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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-5032

BARON INVESTMENT FUNDS TRUST f/k/a
BARON ASSET FUND

(Exact Name of Registrant as Specified in Charter)

767 Fifth Avenue, 49th Floor
New York, NY 10153
(Address of Principal Executive Offices) (Zip Code)

Patrick M. Patalino, General Counsel
c/o Baron Investment Funds Trust
767 Fifth Avenue, 49th Floor
New York, NY 10153
(Name and Address of Agent for Service)

(Registrant’s Telephone Number, including Area Code): 212-583-2000

Date of fiscal year end: September 30

Date of reporting period: December 31, 2015

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (Sections 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q 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 the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.

PERSONS WHO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER.

SEC 2455 (8-05)

Baron Asset Fund

SCHEDULE OF INVESTMENTS

DECEMBER 31, 2015 (UNAUDITED)

Shares				Cost		Value
Common Stocks (97.59%)
Consumer Discretionary (14.04%)
		Apparel, Accessories & Luxury Goods (0.44%)
	102,000	Ralph Lauren Corp.	$	1,768,282	$	11,370,960
		Automotive Retail (1.02%)
	488,000	CarMax, Inc. 1		6,933,300		26,337,360
		Hotels, Resorts & Cruise Lines (3.40%)
	525,400	Choice Hