842,126		$	137,256,556
Undistributed net investment income (loss)	$	(38	)	$	(45,321	)	$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		1,120,181			1,751,213			454,052			503,750
Shares redeemed		(2,465,937	)		(2,344,482	)		(900,496	)		(900,018	)
		(1,345,756	)		(593,269	)		(446,444	)		(396,268	)

The accompanying notes are an integral part of these financial statements.

190

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Aggressive Allocation Fund						Moderately Aggressive Allocation Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment loss	$	(210,274	)	$	(194,525	)	$	(747,473	)	$	(688,836	)
Net realized gains (loss) from investment transactions		5,450,349			8,487,137			19,312,315			28,718,465
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		7,069,260			(3,888,232	)		22,880,712			(11,037,568	)
Net Increase (Decrease) in Net Assets Resulting from Operations		12,309,335			4,404,380			41,445,554			16,992,061
Capital Share Transactions (1):
Shares issued		9,407,157			2,634,221			19,353,774			7,218,442
Shares redeemed		(8,504,700	)		(6,290,278	)		(24,343,783	)		(32,875,188	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		902,457			(3,656,057	)		(4,990,009	)		(25,656,746	)
Total Increase (Decrease)		13,211,792			748,323			36,455,545			(8,664,685	)
Net Assets:
Beginning of period		61,867,396			61,119,073			230,243,150			238,907,835
End of period	$	75,079,188		$	61,867,396		$	266,698,695		$	230,243,150
Undistributed net investment income (loss)	$	—		$	—		$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		526,913			174,053			1,124,486			454,177
Shares redeemed		(484,805	)		(413,053	)		(1,329,963	)		(2,048,793	)
		42,108			(239,000	)		(205,477	)		(1,594,616	)
	Moderate Allocation Fund						Moderately Conservative Allocation Fund
	For the year ended 12/31/17			For the year ended 12/31/16			For the year ended 12/31/17			For the year ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment loss	$	(987,210	)	$	(975,571	)	$	(294,171	)	$	(300,414	)
Net realized gains (loss) from investment transactions		31,159,879			30,813,199			8,708,703			9,275,405
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		14,141,793			(7,471,661	)		971,379			(3,237,635	)
Net Increase (Decrease) in Net Assets Resulting from Operations		44,314,462			22,365,967			9,385,911			5,737,356
Capital Share Transactions (1):
Shares issued		7,638,510			6,834,694			5,269,876			5,242,315
Shares redeemed		(41,643,668	)		(39,005,594	)		(13,982,773	)		(15,338,851	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(34,005,158	)		(32,170,900	)		(8,712,897	)		(10,096,536	)
Total Increase (Decrease)		10,309,304			(9,804,933	)		673,014			(4,359,180	)
Net Assets:
Beginning of period		332,346,771			342,151,704			97,741,357			102,100,537
End of period	$	342,656,075		$	332,346,771		$	98,414,371		$	97,741,357
Undistributed net investment income (loss)	$	—		$	—		$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		466,847			461,785			345,417			380,306
Shares redeemed		(2,534,927	)		(2,651,937	)		(919,573	)		(1,106,599	)
		(2,068,080	)		(2,190,152	)		(574,156	)		(726,293	)

The accompanying notes are an integral part of these financial statements.

191

Penn Series Funds, Inc.

Statements of Changes in Net Assets

	Conservative Allocation Fund
	Year Ended 12/31/17			Year Ended 12/31/16
Increase (Decrease) in Net Assets
Operations:
Net investment loss	$	(179,026	)	$	(187,429	)
Net realized gains (loss) from investment transactions		3,412,357			6,183,431
Net change in unrealized appreciation (depreciation) of investments, futures contracts and foreign currency		310,904			(3,194,865	)
Net Increase (Decrease) in Net Assets Resulting from Operations		3,544,235			2,801,137
Capital Share Transactions (1):
Shares issued		8,835,685			6,385,552
Shares redeemed		(9,812,724	)		(14,310,963	)
Net Increase (Decrease) in Net Assets from Capital Share Transactions		(977,039	)		(7,925,411	)
Total Increase (Decrease)		2,567,196			(5,124,274	)
Net Assets:
Beginning of period		56,092,294			61,216,568
End of period	$	58,659,490		$	56,092,294
Undistributed net investment income (loss)	$	—		$	—
(1) Shares Issued and Redeemed:
Shares issued		641,587			490,696
Shares redeemed		(712,996	)		(1,092,352	)
		(71,409	)		(601,656	)

The accompanying notes are an integral part of these financial statements.

192

Penn Series Funds, Inc.

Financial Highlights

MONEY MARKET FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Income from investment operations:
Net investment income (loss) 2		—	(a)		—	(a)		—	(a)		—	(a)		—	(a)
Net realized and unrealized gain (loss) on investment transactions		—			—			—			—			—
Total from investment operations		—			—			—			—			—
Less distributions:
Net investment income		—	(a)		—	(a)		—	(a)		—	(a)		—	(a)
Total distributions		—			—			—			—			—
Net asset value, end of period	$	1.00		$	1.00		$	1.00		$	1.00		$	1.00
Total return 1		0.01%			0.01%			0.01%			0.01%			0.01%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	91,567		$	123,865		$	133,645		$	132,731		$	124,881
Ratio of net expenses to average net assets 3		0.85%			0.45%			0.23%			0.12%			0.16%
Ratio of total expenses to average net assets 4		0.59%			0.58%			0.61%			0.57%			0.48%
Ratio of net investment income (loss) to average net assets 3		0.01%			0.01%			0.01%			0.01%			0.01%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method. 3   The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown. 4   The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown. (a)  Less than one penny per share.
LIMITED MATURITY BOND FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	11.89		$	11.59		$	11.50		$	11.48		$	11.49
Income from investment operations:
Net investment income (loss) 2		0.24			0.18			0.13			0.08			0.05
Net realized and unrealized gain (loss) on investment transactions		(0.04	)		0.12			(0.04	)		(0.06	)		(0.06	)
Total from investment operations		0.20			0.30			0.09			0.02			(0.01	)
Net asset value, end of period	$	12.09		$	11.89		$	11.59		$	11.50		$	11.48
Total return 1		1.68%			2.59%			0.78%			0.17%			(0.09%	)
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	229,184		$	210,476		$	189,846		$	222,062		$	243,667
Ratio of total expenses to average net assets		0.70%			0.70%			0.73%			0.67%			0.57%
Ratio of net investment income (loss) to average net assets		1.98%			1.55%			1.10%			0.67%			0.60%
Portfolio turnover rate		97%			105%			127%			82%			50%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

193

Penn Series Funds, Inc.

Financial Highlights

QUALITY BOND FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017		2016		2015			2014			2013
Net asset value, beginning of period	$	14.03	$	13.45	$	13.40		$	12.75		$	13.14
Income from investment operations:
Net investment income (loss) 2		0.36		0.36		0.33			0.26			0.25
Net realized and unrealized gain (loss) on investment transactions		0.29		0.22		(0.28	)		0.39			(0.64	)
Total from investment operations		0.65		0.58		0.05			0.65			(0.39	)
Net asset value, end of period	$	14.68	$	14.03	$	13.45		$	13.40		$	12.75
Total return 1		4.63%		4.31%		0.37%			5.10%			(2.97%	)
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	485,598	$	504,849	$	534,675		$	559,616		$	546,759
Ratio of total expenses to average net assets		0.66%		0.66%		0.68%			0.64%			0.56%
Ratio of net investment income (loss) to average net assets		2.48%		2.58%		2.46%			1.95%			1.91%
Portfolio turnover rate		72%		77%		131%			135%			47%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method.
HIGH YIELD BOND FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017		2016		2015			2014			2013
Net asset value, beginning of period	$	12.29	$	10.61	$	10.98		$	10.78		$	9.99
Income (loss) from investment operations:
Net investment income (loss) 2		0.69		0.69		0.66			0.62			0.62
Net realized and unrealized gain (loss) on investment transactions		0.20		0.99		(1.03	)		(0.42	)		0.17
Total from investment operations		0.89		1.68		(0.37	)		0.20			0.79
Net asset value, end of period	$	13.18	$	12.29	$	10.61		$	10.98		$	10.78
Total return 1		7.42%		15.83%		(3.37%	)		1.86%			7.91%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	171,467	$	168,650	$	173,033		$	194,504		$	188,788
Ratio of total expenses to average net assets		0.86%		0.86%		0.87%			0.85%			0.82%
Ratio of net investment income (loss) to average net assets		5.39%		6.03%		5.88%			5.58%			5.96%
Portfolio turnover rate		78%		81%		72%			56%			68%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

194

Penn Series Funds, Inc.

Financial Highlights

FLEXIBLY MANAGED FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	45.44		$	42.05		$	40.04		$	35.72		$	29.22
Income (loss) from investment operations:
Net investment income (loss) 2		0.53			0.54			0.46			0.45			0.34
Net realized and unrealized gain (loss) on investment transactions		6.34			2.85			1.55			3.87			6.16
Total from investment operations		6.87			3.39			2.01			4.32			6.50
Net asset value, end of period	$	52.31		$	45.44		$	42.05		$	40.04		$	35.72
Total return 1		15.12%			8.06%			5.02%			12.09%			22.25%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	3,898,297		$	3,494,596		$	3,322,196		$	3,074,188		$	2,685,504
Ratio of total expenses to average net assets		0.89%			0.89%			0.92%			0.89%			0.83%
Ratio of net investment income (loss) to average net assets		1.07%			1.24%			1.10%			1.18%			1.04%
Portfolio turnover rate		61%			66%			69%			74%			63%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method.
BALANCED FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	17.60		$	16.24		$	16.13		$	14.71		$	12.60
Income (loss) from investment operations:
Net investment income (loss) 3		(0.04	)		(0.03	)		(0.03	)		(0.03	)		(0.03	)
Net realized and unrealized gain (loss) on investment transactions		2.56			1.39			0.14			1.45			2.14
Total from investment operations		2.52			1.36			0.11			1.42			2.11
Net asset value, end of period	$	20.12		$	17.60		$	16.24		$	16.13		$	14.71
Total return 1		14.32%			8.37%			0.68%			9.65%			16.75%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	84,403		$	77,801		$	76,587		$	81,794		$	78,642
Ratio of net expenses to average net assets 2, 4		0.19%			0.19%			0.21%			0.20%			0.20%
Ratio of total expenses to average net assets 2, 5		0.19%			0.19%			0.21%			0.21%			0.22%
Ratio of net investment income (loss) to average net assets 4		(0.19%	)		(0.19%	)		(0.21%	)		(0.20%	)		(0.20%	)
Portfolio turnover rate		9%			7%			8%			8%			16%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

⁴  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁵ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

195

Penn Series Funds, Inc.

Financial Highlights

LARGE GROWTH STOCK FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	30.40		$	30.07		$	27.21		$	25.11		$	18.05
Income (loss) from investment operations:
Net investment income (loss) 2		(0.03	)		(0.04	)		(0.09	)		(0.07	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		10.11			0.37			2.95			2.17			7.10
Total from investment operations		10.08			0.33			2.86			2.10			7.06
Net asset value, end of period	$	40.48		$	30.40		$	30.07		$	27.21		$	25.11
Total return 1		33.16%			1.10%			10.51%			8.36%			39.11%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	307,131		$	259,278		$	296,703		$	280,682		$	262,358
Ratio of total expenses to average net assets		0.96%			0.96%			0.98%			0.96%			0.90%
Ratio of net investment income (loss) to average net assets		(0.08%	)		(0.15%	)		(0.30%	)		(0.26%	)		(0.21%	)
Portfolio turnover rate		52%			42%			37%			38%			36%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method.
LARGE CAP GROWTH FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	13.87		$	13.09		$	13.11		$	11.78		$	9.57
Income (loss) from investment operations:
Net investment income (loss) 2		0.07			0.07			0.05			0.06			0.04
Net realized and unrealized gain (loss) on investment transactions		3.84			0.71			(0.07	)		1.27			2.17
Total from investment operations		3.91			0.78			(0.02	)		1.33			2.21
Net asset value, end of period	$	17.78		$	13.87		$	13.09		$	13.11		$	11.78
Total return 1		28.19%			5.96%			(0.15%	)		11.29%			23.09%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	58,389		$	42,791		$	43,702		$	57,663		$	54,762
Ratio of net expenses to average net assets 3		0.89%			0.89%			0.89%			0.89%			0.90%
Ratio of total expenses to average net assets 4		0.89%			0.89%			0.89%			0.90%			0.90%
Ratio of net investment income (loss) to average net assets 3		0.43%			0.55%			0.39%			0.47%			0.40%
Portfolio turnover rate		28%			25%			29%			25%			107%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

196

Penn Series Funds, Inc.

Financial Highlights

LARGE CORE GROWTH FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016		2015			2014			2013
Net asset value, beginning of period	$	16.32		$	16.30	$	16.03		$	14.88		$	10.79
Income (loss) from investment operations:
Net investment income (loss) 2		(0.03	)		0.01		(0.03	)		(0.03	)		(0.01	)
Net realized and unrealized gain (loss) on investment transactions		5.38			0.01		0.30			1.18			4.10
Total from investment operations		5.35			0.02		0.27			1.15			4.09
Net asset value, end of period	$	21.67		$	16.32	$	16.30		$	16.03		$	14.88
Total return 1		32.78%			0.12%		1.68%			7.73%			37.91%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	124,493		$	101,020	$	111,680		$	125,980		$	127,757
Ratio of total expenses to average net assets		0.86%			0.85%		0.87%			0.87%			0.88%
Ratio of net investment income (loss) to average net assets		(0.18%	)		0.06%		(0.20%	)		(0.19%	)		(0.08%	)
Portfolio turnover rate		64%			141%		124%			83%			109%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method.
LARGE CAP VALUE FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016		2015			2014			2013
Net asset value, beginning of period	$	24.79		$	22.21	$	23.22		$	20.86		$	15.66
Income (loss) from investment operations:
Net investment income (loss) 2		0.41			0.36		0.27			0.30			0.21
Net realized and unrealized gain (loss) on investment transactions		3.21			2.22		(1.28	)		2.06			4.99
Total from investment operations		3.62			2.58		(1.01	)		2.36			5.20
Net asset value, end of period	$	28.41		$	24.79	$	22.21		$	23.22		$	20.86
Total return 1		14.60%			11.62%		(4.35%	)		11.31%			33.21%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	201,219		$	202,553	$	207,692		$	229,080		$	217,351
Ratio of total expenses to average net assets		0.90%			0.90%		0.92%			0.90%			0.87%
Ratio of net investment income (loss) to average net assets		1.57%			1.60%		1.17%			1.38%			1.16%
Portfolio turnover rate		17%			22%		19%			22%			186%

¹  Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

197

Penn Series Funds, Inc.

Financial Highlights

LARGE CORE VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017		2016		2015			2014		2013
Net asset value, beginning of period	$	16.18	$	14.77	$	14.89		$	13.38	$	10.31
Income (loss) from investment operations:
Net investment income (loss) 3		0.25		0.22		0.22			0.19		0.15
Net realized and unrealized gain (loss) on investment transactions		2.21		1.19		(0.34	)		1.32		2.92
Total from investment operations		2.46		1.41		(0.12	)		1.51		3.07
Net asset value, end of period	$	18.64	$	16.18	$	14.77		$	14.89	$	13.38
Total return 1, 2		15.21%		9.55%		(0.81%	)		11.29%		29.78%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	216,214	$	191,386	$	203,012		$	192,695	$	185,630
Ratio of total expenses to average net assets		0.90%		0.90%		0.92%			0.91%		0.87%
Ratio of net investment income (loss) to average net assets		1.44%		1.47%		1.47%			1.33%		1.25%
Portfolio turnover rate		106%		87%		98%			80%		59%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The Fund’s total return calculation includes a reimbursement by the sub-adviser. Excluding the effect of this reimbursement from the Fund’s ending net asset value per share, total return for the year ended December 31, 2013 would have been 29.58%. 3   The net investment income (loss) per share was calculated using the average shares outstanding method.
INDEX 500 FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017		2016		2015			2014		2013
Net asset value, beginning of period	$	18.00	$	16.14	$	15.98		$	14.11	$	10.70
Income (loss) from investment operations:
Net investment income (loss) 2		0.33		0.29		0.27			0.24		0.21
Net realized and unrealized gain (loss) on investment transactions		3.54		1.57		(0.11	)		1.63		3.20
Total from investment operations		3.87		1.86		0.16			1.87		3.41
Net asset value, end of period	$	21.87	$	18.00	$	16.14		$	15.98	$	14.11
Total return 1		21.50%		11.52%		1.00%			13.25%		31.87%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	485,750	$	432,873	$	417,965		$	442,835	$	398,537
Ratio of total expenses to average net assets		0.36%		0.36%		0.38%			0.38%		0.34%
Ratio of net investment income (loss) to average net assets		1.64%		1.75%		1.68%			1.63%		1.72%
Portfolio turnover rate		2%		3%		3%			3%		8%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

198

Penn Series Funds, Inc.

Financial Highlights

MID CAP GROWTH FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	14.92		$	14.02		$	14.88		$	13.59		$	9.94
Income (loss) from investment operations:
Net investment income (loss) 2		(0.03	)		—	(a)		—	(a)		(0.02	)		(0.06	)
Net realized and unrealized gain (loss) on investment transactions		4.07			0.90			(0.86	)		1.31			3.71
Total from investment operations		4.04			0.90			(0.86	)		1.29			3.65
Net asset value, end of period	$	18.96		$	14.92		$	14.02		$	14.88		$	13.59
Total return 1		27.08%			6.42%			(5.78%	)		9.49%			36.72%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	121,288		$	103,325		$	111,742		$	128,486		$	120,563
Ratio of total expenses to average net assets		0.96%			0.97%			1.00%			0.97%			0.99%
Ratio of net investment income (loss) to average net assets		(0.20%	)		0.00%			(0.02%	)		(0.14%	)		(0.49%	)
Portfolio turnover rate		25%			28%			43%			140%			80%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method. (a)  Less than one penny per share.
MID CAP VALUE FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	22.69		$	19.36		$	21.04		$	18.51		$	13.59
Income (loss) from investment operations:
Net investment income (loss) 2		0.20			0.20			0.20			0.17			0.19
Net realized and unrealized gain (loss) on investment transactions		3.76			3.13			(1.88	)		2.36			4.73
Total from investment operations		3.96			3.33			(1.68	)		2.53			4.92
Net asset value, end of period	$	26.65		$	22.69		$	19.36		$	21.04		$	18.51
Total return 1		17.45%			17.20%			(7.98%	)		13.67%			36.20%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	180,696		$	170,374		$	165,849		$	185,293		$	172,994
Ratio of total expenses to average net assets		0.78%			0.78%			0.81%			0.81%			0.82%
Ratio of net investment income (loss) to average net assets		0.83%			0.97%			0.93%			0.86%			1.21%
Portfolio turnover rate		31%			33%			42%			32%			43%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

199

Penn Series Funds, Inc.

Financial Highlights

MID CORE VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	21.57		$	17.57		$	17.84		$	15.33		$	11.87
Income (loss) from investment operations:
Net investment income (loss) 2		0.33			0.19			0.19			0.21			0.14
Net realized and unrealized gain (loss) on investment transactions		2.16			3.81			(0.46	)		2.30			3.32
Total from investment operations		2.49			4.00			(0.27	)		2.51			3.46
Net asset value, end of period	$	24.06		$	21.57		$	17.57		$	17.84		$	15.33
Total return 1		11.55%			22.77%			(1.51%	)		16.37%			29.15%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	99,011		$	96,177		$	90,550		$	90,229		$	71,874
Ratio of total expenses to average net assets		1.02%			1.04%			1.07%			1.05%			1.08%
Ratio of net investment income (loss) to average net assets		1.48%			1.01%			1.06%			1.27%			0.97%
Portfolio turnover rate		45%			64%			77%			69%			166%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method.
SMID CAP GROWTH FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	20.68		$	19.46		$	19.76		$	19.64		$	13.75
Income (loss) from investment operations:
Net investment income (loss) 2		(0.11	)		(0.10	)		(0.15	)		(0.15	)		(0.10	)
Net realized and unrealized gain (loss) on investment transactions		5.81			1.32			(0.15	)		0.27			5.99
Total from investment operations		5.70			1.22			(0.30	)		0.12			5.89
Net asset value, end of period	$	26.38		$	20.68		$	19.46		$	19.76		$	19.64
Total return 1		27.56%			6.27%			(1.52%	)		0.61%			42.84%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	64,783		$	52,713		$	56,002		$	55,602		$	63,627
Ratio of net expenses to average net assets 3		1.05%			1.05%			1.07%			1.06%			1.05%
Ratio of total expenses to average net assets 4		1.04%			1.04%			1.07%			1.06%			1.07%
Ratio of net investment income (loss) to average net assets 3		(0.47%	)		(0.52%	)		(0.71%	)		(0.81%	)		(0.61%	)
Portfolio turnover rate		68%			160%			103%			89%			90%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴  The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

200

Penn Series Funds, Inc.

Financial Highlights

SMID CAP VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	24.69		$	19.72		$	20.91		$	19.14		$	13.87
Income (loss) from investment operations:
Net investment income (loss) 2		0.03			0.02			—			0.05			0.07
Net realized and unrealized gain (loss) on investment transactions		3.18			4.95			(1.19	)		1.72			5.20
Total from investment operations		3.21			4.97			(1.19	)		1.77			5.27
Net asset value, end of period	$	27.90		$	24.69		$	19.72		$	20.91		$	19.14
Total return 1		13.00%			25.20%			(5.69%	)		9.25%			38.00%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	85,323		$	82,032		$	67,959		$	73,906		$	63,544
Ratio of net expenses to average net assets 3		1.18%			1.21%			1.23%			1.20%			1.14%
Ratio of total expenses to average net assets 4		1.18%			1.21%			1.23%			1.24%			1.25%
Ratio of net investment income (loss) to average net assets 3		0.11%			0.10%			(0.02%	)		0.24%			0.41%
Portfolio turnover rate		37%			62%			48%			51%			58%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method. 3   The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown. 4   The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.
SMALL CAP GROWTH FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	31.08		$	28.59		$	28.47		$	26.42		$	19.20
Income (loss) from investment operations:
Net investment income (loss) 2		(0.16	)		(0.10	)		(0.14	)		(0.11	)		(0.11	)
Net realized and unrealized gain (loss) on investment transactions		7.88			2.59			0.26			2.16			7.33
Total from investment operations		7.72			2.49			0.12			2.05			7.22
Net asset value, end of period	$	38.80		$	31.08		$	28.59		$	28.47		$	26.42
Total return 1		24.84%			8.71%			0.42%			7.76%			37.60%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	102,380		$	85,958		$	91,666		$	102,678		$	89,539
Ratio of total expenses to average net assets		1.01%			1.02%			1.03%			1.02%			1.07%
Ratio of net investment income (loss) to average net assets		(0.46%	)		(0.35%	)		(0.48%	)		(0.42%	)		(0.50%	)
Portfolio turnover rate		25%			17%			26%			33%			143%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

201

Penn Series Funds, Inc.

Financial Highlights

SMALL CAP VALUE FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017		2016		2015			2014		2013
Net asset value, beginning of period	$	33.06	$	26.50	$	28.03		$	26.16	$	18.83
Income (loss) from investment operations:
Net investment income (loss) 2		0.18		0.23		0.17			0.19		0.10
Net realized and unrealized gain (loss) on investment transactions		3.87		6.33		(1.70	)		1.68		7.23
Total from investment operations		4.05		6.56		(1.53	)		1.87		7.33
Net asset value, end of period	$	37.11	$	33.06	$	26.50		$	28.03	$	26.16
Total return 1		12.25%		24.75%		(5.46%	)		7.15%		38.93%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	262,728	$	244,968	$	227,139		$	246,127	$	238,772
Ratio of total expenses to average net assets		0.97%		0.97%		0.99%			1.03%		1.14%
Ratio of net investment income (loss) to average net assets		0.56%		0.83%		0.62%			0.70%		0.46%
Portfolio turnover rate		59%		57%		47%			45%		59%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method.
SMALL CAP INDEX FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017		2016		2015			2014		2013
Net asset value, beginning of period	$	20.09	$	16.69	$	17.59		$	16.88	$	12.22
Income (loss) from investment operations:
Net investment income (loss) 2		0.13		0.12		0.12			0.12		0.10
Net realized and unrealized gain (loss) on investment transactions		2.64		3.28		(1.02	)		0.59		4.56
Total from investment operations		2.77		3.40		(0.90	)		0.71		4.66
Net asset value, end of period	$	22.86	$	20.09	$	16.69		$	17.59	$	16.88
Total return 1		13.79%		20.37%		(5.12%	)		4.21%		38.13%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	81,638	$	76,355	$	65,480		$	66,658	$	64,860
Ratio of net expenses to average net assets 3		0.65%		0.66%		0.69%			0.64%		0.55%
Ratio of total expenses to average net assets 4		0.65%		0.66%		0.69%			0.69%		0.71%
Ratio of net investment income (loss) to average net assets 3		0.62%		0.70%		0.66%			0.72%		0.71%
Portfolio turnover rate		13%		18%		18%			20%		17%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

³  The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown.

⁴ The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.

The accompanying notes are an integral part of these financial statements.

202

Penn Series Funds, Inc.

Financial Highlights

DEVELOPED INTERNATIONAL INDEX FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017		2016			2015			2014			2013
Net asset value, beginning of period	$	11.42	$	11.38		$	11.54		$	12.29		$	10.15
Income (loss) from investment operations:
Net investment income (loss) 2		0.27		0.26			0.24			0.30			0.28
Net realized and unrealized gain (loss) on investment transactions		2.53		(0.22	)		(0.40	)		(1.05	)		1.86
Total from investment operations		2.80		0.04			(0.16	)		(0.75	)		2.14
Net asset value, end of period	$	14.22	$	11.42		$	11.38		$	11.54		$	12.29
Total return 1		24.52%		0.35%			(1.39%	)		(6.10%	)		21.08%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	116,930	$	97,813		$	98,109		$	101,510		$	103,233
Ratio of net expenses to average net assets 3		0.82%		0.81%			0.83%			0.75%			0.59%
Ratio of total expenses to average net assets 4		0.82%		0.81%			0.83%			0.82%			0.92%
Ratio of net investment income (loss) to average net assets 3		2.05%		2.35%			2.02%			2.47%			2.50%
Portfolio turnover rate		4%		7%			2%			7%			9%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method. 3   The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown. 4   The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.
INTERNATIONAL EQUITY FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017		2016			2015			2014			2013
Net asset value, beginning of period	$	22.98	$	24.23		$	23.39		$	22.72		$	21.44
Income (loss) from investment operations:
Net investment income (loss) 2		0.15		0.26			0.28			0.27			0.24
Net realized and unrealized gain (loss) on investment transactions		7.13		(1.51	)		0.56			0.40			1.04
Total from investment operations		7.28		(1.25	)		0.84			0.67			1.28
Net asset value, end of period	$	30.26	$	22.98		$	24.23		$	23.39		$	22.72
Total return 1		31.68%		(5.16%	)		3.59%			2.95%			5.97%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	375,821	$	319,322		$	375,175		$	380,898		$	378,189
Ratio of total expenses to average net assets		1.12%		1.12%			1.15%			1.15%			1.17%
Ratio of net investment income (loss) to average net assets		0.56%		1.10%			1.17%			1.14%			1.09%
Portfolio turnover rate		32%		34%			27%			31%			34%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

203

Penn Series Funds, Inc.

Financial Highlights

EMERGING MARKETS EQUITY FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017		2016		2015			2014			2013
Net asset value, beginning of period	$	10.22	$	9.66	$	10.84		$	11.40		$	11.53
Income (loss) from investment operations:
Net investment income (loss) 2		0.03		0.03		0.03			0.02			0.03
Net realized and unrealized gain (loss) on investment transactions		3.55		0.53		(1.21	)		(0.58	)		(0.16	)
Total from investment operations		3.58		0.56		(1.18	)		(0.56	)		(0.13	)
Net asset value, end of period	$	13.80	$	10.22	$	9.66		$	10.84		$	11.40
Total return 1		35.03%		5.80%		(10.89%	)		(4.91%	)		(1.13%	)
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	184,357	$	150,270	$	147,819		$	157,027		$	163,179
Ratio of net expenses to average net assets 3		1.51%		1.65%		1.74%			1.75%			1.68%
Ratio of total expenses to average net assets 4		1.51%		1.65%		1.68%			1.69%			1.82%
Ratio of net investment income (loss) to average net assets 3		0.25%		0.28%		0.24%			0.19%			0.25%
Portfolio turnover rate		41%		46%		41%			42%			48%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The net investment income (loss) per share was calculated using the average shares outstanding method. 3   The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown. 4   The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.
REAL ESTATE SECURITIES FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017		2016		2015			2014			2013
Net asset value, beginning of period	$	19.99	$	18.95	$	18.01		$	13.83		$	13.41
Income (loss) from investment operations:
Net investment income (loss) 2		0.39		0.32		0.26			0.23			0.18
Net realized and unrealized gain (loss) on investment transactions		1.09		0.72		0.68			3.95			0.24
Total from investment operations		1.48		1.04		0.94			4.18			0.42
Net asset value, end of period	$	21.47	$	19.99	$	18.95		$	18.01		$	13.83
Total return 1		7.40%		5.49%		5.22%			30.22%			3.13%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	137,842	$	137,257	$	137,644		$	136,861		$	114,290
Ratio of total expenses to average net assets		0.95%		0.95%		0.97%			0.97%			0.99%
Ratio of net investment income (loss) to average net assets		1.86%		1.65%		1.42%			1.43%			1.35%
Portfolio turnover rate		75%		81%		61%			54%			69%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

²  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

204

Penn Series Funds, Inc.

Financial Highlights

AGGRESSIVE ALLOCATION FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	15.99		$	14.88		$	15.12		$	14.16		$	11.56
Income (loss) from investment operations:
Net investment income (loss) 3		(0.05	)		(0.05	)		(0.05	)		(0.05	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		3.26			1.16			(0.19	)		1.01			2.64
Total from investment operations		3.21			1.11			(0.24	)		0.96			2.60
Net asset value, end of period	$	19.20		$	15.99		$	14.88		$	15.12		$	14.16
Total return 1		20.08%			7.46%			(1.59%	)		6.78%			22.49%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	75,079		$	61,867		$	61,119		$	64,505		$	56,879
Ratio of net expenses to average net assets 2, 4		0.31%			0.32%			0.34%			0.34%			0.33%
Ratio of total expenses to average net assets 2, 5		0.31%			0.32%			0.34%			0.34%			0.33%
Ratio of net investment income (loss) to average net assets 4		(0.31%	)		(0.32%	)		(0.34%	)		(0.34%	)		(0.33%	)
Portfolio turnover rate		20%			20%			24%			20%			30%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. 3   The net investment income (loss) per share was calculated using the average shares outstanding method. 4   The ratio includes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were excluded, the ratio would have been higher (lower), respectively, than the ratio shown. 5   The ratio excludes expenses waived/reimbursed net of amount recaptured and fees paid indirectly, where applicable; if expenses waived/reimbursed net of amount recaptured and fees paid indirectly were included, the ratio would have been lower than the ratio shown.
MODERATELY AGGRESSIVE ALLOCATION FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	16.72		$	15.55		$	15.73		$	14.80		$	12.42
Income (loss) from investment operations:
Net investment income (loss) 3		(0.05	)		(0.05	)		(0.05	)		(0.05	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		2.99			1.22			(0.13	)		0.98			2.42
Total from investment operations		2.94			1.17			(0.18	)		0.93			2.38
Net asset value, end of period	$	19.66		$	16.72		$	15.55		$	15.73		$	14.80
Total return 1		17.58%			7.52%			(1.14%	)		6.28%			19.16%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	266,699		$	230,243		$	238,908		$	250,402		$	231,185
Ratio of total expenses to average net assets 2		0.29%			0.30%			0.32%			0.32%			0.31%
Ratio of net investment income (loss) to average net assets		(0.29%	)		(0.30%	)		(0.32%	)		(0.32%	)		(0.31%	)
Portfolio turnover rate		16%			14%			20%			17%			23%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

205

Penn Series Funds, Inc.

Financial Highlights

MODERATE ALLOCATION FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	15.36		$	14.36		$	14.44		$	13.67		$	11.98
Income (loss) from investment operations:
Net investment income (loss) 3		(0.05	)		(0.04	)		(0.05	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		2.20			1.04			(0.03	)		0.81			1.73
Total from investment operations		2.15			1.00			(0.08	)		0.77			1.69
Net asset value, end of period	$	17.51		$	15.36		$	14.36		$	14.44		$	13.67
Total return 1		14.00%			6.96%			(0.55%	)		5.63%			14.11%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	342,656		$	332,347		$	342,152		$	364,044		$	350,164
Ratio of total expenses to average net assets 2		0.29%			0.29%			0.32%			0.31%			0.31%
Ratio of net investment income (loss) to average net assets		(0.29%	)		(0.29%	)		(0.32%	)		(0.31%	)		(0.31%	)
Portfolio turnover rate		12%			12%			17%			17%			20%
1   Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles. 2   The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio. 3   The net investment income (loss) per share was calculated using the average shares outstanding method.
MODERATELY CONSERVATIVE ALLOCATION FUND For a share outstanding throughout each period
	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	14.42		$	13.60		$	13.63		$	12.98		$	11.87
Income (loss) from investment operations:
Net investment income (loss) 3		(0.05	)		(0.04	)		(0.05	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		1.49			0.86			0.02			0.69			1.15
Total from investment operations		1.44			0.82			(0.03	)		0.65			1.11
Net asset value, end of period	$	15.86		$	14.42		$	13.60		$	13.63		$	12.98
Total return 1		9.99%			6.03%			(0.22%	)		5.01%			9.35%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	98,414		$	97,741		$	102,101		$	107,669		$	111,452
Ratio of total expenses to average net assets 2		0.30%			0.30%			0.33%			0.32%			0.32%
Ratio of net investment income (loss) to average net assets		(0.30%	)		(0.30%	)		(0.33%	)		(0.32%	)		(0.32%	)
Portfolio turnover rate		15%			15%			23%			20%			28%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

206

Penn Series Funds, Inc.

Financial Highlights

CONSERVATIVE ALLOCATION FUND

For a share outstanding throughout each period

	Year Ended December 31,
	2017			2016			2015			2014			2013
Net asset value, beginning of period	$	13.33		$	12.73		$	12.72		$	12.26		$	11.74
Income (loss) from investment operations:
Net investment income (loss) 3		(0.04	)		(0.04	)		(0.04	)		(0.04	)		(0.04	)
Net realized and unrealized gain (loss) on investment transactions		0.89			0.64			0.05			0.50			0.56
Total from investment operations		0.85			0.60			0.01			0.46			0.52
Net asset value, end of period	$	14.18		$	13.33		$	12.73		$	12.72		$	12.26
Total return 1		6.38%			4.71%			0.08%			3.75%			4.43%
Ratios/Supplemental data:
Net assets, end of period (in thousands)	$	58,659		$	56,092		$	61,217		$	65,183		$	68,185
Ratio of total expenses to average net assets 2		0.32%			0.31%			0.34%			0.33%			0.33%
Ratio of net investment income (loss) to average net assets		(0.31%	)		(0.31%	)		(0.34%	)		(0.33%	)		(0.33%	)
Portfolio turnover rate		23%			26%			24%			26%			38%

¹ Total investment return is based on the change in net asset value of a share during the period and assumes reinvestment of dividends and distributions at net asset value. Total returns do not reflect expenses associated with variable contracts such as administrative fees, account charges and surrender charges, which if reflected would reduce the total returns for all periods presented. Total returns may reflect adjustments to conform with generally accepted accounting principles.

² The Fund also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

³  The net investment income (loss) per share was calculated using the average shares outstanding method.

The accompanying notes are an integral part of these financial statements.

207

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

1 — ORGANIZATION

Penn Series Funds, Inc. (“Penn Series”) was incorporated in Maryland on April 22, 1982. Penn Series is registered under the Investment Company Act of 1940, as amended, as an open-end, diversified management investment company. Penn Series is open only to purchasers of The Penn Mutual Life Insurance Company (“Penn Mutual”) and The Penn Insurance and Annuity Company insurance contracts and certain of Penn Mutual’s employee benefit plans.

Penn Series is presently offering shares in its Money Market, Limited Maturity Bond, Quality Bond, High Yield Bond, Flexibly Managed, Balanced, Large Growth Stock, Large Cap Growth, Large Core Growth, Large Cap Value, Large Core Value, Index 500, Mid Cap Growth, Mid Cap Value, Mid Core Value, SMID Cap Growth, SMID Cap Value, Small Cap Growth, Small Cap Value, Small Cap Index, Developed International Index, International Equity, Emerging Markets Equity, Real Estate Securities, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds (each a “Fund” and collectively, the “Funds”). Penn Series also has the authority to issue shares in three additional funds, each of which would have their own investment objective and policies.

Fund of Funds (“FOFs”) – Each Penn Series FOF seeks to achieve its investment objective by investing in other Penn Series Funds (“Underlying Funds”) and uses asset allocation strategies to determine how much to invest in the Underlying Funds. Each of the following is a Penn Series FOFs: Balanced, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds.

2 — SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies are followed by Penn Series in the preparation of its financial statements. The preparation of financial statements in accordance with the accounting principles generally accepted in the United States (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates and those differences could be material. The Funds are investment companies and follow the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic No. 946.

SECURITY VALUATION:

Money Market Fund — Investments in securities are valued using the amortized cost method as permitted by Rule 2a-7 under the Investment Company Act of 1940, which involves initially valuing investments at cost and thereafter assuming a constant amortization to maturity of any premium or discount. This method approximates market value.

Limited Maturity Bond, Quality Bond, High Yield Bond, Flexibly Managed, Large Growth Stock, Large Cap Growth, Large Core Growth, Large Cap Value, Large Core Value, Index 500, Mid Cap Growth, Mid Cap Value, Mid Core Value, SMID Cap Growth, SMID Cap Value, Small Cap Growth, Small Cap Value, Small Cap Index, Developed International Index, International Equity, Emerging Markets Equity, Real Estate Securities Funds — Portfolio securities listed on a securities exchange or an automated quotation system for which quotations are readily available, including securities traded over the counter, are valued at the last quoted sale price on the principal exchange or market on which they are traded on the valuation date or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. Securities valued according to these evaluation methods are categorized as Level 1 in the fair value hierarchy described below. Debt and fixed income securities are valued by recognized independent third-party valuation services, employing valuation methodologies that utilize actual market transactions, broker-dealer supplied valuations, and matrix pricing. Matrix pricing for corporate bonds, floating rate notes, municipal securities and U.S. government and government agency obligations considers yield or price of bonds of comparable quality, coupon, maturity and type and, for asset backed securities, commercial mortgage securities and U.S. government agency mortgage securities, also considers prepayment speed assumptions and attributes and performance of the underlying collateral. Securities valued according to these valuation methods are generally categorized as Level 2 in the fair value hierarchy described below. To the extent that bid prices are provided by the pricing service, the Funds will use the bid price. Debt obligations with remaining maturities of sixty days or less may be valued at their amortized cost, which approximates market value. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates as of the valuation date.

208

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

Options are valued at the last traded price on the market where such options are principally traded or, if there was no trade on such day, at the last bid quote. Futures contracts are valued at the last settlement price on the market where such futures contracts are principally traded. Although derivatives may be subject to netting provisions, as discussed further in Note 7, derivatives held are valued at their gross amounts.

To assess the continuing appropriateness of third party pricing service security valuations, Penn Mutual Asset Management, LLC (“PMAM” or the “Adviser”), the investment adviser to each of the Funds, or the Fund’s sub-adviser, as applicable, or the fund accounting service provider, who is subject to oversight by the Administrator, regularly monitor the prices and compare prices to alternate sources where applicable. Pricing challenges are issued for valuation differences exceeding certain tolerances or when considered not reflective of the market by the Adviser or sub-adviser, as applicable.

Securities for which market quotations are not readily available are valued at fair value prices determined using methods approved by the Penn Series Board of Directors (the “Board of Directors”). The Penn Series Valuation Committee (the “Valuation Committee”), established by and subject to oversight by the Board of Directors, monitors pricing related policies and procedures and approves all fair value determinations. The Valuation Committee consists of representatives from PMAM and Penn Mutual, the administrator to the Funds (the “Administrator”). The Valuation Committee regularly makes good faith judgments, using sources and information obtained, including recommendations and supporting rationales and inputs from the Adviser or the applicable sub-adviser, to establish and /or adjust fair valuations of securities as events occur and circumstances warrant. The information and inputs may include but are not limited to cost of the security, last sale price, private transaction trading prices, comparable publicly traded security prices, discount rates, publicly disclosed news stories and regulatory filings, estimated cash flows and yield curves. As part of its procedures, the Valuation Committee monitors the fair valued securities, considers additional news or significant developments relative to the specific security, reviews the valuations with the Adviser or respective sub-adviser on a regular basis and applies back testing procedures to valuations as applicable. Reasons for which securities may be valued in this manner include, but are not limited to, trading on an exchange for a security has been halted, suspended or has not begun, a security has been de-listed from a national exchange, trading on a security’s primary market is temporarily closed at a time when, under normal conditions, it would be open, or valuation by a third party pricing service is currently not available or is no longer available.

Certain events may occur between the time that foreign markets close, on which securities held by the Fund principally trade, and the time at which the Fund’s NAV is calculated. These securities are valued at a fair value utilizing an independent third party valuation service in accordance with procedures adopted by the Fund’s Board of Directors. The methodology and procedures followed by the valuation service consider the correlation of the trading patterns of the foreign security to the intraday trading in the U.S. markets for investments such as ADRs, financial futures, ETFs, and certain indexes as well as prices for similar securities. Securities valued using such valuation service are classified as Level 2 of the fair value hierarchy as these adjustment factors are considered other observable inputs to the valuation. Values from the valuation service are applied in the event that there is a movement in the U.S. market that exceeds a specific threshold that has been established by the Valuation Committee. The Valuation Committee has also established a “confidence interval”, which is used to determine the level of historical correlation between the value of a specific foreign security and movements in the U.S. market before a particular security will be fair valued when the threshold is exceeded. In the event that the threshold established by the Valuation Committee is exceeded on a specific day, the Funds shall value the non-U.S. securities in their portfolios that exceed the applicable “confidence interval” based upon the adjusted prices provided by the fair valuation service.

The determination of a security’s fair value price often involves the consideration of a number of subjective factors, and is therefore subject to the unavoidable risk that the value assigned to a security may be higher or lower than the security’s value would be if a reliable market quotation for the security was readily available.

Balanced, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds — The valuation of each Fund’s investment in its Underlying Funds is based on the net asset values of the Underlying Funds each business day.

Fair value measurements are determined within a framework that has established a fair value hierarchy based upon the various data inputs utilized in determining the value of the Funds’ investments. Inputs refer broadly to the assumptions that

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market participants would use in pricing an asset. Inputs may be observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. These inputs are summarized into three broad levels as follows:

• Level 1 — quoted prices in active markets for identical securities

• Level 2 — other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

• Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Transfers between levels 1 and 2 during the year ended December 31, 2017, if any, are shown as notes on the Schedule of Investments of the individual Fund.

Significant Level 3 items at December 31, 2017 consist of $4,768,348 of equities in the Large Growth Stock Fund which were not publicly trading. The unobservable inputs used in valuing these securities include new rounds of financing, negotiated transactions of significant size between other investors in the company, relevant market valuations of peer companies and strategic events affecting the company. Significant increases (decreases) in the valuation indicated by the new rounds of financing, valuations observed through negotiated transactions between other investors in the company or changes in the market valuation of relevant peer companies would result in directionally similar changes to the fair value. Fair value determinations are reviewed and updated on a regular basis and as information becomes available, including actual purchase and sale transactions of the issue.

Foreign Currency Translation — The books and records of the Funds are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis: market value of investment securities, assets and liabilities at the current rate of exchange; purchases and sales of investment securities, income and expenses at the relevant rates of exchange prevailing on the respective dates of such transactions.

The Funds do not isolate the portion of realized and unrealized gains and losses on investments which is due to changes in the foreign exchange rate from that which is due to changes in market prices of all securities. Such fluctuations are included with net realized and unrealized gain or loss from investments.

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.

Loan Agreements — Certain Funds may invest in loan agreements, also known as bank loans, which represent an interest in amounts owed by a borrower to a syndication of lenders. Bank loans may involve multiple loans with the same borrower under a single credit agreement (each loan, a tranche), and each tranche may have different terms and associated risks. A bank or other financial institution typically acts as the agent and administers a bank loan in accordance with the associated credit agreement. Bank loans are generally noninvestment grade and often involve borrowers whose financial condition is troubled or uncertain and companies that are highly leveraged. The Funds may buy and sell bank loans in the form of either loan assignments or loan participations. A loan assignment transfers all legal, beneficial, and economic rights to the buyer. Although loan assignments continue to be administered by the agent, the buyer acquires direct rights against the borrower. In many cases, a loan assignment requires the consent of both the borrower and the agent. In contrast, a loan participation generally entitles the buyer to receive the cash flows from principal, interest, and any fee payments that the seller is entitled to receive from the borrower; however, the seller continues to hold legal title to the loan. As a result, with loan participations, the buyer generally has no right to enforce compliance with terms of the credit agreement against the borrower, and the buyer is subject to the credit risk of both the borrower and the seller. Bank loans often have extended settlement periods, during which the fund is subject to nonperformance by the counterparty.

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SECURITY TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — Security transactions are accounted for on the trade date. Dividend income is recorded on the ex-dividend date and interest income is accrued as earned. Discounts and premiums are accreted and amortized using the effective interest method. The cost of investment securities sold is determined by using the specific identification method for both financial reporting and income tax purposes. Expenses directly attributable to a Fund are directly charged. Common expenses of the Funds are allocated using methods approved by the Board of Directors, generally based on average net assets. Expenses included in the accompanying financial statements reflect the expenses of each Fund and do not include any expenses associated with the Underlying Funds of the FOFs.

DIVIDENDS TO SHAREHOLDERS — Except for the Money Market Fund, all or a portion of each Fund’s undistributed net investment income and accumulated net realized gain on investment and foreign exchange transactions, if any, at December 31, 2017 were deemed distributed as consent dividends to each respective Fund’s shareholders in place of regular distributions. As consent dividends, shareholders of each Fund agree to treat their share of undistributed net investment income and accumulated net realized gain on investment and foreign exchange transactions, if any, at December 31, 2017, respectively, as dividend income and net capital gains for tax purposes. In the case of the Money Market Fund, dividends paid from undistributed net investment income and accumulated net realized gain on investments are declared daily and paid monthly.

Dividends from net investment income and distributions from net realized gains are determined in accordance with federal income tax regulations which may differ from net investment income and net realized capital gains recorded in accordance with accounting principles generally accepted in the United States. To the extent that these differences are permanent, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require such reclassification. Distributions from net realized gains may involve short-term capital gains, which are included as ordinary income for tax purposes.

The character of distributions received from Real Estate Investment Trusts (“REITs”) held by a Fund is generally comprised of net investment income, capital gains, and return of capital. It is the policy of the Funds to estimate the character of distributions received from the underlying REITs based on historical data provided by the REITs.

3 — INVESTMENT ADVISORY AND OTHER CORPORATE SERVICES

Investment Advisory Services

PMAM serves as investment adviser to each series of Penn Series. With the exception of the Money Market, Limited Maturity, Quality Bond, Balanced, Aggressive Allocation, Moderately Aggressive Allocation, Moderate Allocation, Moderately Conservative Allocation and Conservative Allocation Funds, PMAM has entered into sub-advisory agreements to provide investment management services to each of the Funds.

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Each of the Funds pay PMAM, on a monthly basis, an advisory fee based on the average daily net assets of the Fund, at the following rates pursuant to the investment advisory agreements:

Fund	Sub-Adviser	Investment Advisory Fees (As a Percentage of the Average Daily Net Assets of the Fund)
Money Market Fund	None	0.33% of the first $200,000,000; 0.31% of the next $150,000,000; 0.29% of the next $150,000,000; 0.27% over $500,000,000.
Limited Maturity Bond Fund	None	0.46% of the first $200,000,000; 0.44% of the next $150,000,000; 0.42% of the next $150,000,000; 0.40% over $500,000,000.
Quality Bond Fund	None	0.46% of the first $200,000,000; 0.44% of the next $150,000,000; 0.42% of the next $150,000,000; 0.40% over $500,000,000.
High Yield Bond Fund	T. Rowe Price Associates, Inc	0.56% of the first $250,000,000; 0.53% over $250,000,000.
Flexibly Managed Fund	T. Rowe Price Associates, Inc	0.72% of the first $500,000,000; 0.70% of the next $2,000,000,000; 0.68% of the next $1,500,000,000; 0.65% of the next $1,000,000,000; 0.62% over $5,000,000,000.
Balanced Fund	None	None
Large Growth Stock Fund	T. Rowe Price Associates, Inc	0.72% of the first $250,000,000; 0.68% of the next $250,000,000; 0.65% over $500,000,000.
Large Cap Growth Fund	Massachusetts Financial Services Company	0.55%
Large Core Growth Fund	Wells Capital Management, Inc.	0.60%
Large Cap Value Fund	Loomis, Sayles & Company, LP	0.67% of the first $150,000,000; 0.65% over $150,000,000.
Large Core Value Fund	Eaton Vance Management	0.67% of the first $150,000,000; 0.65% of the next $250,000,000; 0.60% over $400,000,000.
Index 500 Fund	SSgA Fund Management, Inc.	0.14% of the first $150,000,000; 0.13% of the next $150,000,000; 0.12% over $300,000,000.
Mid Cap Growth Fund	Ivy Investment Management Company	0.70%
Mid Cap Value Fund	Neuberger Berman Management, Inc.	0.55% of the first $250,000,000; 0.525% of the next $250,000,000; 0.50% of the next $250,000,000; 0.475% of the next $250,000,000; 0.45% of the next $500,000,000; 0.425% over $1,500,000,000.
Mid Core Value Fund	American Century Investment Management, Inc.	0.72%
SMID Cap Growth Fund	Wells Capital Management, Inc.	0.75%
SMID Cap Value Fund*	Alliance Bernstein, LP	0.84%

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Fund	Sub-Adviser	Investment Advisory Fees (As a Percentage of the Average Daily Net Assets of the Fund)
Small Cap Growth Fund	Janus Capital Management LLC	0.80% of the first $25,000,000; 0.75% of the next $25,000,000; 0.70% over $50,000,000.
Small Cap Value Fund	Goldman Sachs Asset Management, LP	0.75% of the first $50,000,000; 0.725% of the next $50,000,000; 0.70% over $100,000,000.
Small Cap Index Fund	SSgA Fund Management, Inc.	0.30%
Developed International Index Fund	SSgA Fund Management, Inc.	0.30%
International Equity Fund	Vontobel Asset Management, Inc.	0.86% of the first $227,000,000; 0.84% of the next $227,000,000; 0.82% over $454,000,000.
Emerging Markets Equity Fund**	Morgan Stanley Investment Management Inc.	0.92%
Real Estate Securities Fund	Cohen & Steers Capital Management, Inc.	0.70%
Aggressive Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Moderately Aggressive Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Moderate Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Moderately Conservative Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.
Conservative Allocation Fund	None	0.12% of the first $200,000,000; 0.11% of the next $150,000,000; 0.10% of the next $150,000,000; 0.09% over $500,000,000.

* Prior to October 1, 2017, the SMID Cap Value Fund paid PMAM, on a monthly basis, an advisory fee of 0.95% based on the average daily net assets of the Fund.

** Prior to June 1, 2017, the Emerging Markets Equity Fund paid PMAM, on a monthly basis, an advisory fee based on the average daily net assets of the Fund, at 1.18% for the first $2.5 billion and 1.00% thereafter.

For providing investment management services to the Funds, PMAM pays each sub-adviser, on a monthly basis, a sub-advisory fee.

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Administrative and Corporate, Co-Administrative and Shareholder Services

Each of the Funds pays Penn Mutual, on a quarterly basis, 0.01% of the Fund’s average daily net assets under a revised administrative and corporate services agreement and 0.09% under a shareholder servicing agreement. Each of the Funds pays PMAM, on a quarterly basis, 0.02% of the Fund’s average daily assets under a co-administrative agreement.

Fund Administration and Accounting Services

Under a fund administration and accounting agreement, BNY Mellon Investment Servicing (US), Inc. (“BNY Mellon”) serves as accounting agent for Penn Series. Each of the Funds, except the FOFs, International Equity Fund, Emerging Markets Equity Fund and Developed International Index Fund, pays BNY Mellon, on a monthly basis, an annual fee based on the average daily net assets of the Fund equal to 0.070% for the first $100 million, 0.050% for the next $200 million, 0.030% for the next $300 million and 0.020% thereafter. With the exception of the FOFs, International Equity Fund, Emerging Markets Equity Fund, Developed International Index Fund and Money Market Fund, the minimum annual fee each Fund must pay is $27,500. The annual accounting fee for each of the FoFs shall be an asset based fee of 0.010% of FOF’s average daily net assets, exclusive of out-of-pocket expenses. Each FOF’s minimum annual fee is $12,000. The minimum annual fee is $48,000 for each of the International Equity Fund, Emerging Markets Equity Fund and Developed International Index Fund. The Money Market Fund pays no minimum annual fee. Each of the International Equity, Emerging Markets Equity and Developed International Index Funds pays BNY Mellon, on a monthly basis, an annual 0.080% for the first $100 million, 0.060% for the next $300 million, 0.040% for the next $200 million, and 0.030% thereafter. In addition, each of the Funds pays BNY Mellon approximately 0.010% of the Fund’s average daily net assets for tax and regulatory administration services.

Transfer Agent Services

Under a transfer agency agreement, BNY Mellon serves as transfer agent for Penn Series.

Custodial Services

The Bank of New York Mellon, Inc., serves as custodian for Penn Series. In addition to transaction charges and out-of-pocket expenses, each of the Funds pay The Bank of New York Mellon, Inc., on a monthly basis, an annual custody fee of 0.007% for U.S. securities. The Bank of New York Mellon, Inc. serves as foreign custodian for Penn Series. There is a separate custody fee schedule for foreign securities.

Expenses and Limitations Thereon

Each Fund bears all expenses of its operations other than those incurred by PMAM and, it applicable its sub-adviser under its respective investment advisory agreement and those incurred by Penn Mutual under its administrative and corporate services agreement. PMAM and Penn Mutual have agreed to waive fees or reimburse expenses to the extent the Fund’s total expense ratio (excluding nonrecurring account fees, fees on portfolio transactions, such as exchange fees, dividends and interest on securities sold short, Acquired Fund Fees and Expenses, service fees, interest, taxes, brokerage commissions, other capitalized expenses and other non-routine expenses or extraordinary expenses not incurred in the ordinary course of a Fund’s business, but including investment advisory and administrative and corporate services fees) exceeds the applicable expense limitation for the Fund. The expense limitations for the Funds are as follows:

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Fund	Expense Limitation		Fund	Expense Limitation
Money Market		0.64%	SMID Cap Growth		1.07%
Limited Maturity Bond		0.74%	SMID Cap Value		1.26%
Quality Bond		0.73%	Small Cap Growth		1.13%
High Yield Bond		0.92%	Small Cap Value		1.02%
Flexibly Managed		0.94%	Small Cap Index		0.74%
Balanced		0.79%	Developed International Index		0.94%
Large Growth Stock		1.02%	International Equity		1.20%
Large Cap Growth		0.89%	Emerging Markets Equity		1.78%
Large Core Growth		0.90%	Real Estate Securities		1.02%
Large Cap Value		0.96%	Aggressive Allocation*		0.40%
Large Core Value		0.96%	Moderately Aggressive Allocation*		0.34%
Index 500		0.42%	Moderate Allocation*		0.34%
Mid Cap Growth		1.00%	Moderately Conservative Allocation*		0.35%
Mid Cap Value		0.83%	Conservative Allocation*		0.38%
Mid Core Value		1.11%

* For FoFs, with the exception of the Balanced Fund, the operating expense limit applies only at the Fund level and does not limit the fees indirectly incurred by the FOFs through their investments in the Underlying Funds.

Effective September 10, 2009, Penn Series, on behalf of its Money Market Fund, PMAM, and Penn Mutual, entered into an agreement whereby PMAM and Penn Mutual may temporarily and voluntarily waive fees and/or reimburse expenses in excess of their current fee waiver and expense reimbursement commitments in an effort to maintain a minimum net distribution yield for the Money Market Fund. Under the agreement, PMAM and Penn Mutual may, subject to certain minimum yield criteria, as well as a prospective three-year reimbursement period, recapture from the Money Market Fund any fees or expenses waived and/or reimbursed under this arrangement. These reimbursement payments by the Fund to PMAM and/or Penn Mutual are considered “extraordinary expenses” and are not subject to any net operating expense limitations in effect at the time of such payment. This recapture could negatively affect the Fund’s future yield.

If, at the end of each month, there is no liability of PMAM and Penn Mutual to pay the Funds such excess amount, and if payments of the advisory fee or administrative and corporate services fee at the end of prior months during the preceding three fiscal years have been reduced in excess of that required to maintain expenses within the expense limitation, such excess reduction is eligible to be recaptured by PMAM and Penn Mutual and, if recaptured, would become payable by the Funds to PMAM and Penn Mutual along with the advisory fee or administrative and corporate services fee for that month, as applicable. Penn Mutual and/or PMAM’s election not to recapture the amount of any reduction and reimbursement to which it is entitled in no way impairs the rights of Penn Mutual and/or PMAM to subsequently recapture such amount, provided that such amount remains eligible for recapture and would not cause the Fund to exceed its expense limit for that fee payment period.

As of December 31, 2017, the following Funds had waived and/or reimbursed administrative and corporate services fees that are subject to potential recapture by Penn Mutual through the periods stated below. If not recaptured, the waiver and/or reimbursed administrative and corporate services fees will expire according to the table below:

	December 31, 2018
Money Market Fund	$	75,300
Balanced Fund		—

During the year ended December 31, 2017, previously waived administrative fees were recaptured by Penn Mutual. The recaptured fees are shown as Recaptured administrative fees on the statement of operations and are as follows:

Large Cap Growth Fund $ 760

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As of December 31, 2017, the following Funds had waived and/or reimbursed advisory fees that are subject to potential recapture by PMAM through the periods stated below. If not recaptured, the waived and/or reimbursed advisory fees will expire according to the table below:

	December 31, 2018		December 31, 2019		December 31, 2020
Money Market Fund	$	372,994	$	165,367	$	5,100
SMID Cap Value Fund		—		—		—
Small Cap Index Fund		—		—		—
Developed International Index Fund		—		—		—

During the year ended December 31, 2017, previously waived advisory fees were recaptured by PMAM. The recaptured fees are shown as Recaptured advisory fees on the statement of operations and are as follows:

Money Market Fund	$	268,717
SMID Cap Growth		3,213

Total fees of $418,000 were paid to Directors of Penn Series, who are not interested persons of Penn Series, for the year ended December 31, 2017. Directors who are also employees of PMAM or its affiliates and officers of the Company receive no compensation from the Company for their services.

4 — RELATED PARTY TRANSACTIONS

Certain benefit plans of Penn Mutual own annuity contracts that are invested in the Penn Series Funds. The benefit plan assets that are invested in the Penn Series Funds at December 31, 2017 are as follows:

Money Market Fund	$	7,976,606
Limited Maturity Bond Fund		33,290,820
Quality Bond Fund		14,265,175
Large Growth Stock Fund		18,026,130
Large Core Value Fund		25,932,555
Index 500 Fund		24,739,069
SMID Cap Growth Fund		4,856,463
SMID Cap Value Fund		5,186,310
Small Cap Index Fund		4,185,216
Developed International Index Fund		3,222,556
International Equity Fund		8,132,190

Certain Funds affect trades for security purchase and sale transactions through brokers that are affiliates of the Adviser or the sub-advisers. Commissions paid on those trades from the Funds for the year ended December 31, 2017 were as follows:

Large Growth Stock Fund	$	44
SMID Cap Growth Fund		3,655
Small Cap Value Fund		32,229
Emerging Markets Equity Fund		7,520

The Funds may purchase securities from or sell to other funds that have a common adviser. These interfund transactions are primarily used for transactional cost purposes and are made pursuant to Rule 17a-7 of the Investment Company Act of 1940.

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A Summary of the FoF’s total long-term and short-term purchases and sales of the shares of the underlying Funds during the period ended December 31, 2017 is as follows:

Balanced Fund	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Quality Bond Fund	$	31,009,450	$	4,562,247	$	3,364,768	$	860,871	$	582,567		$	33,650,367	$	—
Penn Series Index 500 Fund		46,514,174		2,403,154		8,007,296		5,584,477		3,946,659			50,441,167		—
	$	77,523,624	$	6,965,401	$	11,372,064	$	6,445,348	$	4,529,226		$	84,091,534	$	—
Aggressive Allocation Fund	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Quality Bond Fund	$	2,459,821	$	624,981	$	961,342	$	125,926	$	(8,701	)	$	2,240,685	$	—
Penn Series Flexibly Managed Fund		1,844,866		361,231		243,717		108,338		168,441			2,239,159		—
Penn Series Large Growth Stock Fund		1,229,910		129,345		920,746		313,636		(5,759	)		746,386		—
Penn Series Large Cap Growth Fund		1,229,910		882,585		286,381		107,759		305,286			2,239,159		—
Penn Series Large Cap Value Fund		4,919,641		749,498		1,841,510		947,214		(296,523	)		4,478,319		—
Penn Series Large Core Value Fund		4,919,641		2,506,037		865,807		522,574		381,419			7,463,864		—
Penn Series High Yield Bond Fund		1,229,910		331,649		162,478		9,681		84,011			1,492,773		—
Penn Series Index 500 Fund		2,459,821		390,114		392,460		274,618		253,454			2,985,546		—
Penn Series Limited Maturity Bond Fund		1,844,865		1,353,182		244,534		2,458		29,575			2,985,546		—
Penn Series Mid Cap Growth Fund		1,229,910		174,979		237,652		109,762		215,775			1,492,773		—
Penn Series Mid Cap Value Fund		3,074,776		529,577		406,195		194,890		338,884			3,731,932		—
Penn Series Mid Core Value Fund		3,074,776		691,370		406,198		236,151		135,833			3,731,932		—
Penn Series SMID Cap Growth Fund		1,229,910		174,979		239,690		137,840		189,734			1,492,773		—
Penn Series SMID Cap Value Fund		3,074,776		727,792		501,192		309,209		121,347			3,731,932		—
Penn Series Small Cap Growth Fund		1,844,866		277,424		329,739		174,969		271,639			2,239,159		—
Penn Series Small Cap Value Fund		1,844,866		439,540		286,025		180,481		60,297			2,239,159		—
Penn Series Small Cap Index Fund		614,955		135,179		91,318		64,726		22,845			746,387		—
Penn Series Developed International Index Fund		6,149,551		935,671		1,091,230		381,403		1,088,470			7,463,864		—
Penn Series International Equity Fund		8,609,372		1,266,075		2,012,711		839,936		1,746,738			10,449,410		—
Penn Series Emerging Markets Equity Fund		6,764,507		962,384		1,749,801		273,330		1,959,832			8,210,251		—
Penn Series Real Estate Securities Fund		1,844,865		495,896		243,717		135,448		6,667			2,239,159		—
	$	61,495,515	$	14,139,486	$	13,514,443	$	5,450,349	$	7,069,260		$	74,640,168	$	—
Moderately Aggressive Allocation Fund	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Limited Maturity Bond Fund	$	13,751,797	$	8,703,748	$	1,447,295	$	160,988	$	87,244		$	21,256,483	$	—
Penn Series Quality Bond Fund		22,919,661		4,047,831		6,828,151		1,292,504		(160,872	)		21,270,973		—
Penn Series High Yield Fund		4,583,932		853,438		481,840		105,446		253,145			5,314,121		—
Penn Series Flexibly Managed Fund		13,751,797		1,514,739		1,445,520		682,458		1,438,888			15,942,362		—

217

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Notes to Financial Statements — December 31, 2017

Moderately Aggressive Allocation Fund (continued)	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Large Growth Stock Fund	$	4,583,932	$	343,508	$	3,459,614	$	1,393,086	$	(203,852	)	$	2,657,060	$	—
Penn Series Large Cap Growth Fund		4,583,932		2,878,464		1,055,753		404,539		1,159,999			7,971,181		—
Penn Series Large Cap Value Fund		18,335,729		1,787,404		6,635,615		3,594,053		(1,139,209	)		15,942,362		—
Penn Series Large Core Value Fund		18,335,729		7,718,621		2,848,370		1,811,502		1,553,122			26,570,604		—
Penn Series Index 500 Fund		9,167,865		818,480		1,358,924		959,495		1,041,326			10,628,242		—
Penn Series Mid Cap Growth Fund		4,583,932		368,458		871,758		464,857		768,632			5,314,121		—
Penn Series Mid Cap Value Fund		9,167,864		843,853		1,009,631		470,430		1,155,725			10,628,242		—
Penn Series Mid Core Value Fund		9,167,864		1,360,242		1,010,085		607,818		502,403			10,628,242		—
Penn Series SMID Cap Growth Fund		2,291,966		184,229		442,441		40,455		582,851			2,657,060		—
Penn Series SMID Cap Value Fund		9,167,864		1,527,778		1,331,880		853,732		410,748			10,628,242		—
Penn Series Small Cap Growth Fund		4,583,932		380,542		784,613		416,112		718,148			5,314,121		—
Penn Series Small Cap Value Fund		6,875,898		1,116,061		911,549		595,724		295,047			7,971,181		—
Penn Series Small Cap Index Fund		4,583,932		651,267		577,278		413,079		243,121			5,314,121		—
Penn Series Developed International Index Fund		16,043,762		1,368,638		2,734,241		969,343		2,951,921			18,599,423		—
Penn Series International Equity Fund		27,503,593		2,210,747		6,363,986		2,877,524		5,656,847			31,884,725		—
Penn Series Emerging Markets Equity Fund		18,335,729		1,473,831		4,776,046		684,546		5,538,422			21,256,483		—
Penn Series Real Estate Securities Fund		6,875,898		1,276,366		722,760		514,622		27,055			7,971,181		—
	$	229,196,608	$	41,428,245	$	47,097,350	$	19,312,315	$	22,880,712		$	265,720,530	$	—
Moderate Allocation Fund	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Money Market Fund	$	27	$	—	$	27	$	—	$	—		$	—	$	—
Penn Series Limited Maturity Bond Fund		29,829,840		14,527,506		3,764,274		364,107		136,423			41,093,602		—
Penn Series Quality Bond Fund		86,175,095		7,606,082		18,905,746		4,525,641		(584,646	)		78,816,427		—
Penn Series High Yield Fund		9,943,280		859,877		1,251,108		522,493		198,859			10,273,401		—
Penn Series Flexibly Managed Fund		19,886,560		554,272		2,730,642		1,493,654		1,342,956			20,546,801		—
Penn Series Large Growth Stock Fund		6,628,853		127,633		4,935,168		3,302,132		(1,698,983	)		3,424,467		—
Penn Series Large Cap Growth Fund		3,314,427		3,416,749		1,108,118		425,278		800,598			6,848,934		—
Penn Series Large Cap Value Fund		16,572,134		454,972		8,643,247		4,617,864		(2,728,323	)		10,273,400		—
Penn Series Large Core Value Fund		16,572,134		7,657,013		3,243,486		1,901,938		1,083,669			23,971,268		—
Penn Series Index 500 Fund		9,943,280		241,661		1,907,709		1,242,309		753,860			10,273,401		—

218

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Notes to Financial Statements — December 31, 2017

Moderate Allocation Fund (continued)	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Mid Cap Growth Fund	$	6,628,854	$	149,193	$	1,573,070	$	1,041,437	$	602,520		$	6,848,934	$	—
Penn Series Mid Cap Value Fund		9,943,280		230,891		1,531,853		706,235		924,846			10,273,400		—
Penn Series Mid Core Value Fund		16,572,134		1,025,866		2,316,890		1,421,982		419,242			17,122,334		—
Penn Series SMID Cap Growth Fund		3,314,427		74,596		799,141		69,828		764,757			3,424,467		—
Penn Series SMID Cap Value Fund		6,628,853		567,870		1,179,395		723,189		108,417			6,848,934		—
Penn Series Small Cap Growth Fund		3,314,427		74,596		722,031		442,206		315,269			3,424,467		—
Penn Series Small Cap Value Fund		9,943,280		795,543		1,638,394		1,078,092		94,879			10,273,400		—
Penn Series Small Cap Index Fund		6,628,853		352,409		1,001,908		659,352		210,228			6,848,934		—
Penn Series Developed International Index Fund		16,572,133		372,982		3,575,733		1,159,663		2,593,289			17,122,334		—
Penn Series International Equity Fund		29,829,840		671,368		8,255,571		3,763,515		4,811,051			30,820,202		—
Penn Series Emerging Markets Equity Fund		16,572,134		372,982		5,030,852		1,106,931		4,101,138			17,122,334		—
Penn Series Real Estate Securities Fund		6,628,853		570,379		834,072		592,031		(108,257	)		6,848,934		—
	$	331,442,698	$	40,704,440	$	74,948,434	$	31,159,879	$	14,141,793		$	342,500,375	$	—
Moderately Conservative Allocation Fund	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Money Market Fund	$	8	$	—	$	8	$	—	$	—		$	—	$	—
Penn Series Limited Maturity Bond Fund		18,440,138		5,382,064		2,663,420		288,520		17,908			21,465,211		—
Penn Series Quality Bond Fund		33,968,676		3,016,496		7,278,033		1,781,048		(244,777	)		31,243,409		—
Penn Series High Yield Fund		2,911,601		227,029		420,429		153,069		55,804			2,927,074		—
Penn Series Flexibly Managed Fund		7,764,269		389,702		1,446,267		822,138		275,690			7,805,532		—
Penn Series Large Growth Stock Fund		970,533		18,884		1,167,474		692,035		(513,979	)		—		—
Penn Series Large Cap Growth Fund		970,534		1,030,275		404,433		156,095		198,912			1,951,383		—
Penn Series Large Cap Value Fund		4,852,668		196,930		2,671,145		1,459,492		(910,870	)		2,927,074		—
Penn Series Large Core Value Fund		4,852,668		2,240,710		1,126,692		509,374		353,780			6,829,840		—
Penn Series Index 500 Fund		1,941,067		97,426		472,940		341,681		44,149			1,951,383		—
Penn Series Mid Cap Value Fund		970,534		1,016,951		193,526		89,498		67,926			1,951,383		—
Penn Series Mid Core Value Fund		1,941,067		132,760		335,665		208,533		4,689			1,951,383		—
Penn Series SMID Cap Value Fund		970,534		91,175		206,251		145,533		(25,300	)		975,691		—
Penn Series Small Cap Value Fund		1,941,067		171,514		387,284		77,140		148,946			1,951,383		—
Penn Series Small Cap Index Fund		970,533		59,336		179,942		134,160		(8,396	)		975,691		—

219

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Notes to Financial Statements — December 31, 2017

Moderately Conservative Allocation Fund (continued)	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Developed International Index Fund	$	2,911,601	$	146,138	$	783,422	$	286,280	$	366,477		$	2,927,074	$	—
Penn Series International Equity Fund		5,823,201		292,277		1,920,434		961,002		698,104			5,854,149		—
Penn Series Emerging Markets Equity Fund		2,911,601		146,138		2,012,402		451,298		454,748			1,951,383		—
Penn Series Real Estate Securities Fund		1,941,067		167,191		296,251		151,805		(12,430	)		1,951,383		—
	$	97,053,367	$	14,822,995	$	23,966,017	$	8,708,703	$	971,379		$	97,590,426	$	—
Conservative Allocation Fund	Total Value at 12/31/16		Purchases		Sales Proceeds		Realized Gain Loss		Net Change in Unrealized Appreciation (Depreciation)			Total Value at 12/31/17		Dividend Income
Penn Series Money Market Fund	$	19	$	—	$	19	$	—	$	—		$	—	$	—
Penn Series Limited Maturity Bond Fund		16,047,879		5,031,079		2,820,185		279,370		(8,912	)		18,529,230		—
Penn Series Quality Bond Fund		24,901,882		4,223,412		5,933,674		1,433,736		(289,163	)		24,336,192		—
Penn Series High Yield Fund		1,660,126		266,629		311,279		111,952		9,688			1,737,116		—
Penn Series Flexibly Managed Fund		4,427,001		686,445		1,122,116		569,011		71,967			4,632,308		—
Penn Series Large Cap Value Fund		1,660,126		200,069		1,446,265		354,018		(188,910	)		579,039		—
Penn Series Large Core Value Fund		1,660,126		1,422,693		536,370		113,686		235,057			2,895,192		—
Penn Series Index 500 Fund		553,375		85,806		173,553		125,176		(11,766	)		579,038		—
Penn Series Mid Cap Value Fund		—		579,412		373		—		—			579,038		—
Penn Series Mid Core Value Fund		1,106,750		184,150		260,007		95,232		31,952			1,158,077		—
Penn Series Developed International Index Fund		1,106,750		171,611		373,876		109,406		144,186			1,158,077		—
Penn Series International Equity Fund		1,106,751		171,611		440,808		89,260		231,263			1,158,077		—
Penn Series Emerging Markets Equity Fund		553,375		85,806		814,923		131,058		44,684			—		—
Penn Series Real Estate Securities Fund		553,375		95,827		111,476		453		40,859			579,038		—
	$	55,337,535	$	13,204,550	$	14,344,924	$	3,412,357	$	310,904		$	57,920,422	$	—

5 — PURCHASES AND SALES OF SECURITIES

During the year ended December 31, 2017, the Funds made the following purchases and sales of portfolio securities, other than short-term securities:

	U.S. Government Securities				Other Investment Securities
	Purchases		Sales		Purchases		Sales
Limited Maturity Bond Fund	$	26,573,896	$	35,953,390	$	169,681,317	$	158,026,564
Quality Bond Fund		144,595,149		184,896,374		224,369,306		205,218,282
High Yield Bond Fund		—		—		127,888,612		133,892,056
Flexibly Managed Fund		93,345,553		—		1,910,750,256		2,105,174,563
Balanced Fund		—		—		6,965,401		11,372,064
Large Growth Stock Fund		—		—		149,426,127		183,821,720
Large Cap Growth Fund		—		—		18,461,913		14,116,138
Large Core Growth Fund		—		—		71,712,414		80,086,516
Large Cap Value Fund		—		—		33,267,463		54,346,949
Large Core Value Fund		—		—		206,531,143		207,578,498
Index 500 Fund		—		—		11,372,955		38,141,080

220

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Notes to Financial Statements — December 31, 2017

	U.S. Government Securities				Other Investment Securities
	Purchases		Sales		Purchases		Sales
Mid Cap Growth Fund	$	—	$	—	$	28,146,168	$	37,062,768
Mid Cap Value Fund		—		—		52,310,380		66,129,685
Mid Core Value Fund		—		—		41,817,735		50,161,426
SMID Cap Growth Fund		—		—		39,826,262		43,639,166
SMID Cap Value Fund		—		—		30,118,649		37,044,074
Small Cap Growth Fund		—		—		23,031,662		28,817,798
Small Cap Value Fund		—		—		144,938,391		153,013,013
Small Cap Index Fund		—		—		10,260,580		15,369,255
Developed International Index Fund		—		—		4,816,329		6,107,441
International Equity Fund		—		—		110,008,150		152,608,423
Emerging Markets Equity Fund		—		—		70,116,226		76,572,062
Real Estate Securities Fund		—		—		103,120,863		107,931,784
Aggressive Allocation Fund		—		—		14,139,486		13,514,443
Moderately Aggressive Allocation Fund		—		—		41,428,245		47,097,350
Moderate Allocation Fund		—		—		40,704,440		74,948,407
Moderately Conservative Allocation Fund		—		—		14,822,995		23,966,009
Conservative Allocation Fund		—		—		13,204,550		14,344,905

6 — FEDERAL INCOME TAXES

Each Fund has qualified and intends to continue to qualify as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code for federal income tax purposes. As such, each Fund is required to distribute all investment company taxable income and net capital gains, if any, to its shareholders in order to avoid the imposition of entity-level federal, state, and local income taxes as well as an entity-level excise tax. Except for the Money Market Fund, to the extent any Fund had undistributed investment company taxable income and net capital gains at December 31, 2017, such undistributed investment company taxable income and net capital gains were deemed distributed as consent dividends in place of regular distributions. Accordingly, no provision has been made for federal, state, or local income and excise taxes.

On December 22, 2010, The Regulated Investment Company Modernization Act of 2010 (the “Act”) was signed into law. The Act amended several tax rules impacting the Funds. Some highlights of the enacted provisions are as follows:

The Act allows for capital losses occurring in the taxable years beginning after December 22, 2010 (“post-enactment losses”) to be carried forward indefinitely. However, the Act requires any future gains to be first offset by post-enactment losses before using capital losses incurred in the taxable years beginning prior to the effective date of the Act (“pre-enactment losses”). As a result of this ordering rule, pre-enactment loss carryforwards have an increased likelihood to expire unused. Furthermore, post-enactment losses will retain their character as either long-term capital losses or short-term capital losses rather than being considered all short-term capital losses as under previous law.

The Act provides that a RIC may elect for any taxable year to treat any portion of any qualified late-year loss for such taxable year as arising on the first day of the following taxable year. The term “qualified late-year loss” means any post-October capital loss and any late-year ordinary loss.

The Act also contains simplification provisions, which are aimed at preventing disqualification of a RIC for “inadvertent” failures of the asset diversification and/or qualifying income tests.

Reclassification of Capital Accounts:

Dividends from net investment income and distributions from net realized capital gains are determined in accordance with U.S. federal income tax regulations, which may differ from those amounts determined under U.S. GAAP. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, they are charged or credited to paid-in capital or accumulated net realized gain or net investment income, as appropriate, in the period that the differences arise. Accordingly, the following permanent differences as of December 31, 2017, primarily attributable to consent dividends, reclass of capital gains tax income recognized from pass-through entities, the disallowance of net operating losses, the tax treatment of Passive Foreign Investment Companies, the redesignation of

221

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Notes to Financial Statements — December 31, 2017

dividend distributions, the reclassification of net foreign currency exchange gains or losses and the reclassification of paydown losses were reclassed between the following accounts:

	Increase (Decrease) Undistributed Net Investment Income			Increase (Decrease) Accumulated Net Realized Gains			Increase (Decrease) Paid-in Capital
Money Market Fund	$	68		$	(416	)	$	348
Limited Maturity Bond Fund		(4,145,693	)		(88,084	)		4,233,777
Quality Bond Fund		(12,605,875	)		(2,211,160	)		14,817,035
High Yield Bond Fund		(9,230,443	)		974,614			8,255,829
Flexibly Managed Fund		(39,893,417	)		(273,150,493	)		313,043,910
Balanced Fund		151,658			(6,161,093	)		6,009,435
Large Growth Stock Fund		69,641			(52,184,196	)		52,114,555
Large Cap Growth Fund		(206,740	)		(3,322,462	)		3,529,202
Large Core Growth Fund		202,309			(17,317,052	)		17,114,743
Large Cap Value Fund		(3,188,193	)		(11,632,847	)		14,821,040
Large Core Value Fund		(2,856,290	)		(20,276,537	)		23,132,827
Index 500 fund		(7,549,335	)		(16,898,241	)		24,447,576
Mid Cap Growth Fund		195,750			(3,082,814	)		2,887,064
Mid Cap Value Fund		(1,499,374	)		(11,568,361	)		13,067,735
Mid Core Value Fund		(1,415,080	)		(9,718,319	)		11,133,399
SMID Cap Growth Fund		284,263			(5,303,310	)		5,019,047
SMID Cap Value Fund		(91,694	)		(9,511,963	)		9,603,657
Small Cap Growth Fund		525,188			(9,382,272	)		8,857,084
Small Cap Value Fund		(1,295,635	)		(26,344,875	)		27,640,510
Small Cap Index Fund		(474,804	)		(5,612,462	)		6,087,266
Developed International Index Fund		(2,382,501	)		(92,410	)		2,474,911
International Equity Fund		(401,293	)		(42,875,793	)		43,277,086
Emerging Markets Equity Fund		(383,725	)		710,893			(327,168	)
Real Estate Securities Fund		(2,595,313	)		(5,422,128	)		8,017,441
Aggressive Allocation Fund		210,274			(5,365,580	)		5,155,306
Moderately Aggressive Allocation Fund		747,473			(19,005,808	)		18,258,335
Moderate Allocation Fund		987,210			(30,932,838	)		29,945,628
Moderately Conservative Allocation Fund		294,171			(8,623,767	)		8,329,596
Conservative Allocation Fund		179,026			(3,390,583	)		3,211,557

These reclassifications had no effect on net assets or net asset value per share.

Tax character of distributions:

The tax character of dividends and distributions declared and paid or deemed distributed during the years ended December 31, 2017 and 2016 were as follows:

	Ordinary Income and Short-Term Capital Gains				Long-Term Capital Gains				Total
	2017		2016		2017		2016		2017		2016
Money Market Fund	$	10,464	$	12,238	$	67	$	—	$	10,531	$	12,238
Limited Maturity Bond Fund		4,233,777		3,295,777		—		—		4,233,777		3,295,777
Quality Bond Fund		13,597,499		16,826,963		1,219,536		697,174		14,817,035		17,524,137
High Yield Bond Fund		8,255,829		10,993,015		—		—		8,255,829		10,993,015
Flexibly Managed Fund		104,915,023		51,078,542		208,128,887		217,226,096		313,043,910		268,304,638

222

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Notes to Financial Statements — December 31, 2017

	Ordinary Income and Short-Term Capital Gains				Long-Term Capital Gains				Total
	2017		2016		2017		2016		2017		2016
Balanced Fund	$	1,606,660	$	1,701,449	$	7,967,890	$	5,901,760	$	9,574,550	$	7,603,209
Large Growth Stock Fund		1,075,448		—		51,039,107		30,775,570		52,114,555		30,775,570
Large Cap Growth Fund		445,139		327,867		3,084,063		1,588,681		3,529,202		1,916,548
Large Core Growth Fund		6,153,058		141,437		10,961,685		16,228,909		17,114,743		16,370,346
Large Cap Value Fund		4,123,354		3,190,028		10,697,686		1,659,591		14,821,040		4,849,619
Large Core Value Fund		7,880,939		2,800,969		15,251,888		5,474,933		23,132,827		8,275,902
Index 500 Fund		7,860,846		7,541,297		16,586,730		16,604,259		24,447,576		24,145,556
Mid Cap Growth Fund		443,281		26,915		2,443,718		1,083,590		2,886,999		1,110,505
Mid Cap Value Fund		1,397,474		1,632,432		11,670,301		—		13,067,775		1,632,432
Mid Core Value Fund		2,651,933		1,981,801		8,481,515		3,221,749		11,133,448		5,203,550
SMID Cap Growth Fund		3,697,969		—		1,321,078		7,023,771		5,019,047		7,023,771
SMID Cap Value Fund		357,939		70,637		9,245,718		4,328,537		9,603,657		4,399,174
Small Cap Growth Fund		610,391		—		8,246,693		2,299,699		8,857,084		2,299,699
Small Cap Value Fund		7,020,337		1,962,873		20,620,173		15,784,977		27,640,510		17,747,850
Small Cap Index Fund		1,050,349		474,084		5,036,917		3,588,786		6,087,266		4,062,870
Developed International Index Fund		2,474,911		2,295,934		—		—		2,474,911		2,295,934
International Equity Fund		1,766,962		3,074,419		41,510,124		12,377,676		43,277,086		15,452,095
Emerging Markets Equity Fund		406,498		486,464		—		—		406,498		486,464
Real Estate Securities Fund		4,326,082		3,061,289		3,691,359		9,209,859		8,017,441		12,271,148
Aggressive Allocation Fund		1,092,797		630,756		9,233,911		10,100,778		10,326,708		10,731,534
Moderately Aggressive Allocation Fund		4,199,292		2,765,962		31,884,835		34,221,645		36,084,127		36,987,607
Moderate Allocation Fund		6,271,347		5,448,175		43,919,512		37,876,701		50,190,859		43,324,876
Moderately Conservative Allocation Fund		1,986,943		1,861,547		11,224,977		10,724,743		13,211,920		12,586,290
Conservative Allocation Fund		1,292,069		1,200,562		4,205,025		6,514,472		5,497,094		7,715,034

Short-term gain distributions to shareholders are treated as ordinary income for tax purposes.

Capital loss carryforwards:

At December 31, 2017, the following Funds had capital loss carryforwards (post-enactment losses) available to offset future realized capital gains:

	Short-Term Capital Loss		Long-Term Capital Loss
Money Market Fund	$	10		—
Limited Maturity Bond Fund		—		542,797
High Yield Bond Fund		3,564,927		4,011,900
Developed International Index Fund		91,181		199,956

During the year ended December 31, 2017, the following Fund utilized capital loss carryforwards to offset realized capital gains for federal income tax purposes in the following approximate amounts:

High Yield Bond Fund	$	3,789,044
Mid Cap Value Fund		9,122,710
Developed International Index Fund		1,687,627
Emerging Markets Equity Fund		10,243,702

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Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

Qualified Late-Year Losses:

The following Funds elected to treat the qualified late-year losses as having occurred on January 1, 2018:

	Late-Year Ordinary Losses		Late-Year Capital Losses
Limited Maturity Fund	$	—	$	203,911
High Yield Bond Fund		58,264		—
Flexibly Managed Fund		10,045		—
Mid Cap Value Fund		—		764,800
Mid Core Value Fund		38,042		—
Real Estate Securities Fund		—		622,371
Developed International Index Fund		—		70,236

Tax cost of securities:

At December 31, 2017, the total cost of securities and net realized gains or losses on securities sold for federal income tax purposes were different from amounts reported for financial reporting purposes. The federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by each Fund at December 31, 2017 were as follows:

	Federal Tax Cost		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation/ (Depreciation)
Money Market Fund	$	83,516,706	$	—	$	—		$	—
Limited Maturity Bond Fund		205,214,121		752,521		(1,546,748	)		(794,227	)
Quality Bond Fund		506,444,341		6,920,772		(2,747,047	)		4,173,725
High Yield Bond Fund		164,815,107		5,614,562		(1,650,578	)		3,963,984
Flexibly Managed Fund		3,404,485,018		553,286,678		(64,627,481	)		488,659,197
Balanced Fund		50,704,230		36,097,752		(2,547,713	)		33,550,039
Large Growth Stock Fund		221,564,258		88,272,690		(2,530,976	)		85,741,714
Large Cap Growth Fund		44,912,411		14,591,668		(398,957	)		14,192,711
Large Core Growth Fund		103,880,799		20,971,033		(195,200	)		20,775,833
Large Cap Value Fund		152,814,124		56,167,268		(7,343,829	)		48,823,439
Large Core Value Fund		192,756,319		28,246,687		(2,602,554	)		25,644,133
Index 500 fund		239,618,220		262,541,811		(15,180,304	)		247,361,507
Mid Cap Growth Fund		94,437,355		31,908,412		(4,888,920	)		27,019,492
Mid Cap Value Fund		140,692,576		42,941,943		(4,863,206	)		38,078,737
Mid Core Value Fund		87,220,138		15,079,142		(3,134,860	)		11,944,282
SMID Cap Growth Fund		54,906,390		11,629,455		(1,503,172	)		10,126,283
SMID Cap Value Fund		68,331,823		19,476,121		(1,903,870	)		17,572,251
Small Cap Growth Fund		72,667,020		32,832,019		(3,036,265	)		29,795,754
Small Cap Value Fund		206,507,852		58,778,443		(2,910,114	)		55,868,329
Small Cap Index Fund		57,254,007		30,461,111		(6,020,703	)		24,440,408
Developed International Index Fund		86,457,022		42,262,274		(12,745,110	)		29,517,164
International Equity Fund		287,082,407		97,576,926		(8,427,300	)		89,149,626
Emerging Markets Equity Fund		136,648,368		53,643,172		(3,686,041	)		49,957,131
Real Estate Securities Fund		123,963,357		14,987,608		(2,039,773	)		12,947,835
Aggressive Allocation Fund		55,527,828		19,704,789		(297,833	)		19,406,956
Moderately Aggressive Allocation Fund		189,204,983		78,409,697		(860,632	)		77,549,065
Moderate Allocation Fund		251,709,974		91,818,283		(973,912	)		90,844,371
Moderately Conservative Allocation Fund		79,064,224		19,646,461		(247,033	)		19,399,428
Conservative Allocation Fund		51,610,486		7,125,261		(79,213	)		7,046,048

The differences between book basis and tax basis appreciation are primarily due to wash sales, Passive Foreign Investment Companies, Partnership Investments, Trust Preferred Securities, real estate investment trust adjustments, and the treatment of certain corporate actions.

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Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

It is each Fund’s policy to continue to comply with the requirements of the Internal Revenue Code under Subchapter M, applicable to regulated investment companies, and to distribute all of its taxable income, including any net realized gains on investments, to its shareholders. Therefore, no provision is made for federal income taxes.

Management of the Funds has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

7 — DERIVATIVE FINANCIAL INSTRUMENTS

The Funds may trade derivative financial instruments in the normal course of investing activities to assist in managing exposure to market risks such as interest rates and foreign currency exchange rates. These financial instruments include purchase options, written options, forward foreign currency exchange contracts and futures contracts.

The notional or contractual amounts of these instruments represent the investment the Funds have in particular classes of financial instruments and do not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered.

Futures Contracts — A futures contract is a standardized contract between two parties to buy or sell a specified asset at a specified future date at a price agreed today (the future price). The party agreeing to buy the underlying asset in the future assumes a long position. The price is determined by the instantaneous equilibrium between the forces of supply and demand among competing buy and sell orders on the exchange at the time of the purchase or sale of the contract.

To the extent permitted by the investment objective, restrictions and policies set forth in the Funds’ Prospectus and Statement of Additional Information, the Funds may participate in various derivative-based transactions. The Index 500, Developed International Index and Small Cap Index Funds employ futures to maintain market exposure and otherwise assist in attempting to replicate the performance of their respective indices. These derivatives offer unique characteristics and risks that assist the Funds in meeting their investment objectives. The Funds typically use derivatives in two ways: cash equitization and return enhancement. Cash equitization is a technique that may be used by the Funds through the use of futures contracts to earn “market-like” returns with the Funds’ excess and liquidity reserve cash balances and receivables. Return enhancement can be accomplished through the use of derivatives in the Funds. By purchasing these instruments, the Funds may more effectively achieve the desired fund characteristics that assist in meeting the Funds’ investment objectives.

Futures contracts involve a number of risks, such as possible default by the counterparty to the transaction, credit risk with respect to initial and variation margins held in a brokerage account, market movement and the potential of greater loss than if these techniques had not been used by a Fund. These investments can also increase the Fund’s share price and expose the Fund to significant additional costs.

The Limited Maturity Bond, Quality Bond, Index 500, Small Cap Index and Developed International Index Funds have entered into futures contracts during the year ended December 31, 2017. Open futures contracts held by the Limited Maturity Bond, Quality Bond, Index 500, Developed International Index and Small Cap Index Funds at December 31, 2017 are listed after the Fund’s Schedule of Investments.

Options — An option establishes a contract between two parties concerning the buying or selling of an asset at a reference price. The buyer of the option gains the right, but not the obligation, to engage in some specific transaction on the asset, while the seller incurs the obligation to fulfill the transaction if so requested by the buyer. The price of an option derives from the difference between the reference price and the value of the underlying asset plus a premium based on the time remaining until the expiration of the option. The Funds may buy and sell options, or write options.

Options are valued daily based upon the last sale price on the principal exchange on which the option is traded. The difference between the premium received or paid, and market value of the option, is recorded as unrealized appreciation or depreciation. The net change in unrealized appreciation or depreciation is reported in the Statement of Operations. When an option is exercised, the cost of the security purchased or the proceeds of the security sale are adjusted by the amount of premium received or paid. Upon the expiration or closing of the option transaction, a gain or loss is reported in the Statement of Operation.

225

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

The Quality Bond, Flexibly Managed and Mid Cap Growth Funds received premiums for options written. The risk in writing a call option is that the Funds give up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that the Funds may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying an option is that the Funds pay a premium whether or not the option is exercised. The Funds also have the additional risk that there may be an illiquid market where the Funds are unable to close the contract.

The total market value of written options held in the Flexibly Managed Fund and Mid Cap Growth Fund as of December 31, 2017 can be found on the Schedule of Investments.

Forward Foreign Currency Contracts — A forward currency contract involves an obligation to purchase or sell a specific currency at a future date, which may be any number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. These contracts are traded directly between currency traders and their customers. The contract is marked-to-market daily and the change in market value is recorded by each Fund as an unrealized gain or loss. When the contract is closed or offset with the same counterparty, the Fund records a realized gain or loss equal to the change in the value of the contract when it was opened and the value at the time it was closed or offset.

The High Yield Bond and Mid Core Value Funds entered into forward currency contracts in conjunction with the planned purchase or sale of foreign denominated securities in order to hedge the U.S. dollar cost or proceeds. The Funds hedge currencies in times of base currency weakness in order to reduce the volatility of returns for the local securities which the Fund owns.

Foreign forward currency contracts involve a number of risks, including the possibility of default by the counterparty to the transaction and, to the extent the portfolio manager’s judgment as to certain market movements is incorrect, the risk of losses that are greater than if the investment technique had not been used. For example, there may be an imperfect correlation between the Fund’s portfolio holdings of securities denominated in a particular currency and the forward contracts entered into by the Fund. An imperfect correlation of this type may prevent the Fund from achieving the intended hedge or expose the Fund to the risk of currency exchange loss. These investment techniques also tend to limit any potential gain that might result from an increase in the value of the hedged position. These investments can also increase the volatility of the Fund’s share price and expose the Fund to significant additional costs. The forward foreign currency contracts outstanding are listed after the Fund’s Schedule of Investments.

The following is a summary of the location of derivatives on the Funds’ Statements of Assets and Liabilities as of December 31, 2017:

	Location on the Statements of Assets and Liabilities
Derivative Type	Asset Derivatives	Liability Derivatives
Equity contracts	Investments at value Net unrealized appreciation in value of investments, futures contracts and foreign currency related items*	Call options written, at value Net unrealized appreciation in value of investments, futures contracts and foreign currency related items*
Interest rate contracts	Net unrealized appreciation in value of investments, futures contracts and foreign currency related items*	Net unrealized appreciation in value of investments, futures contracts and foreign currency contracts*
Foreign currency contracts	Net unrealized appreciation of forward foreign currency contracts	Net unrealized depreciation of forward foreign currency contracts

* Includes cumulative appreciation/depreciation of futures contracts as reported in the footnotes. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

226

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

For financial reporting purposes, the Funds do not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statements of Assets and Liabilities. The following is a summary of the gross amount of each Fund’s derivative instrument holdings categorized by primary risk exposure as of December 31, 2017:

	ASSET DERIVATIVE VALUE						LIABILITY DERIVATIVE VALUE
	Equity contracts		Foreign currency contracts		Interest rate contracts		Equity contracts			Foreign currency contracts			Interest rate contracts
Limited Maturity Bond Fund		—		—	$	12,844		—			—		$	(135,629	)
Quality Bond Fund		—		—		187,500		—			—			(5,000	)
High Yield Fund		—	$	12,660		—		—		$	58,406			—
Flexibly Managed Fund	$	4,271,346		—		—	$	(39,847,984	)		—			—
Index 500 Fund		37,060		—		—		—			—			—
Mid Cap Growth		10,343		—		—		(20,224	)		—			—
Mid Core Value Fund		—		1,089		—		—			(52,281	)		—
Small Cap Index Fund		31,598		—		—		—			—			—
Developed International Index Fund		34,163		—		—		—			—			—

In order to better define their contractual rights and to secure rights that will help the Funds mitigate their counterparty risk, the Funds may participate in International Swaps and Derivatives Association, Inc. Master Agreements (“ISDA Master Agreement” or “ISDA”) with derivative contract counterparties or enter into similar agreements covering foreign exchange contracts (“Fx Letters”). An ISDA Master Agreement is a bilateral agreement between a Fund and a counterparty that governs over-the-counter (“OTC”) traded derivatives and foreign exchange contracts and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, a Fund may, under certain circumstances, offset with the counterparty certain derivative financial instrument’s payables and/or receivables with collateral held and/or posted and create one single net payment. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of default (close-out netting) including the bankruptcy or insolvency of the counterparty. Also, bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events. An Fx Letter is also a bilateral agreement between a Fund and a counterparty and is limited to cover only foreign exchange contracts. Fx Letters typically contain netting provisions covering events of default and do not require collateral to be posted. ISDAs and Fx Letters containing netting provisions may be referred to as Master Netting Agreements (“MNA”).

Collateral and margin requirements differ by type of derivative. Margin requirements are established by the broker for OTC traded derivatives or by the clearing house for exchange traded derivatives. Brokers can ask for margining in excess of the minimum in certain circumstances. Collateral terms are contract specific for OTC derivatives (foreign currency exchange contracts and options). For derivatives traded under an ISDA Master Agreement, the collateral requirements are typically calculated by netting the mark to market amount for each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by a Fund and the counterparty. Generally, the amount of collateral due from or to a party has to exceed a minimum transfer amount threshold before a transfer has to be made. To the extent amounts due to a Fund from its counterparties are not fully collateralized, contractually or otherwise, the Fund bears the risk of loss from counterparty non-performance. The Fund attempts to mitigate counterparty risk by only entering into agreements with counterparties that it believes have the financial resources to honor their obligations and by monitoring the financial stability of those counterparties.

227

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

The following table presents derivative assets and liabilities net of amounts available for offset under a MNA and, as applicable, the related collateral and potential loss exposure to each Fund as of December 31, 2017:

		Gross Amounts Presented on Statements of Assets and Liabilities
Fund and Counterparty	Form of Master Netting Agreement	Value of Assets		Value of Liabilities			Net Amount Due (to)/from Counterparty			Collateral Pledged (Received by fund		Loss Exposure, After Collateral (note less than $0)
High Yield Fund
Bank of America Merrill Lynch	Fx Letter	$	9,222	$	(22,105	)	$	(12,883	)	$	—	$	(12,883	)
Citigroup	Fx Letter		3,323		(22,761	)		(19,438	)		—		(19,438	)
HSBC Securities	Fx Letter		115		(538	)		(423	)		—		(423	)
JPMorgan Chase	Fx Letter		—		(13,001	)		(13,001	)		—		(13,001	)
Total			12,660		(58,405	)		(45,745	)		—		(45,745	)
Flexibly Managed Fund
Credit Suisse	ISDA		104,720		—			104,720			—		104,720
Total			104,720		—			104,720			—		104,720
Mid Core Value Fund
Credit Suisse	Fx Letter		1,089		—			1,089			—		1,089
JPMorgan Chase	Fx Letter		—		(17,755	)		(17,755	)		—		(17,755	)
Morgan Stanley	Fx Letter		—		(31,727	)		(31,727	)		—		(31,727	)
UBS	Fx Letter		—		(2,799	)		(2,799	)		—		(2,799	)
			1,089		(52,281	)		(51,192	)		—		(51,192	)

The following is a summary of the location of derivatives on the Funds’ Statements of Operations as of December 31, 2017:

Derivative Type	Location of Gain (Loss) on Derivatives Recognized in Income
Equity contracts	Net realized gain (loss) on futures contracts
	Net realized gain (loss) on options
	Change in net unrealized appreciation (depreciation) of futures contracts
	Change in net unrealized appreciation (depreciation) of written options
Interest rate contracts	Net realized gain (loss) on futures contracts
	Change in net unrealized appreciation (depreciation) of futures contracts
Foreign currency contracts	Net realized foreign currency exchange gain (loss)
	Change in net unrealized appreciation (depreciation) of investments and foreign currency related items

Portfolio	Realized Gain (Loss) on Derivatives Recognized in Income
	Equity contracts		Foreign currency contracts			Interest rate contracts
Limited Maturity Bond Fund	$	—	$	—		$	(295,639	)
Quality Bond Fund		—		—			170,808
High Yield Fund		—		(581,989	)		—
Flexibly Managed Fund		8,276,517		—			—
Index 500 Fund		628,298		—			—
Mid Cap Growth Fund		157,930		—			—
Mid Core Value Fund		—		(112,874	)		—
Small Cap Index Fund		20,741		—			—
Developed International Index Fund		272,563		—			—
Emerging Markets Equity Fund		—		(87,347	)		—

228

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

Portfolio	Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income
	Equity contracts			Foreign currency contracts			Interest rate contracts
Limited Maturity Bond Fund	$	—		$	—		$	(107,155	)
Quality Bond Fund		—			—			168,398
High Yield Fund		—			(52,033	)		—
Flexibly Managed Fund		(27,008,253	)		—			—
Index 500 Fund		59,911			—			—
Mid Cap Growth Fund		(14,896	)		—			—
Mid Core Value Fund		—			(35,789	)		—
Small Cap Index Fund		49,903			—			—
Developed International Index Fund		37,642			—			—
Emerging Markets Equity Fund		—			(41,283	)		—

The table below summarizes the average balance of derivative holdings by Fund during the six months ended December 31, 2017. The average balance of derivatives held is indicative of the trading volume of each Fund.

	Average Derivative Volume
Portfolio	Forward Foreign currency contracts (Average Cost)		Future contracts (Average Notional Value) Long		Future contracts (Average Notional Value) Short		Purchased Options (Average Notional Cost)		Written Options (Premiums Received)
Limited Maturity Bond Fund	$	—	$	43,301,594	$	576,543	$	—	$	—
Quality Bond Fund		—		41,876,588		35,245,602		—		8,672
High Yield Fund		6,499,785		—		—		—		—
Flexibly Managed Fund		—		—		—		838,696		10,634,124
Index 500 Fund		—		3,801,267		—		—		—
Mid Cap Growth Fund		—		—		—		55,276		49,575
Mid Core Value Fund		2,861,983		—		—		—		—
Small Cap Index Fund		—		1,099,005		—		—		—
Developed International Index Fund		—		1,441,072		—		—		—
Emerging Markets Equity Fund		754,150		—		—		—		—

8 — CREDIT AND MARKET RISK

The Funds may invest a portion of their assets in illiquid securities, which may include securities with contractual restrictions on resale, securities exempt from registration under Rule 144A of the Securities Act of 1933, as amended, and other securities which may not be readily marketable. The relative illiquidity of these securities may impair the Funds’ ability to dispose of them in a timely manner and at a fair price when it is necessary or preferable to do so.

The high yield securities in which the High Yield Bond Fund may invest are predominantly speculative as to the issuer’s continuing ability to meet principal and interest payments. The value of the lower quality securities in which the High Yield Bond Fund may invest will be affected by the credit worthiness of individual issuers, general economic and specific industry conditions, and will fluctuate inversely with changes in interest rates. In addition, the secondary trading market for lower quality bonds may be less active and less liquid than the trading market for higher quality bonds.

The High Yield Bond, Flexibly Managed, Large Growth Stock, Large Cap Growth, Mid Cap Growth, Mid Core Value, Small Cap Growth, Developed International Index, International Equity and the Emerging Markets Equity Funds invest in securities of foreign issuers in various countries. These investments may involve certain considerations and risks not typically associated with investments in the United States, as a result of, among other factors, the possibility of future political and economic developments and the level of governmental supervision and regulation of securities markets in the respective countries.

229

Penn Series Funds, Inc.

Notes to Financial Statements — December 31, 2017

9 — CONTRACTUAL OBLIGATIONS

In the general course of business, the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnification. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds and/or its affiliates that have not yet occurred. However, based on experience, management of the Funds expects the risk of loss to be remote.

10 — NEW REGULATORY MATTERS

In October 2016, the U.S. Securities and Exchange Commission adopted new rules and amended existing rules (together, final rules) intended to modernize the reporting and disclosure of information by registered investment companies. In part, the final rules amended in Regulation S-X and require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. As of August 1, 2017, management has implemented the amendments to Regulation S-X, which did not have a material impact on the Fund’s financial statements and related disclosures or impact the Fund’s net assets or results of operations.

11 — SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued and has determined that no additional subsequent events require recognition or disclosure in the financial statements.

230

Report of Independent Registered Public Accounting Firm

To the shareholders and board of directors

Penn Series Funds, Inc.:

Opinion on the Financial Statements

We have audited the accompanying statements of assets and liabilities of Penn Series Funds, Inc., comprised of the Money Market Fund, Limited Maturity Bond Fund, Quality Bond Fund, High Yield Bond Fund, Flexibly Managed Fund, Balanced Fund, Large Growth Stock Fund, Large Cap Growth Fund, Large Core Growth Fund, Large Cap Value Fund, Large Core Value Fund, Index 500 Fund, Mid Cap Growth Fund, Mid Cap Value Fund, Mid Core Value Fund, SMID Cap Growth Fund, SMID Cap Value Fund, Small Cap Growth Fund, Small Cap Value Fund, Small Cap Index Fund, Developed International Index Fund, International Equity Fund, Emerging Markets Equity Fund, Real Estate Securities Fund, Aggressive Allocation Fund, Moderately Aggressive Allocation Fund, Moderate Allocation Fund, Moderately Conservative Allocation Fund, and Conservative Allocation Fund (collectively, the Funds), including the schedules of investments, as of December 31, 2017, the related statements of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the related notes (collectively, the “financial statements”) and the financial highlights for each of the years in the five-year period then ended. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Funds as of December 31, 2017, the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements and financial highlights. Such procedures also included confirmation of securities owned as of December 31, 2017, by correspondence with custodians, brokers, transfer agents, or other appropriate auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more Penn Series Funds, Inc. investment companies since 2004.

Philadelphia, Pennsylvania

February 23, 2018

231

Penn Series Funds, Inc.

December 31, 2017

Tax Information (unaudited)

Each Fund reports the following amounts distributed during the year ended December 31, 2017 as capital gain dividends:

Fund	Long-Term Capital Gain
Money Market Fund	$	67
Quality Bond Fund		1,219,536
Flexibly Managed Fund		208,128,887
Balanced Fund		7,967,890
Large Growth Stock Fund		51,039,107
Large Cap Growth Fund		3,084,063
Large Core Growth Fund		10,961,685
Large Cap Value Fund		10,697,686
Large Core Value Fund		15,251,888
Index 500 fund		16,586,730
Mid Cap Growth Fund		2,443,718
Mid Cap Value Fund		11,670,301
Mid Core Value Fund		8,481,515
SMID Cap Growth Fund		1,321,078
SMID Cap Value Fund		9,245,718
Small Cap Growth Fund		8,246,693
Small Cap Value Fund		20,620,173
Small Cap Index Fund		5,036,917
International Equity Fund		41,510,124
Real Estate Securities Fund		3,691,359
Aggressive Allocation Fund		9,233,911
Moderately Aggressive Allocation Fund		31,884,835
Moderate Allocation Fund		43,919,512
Moderately Conservative Allocation Fund		11,224,977
Conservative Allocation Fund		4,205,025

Each Fund reports the following percentages of ordinary income dividend paid during the year ended December 31, 2017 as being eligible for the dividends received deduction available to corporate shareholders:

Fund
Quality Bond Fund	0.24	%
High Yield Bond Fund	1.09	%
Flexibly Managed Fund	30.74	%
Balanced Fund	50.94	%
Large Growth Stock Fund	100.00	%
Large Cap Growth Fund	100.00	%
Large Core Growth Fund	12.97	%
Large Cap Value Fund	100.00	%
Large Core Value Fund	49.09	%
Index 500 fund	100.00	%
Mid Cap Growth Fund	100.00	%
Mid Cap Value Fund	100.00	%
Mid Core Value Fund	70.41	%
SMID Cap Growth Fund	8.25	%
SMID Cap Value Fund	100.00	%
Small Cap Growth Fund	79.16	%
Small Cap Value Fund	36.42	%

232

Penn Series Funds, Inc.

December 31, 2017

Tax Information (unaudited) continued

Fund
Small Cap Index Fund	68.07	%
Developed International Index Fund	0.14	%
International Equity Fund	27.61	%
Aggressive Allocation Fund	45.10	%
Moderately Aggressive Allocation Fund	41.22	%
Moderate Allocation Fund	27.74	%
Moderately Conservative Allocation Fund	19.53	%
Conservative Allocation Fund	10.97	%

Disclosure of Portfolio Holdings

The SEC has adopted a requirement that all Funds file a complete schedule of investments with the SEC for their first and third fiscal quarters on Form N-Q. For the Penn Series Funds, Inc., this would be for the fiscal quarters ending March 31 and September 30. The Form N-Q filing is made within 60 days after the end of the quarter. Penn Series Funds, Inc. filed its most recent Form N-Q with the SEC on November 17, 2017. It is available on the SEC’s website at http://www.sec.gov. or it may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (call 1-202-551-8090 for information on the operation of the Public Reference Room).

Voting Proxies on Fund Portfolio Securities

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to securities held in the Fund’s portfolios is available, without charge and upon request, on the Fund’s website at http://www.pennmutual.com or on the SEC’s website at http://www.sec.gov. Information regarding how the Fund voted proxies for the most recent twelve-month period ended June 30, 2017 is available on the Fund’s website at http://www.pennmutual.com and on the SEC’s website at http://www.sec.gov.

233

Penn Series Fund Management (Unaudited)

Name and Year of Birth	Position with the Company; Term of Office and Length of Time Served	Principal Occupation During Past 5 Years	Number of Funds Overseen by the Director		Other Directorships Held by Director During Past 5 Years
INDEPENDENT DIRECTORS†
Marie K. Karpinski (1949)*	Director; No set term; served since 2015.	Retired (2010 – Present).		29	None.
Joanne B. Mack (1946)*	Director; No set term; served since 2013.	Vice President – Financial Services Consulting, Trianz (2012 – 2013); Management Consultant, self-employed (2009 – 2012; 2013 – Present).		29	None.
Archie C. MacKinlay (1955)*	Director; No set term; served since 2010.	Professor of Finance, Wharton School, University of Pennsylvania (1984 – Present).		29	None.
Rebecca C. Matthias (1953)*	Director; No set term; served since 2010.	Retired (2010 – Present); President, Destination Maternity Corporation (clothing) (1982 – 2010).		29	Director, CSS Industries.
INTERESTED DIRECTORS
Eileen C. McDonnell (1962)*	Director and Chairperson of the Board; No set term; served since 2010.	Chief Executive Officer (2011 – Present), President (2010 – 2015), Chairperson of the Board (2013 – Present), Executive Vice President and Chief Marketing Officer (2008 – 2010), Penn Mutual; Director, PMAM (2010 – Present); President and Director (2010 – Present), Chairperson of the Board (2011 – Present), PIA.		29	Director, UHS of Delaware, Inc.
David B. Pudlin (1949)*	Director; No set term; served since 2009.	Chief Executive Officer, President and Attorney, Hangley Aronchick Segal Pudlin & Schiller (law firm) (1994 – Present).		29	None.

* The address of each Director is: Penn Series Funds, Inc. 600 Dresher Road, Horsham, Pennsylvania 19044.

Name and Year of Birth	Position with the Company; Term of Office and Length of Time Served	Principal Occupation During Past 5 Years
OFFICERS
David M. O’Malley (1974)*	President; One year; served since 2014.	Chairperson and Chief Executive Officer, PMAM (2014 – Present); President and Chief Operating Officer (2016 – Present), Chief Operating Officer (2013 – 2015), Chief Financial Officer (2010 – 2013), Executive Vice President (2009 – 2013), Penn Mutual.
Steven Viola (1975)*	Treasurer One year; served since 2015.	Assistant Treasurer (2016 – Present), Senior Fund Accounting Analyst (2016 – 2017), PMAM; Senior Accountant, Penn Mutual (2005 – 2015).
Tyler J. Thur (1984)*	Assistant Treasurer One year; served since Feb. 2017.	Controller and Treasurer, PMAM (2015 – Present); Senior Financial Analyst, Penn Mutual (2011 – 2014).
Franklin L. Best, Jr. (1945)*	Secretary; One year; served since 2012.	Secretary, PMAM (2012 – Present); Vice President & General Counsel Insurance Operations & Corporate Secretary (2011 – Present), Managing Corporate Counsel and Secretary (2004 – 2011), Penn Mutual.

234

Penn Series Funds Management (Unaudited)

Name and Year of Birth	Position with the Company; Term of Office and Length of Time Served	Principal Occupation During Past 5 Years
Victoria Robinson (1965)*	Chief Compliance Officer One year; served since 2014.	Chief Operating Officer, PMAM (2017 – Present); Chief Compliance & Risk Officer, Managing Director, PMAM (2008 – Present); Assistant Vice President, Penn Mutual (2010 – 2015).
Dominic Russo (1983)*	Anti-Money Laundering Officer One year; served since 2015.	Chief Compliance Officer, Insurance Products & Services (Jan. 2017 – Present); Director, Insurance & Advertising Compliance (2014 – 2016); Manager, Annuity New Business (2011 – 2014); Senior Team Leader, Annuity Services (2011); Senior Team Leader, Life Services (2008 – 2011), Penn Mutual.

  * The address of each Officer is: Penn Series Funds, Inc. 600 Dresher Road, Horsham, Pennsylvania 19044.

Additional information about the Fund’s Directors is available in the Fund’s Statement of Additional Information, which is available upon request, without charge, by calling 1-800-523-0650.

235

Item 2. Code of Ethics.

(a) The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.

(c) There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description.

(d) The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions.

Item 3. Audit Committee Financial Expert.

The Registrant’s Board of Directors has determined that Ms. Rebecca C. Matthias qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Ms. Matthias is considered independent for purposes of Item 3 of Form N-CSR

Item 4. Principal Accountant Fees and Services.

Audit Fees

(a) The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $470,500 for 2017 and $459,000 for 2016.

Audit-Related Fees

(b) The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are $0 for 2017 and $0 for 2016. [This represents the review of the semi-annual financial statements.]

Tax Fees

(c) The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $0 for 2017 and $0 for 2016.

All Other Fees

(d) The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2017 and $0 for 2016.

(e) Audit Committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

(1) Pre-Approval of Audit and Non-Audit Services Provided to the Funds of the Penn Series Funds, Inc. To the extent required by applicable law, pre-approval by the Audit Committee of the Penn Series Funds, Inc. (the “Company”) Board of Directors is required for all audit and permissible non-audit services rendered to the Company and all permissible non-audit services rendered to the investment adviser to the Company, Penn Mutual Asset Management, Inc. (“PMAM”), or any other service providers controlling, controlled by or under common control with PMAM that provide ongoing services to the Company (“Related Entities”) that relate directly to the operations and financial reporting of the Company’s Funds. The Audit and Non-Audit Services Pre-Approval Policy (the “Policy”) adopted by the Audit Committee sets forth the procedures and the conditions pursuant to which services performed by an independent auditor for the Company may be pre-approved. Services may be pre-approved specifically by the Audit Committee as a whole or by the Audit Committee Chairman or other member of the Audit Committee as designated by the Audit Committee. The Policy sets forth the audit, audit-related, tax and all other services that are subject to general or specific pre-approval by the Audit Committee subject to specified expense limitations. The Policy provides that the Audit Committee will annually review and pre-approve the services that may be provided by the independent auditor pursuant to the pre-approval provision of the Policy. Pursuant to the Policy, the Audit Committee will consider whether the services provided by an independent auditor are consistent with the Securities and Exchange Commission’s rules and related guidance concerning auditor independence.

No services included in (b)-(d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not Applicable.

(g) The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $0 for 2017 and $0 for 2016.

(h) Not applicable.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

(b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

The shareholder meeting voting results is included as part of the report to shareholders filed under Item 1 of this form.

Item 11. Controls and Procedures.

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13. Exhibits.

(a)(1) Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto..

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(a)(3) Not applicable.

(a)(4) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes- Oxley Act of 2002 are attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)	Penn Series Funds, Inc.
By (Signature and Title)*	/s/ David M. O’Malley
	David M. O’Malley, President (principal executive officer)
Date	3/5/18

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*	/s/ David M. O’Malley
	David M. O’Malley, President (principal executive officer)
Date	3/5/18
By (Signature and Title)*	/s/ Steven Viola
	Steven Viola, Treasurer (principal financial officer)
Date	3/5/18

^*  Print the name and title of each signing officer under his or her signature.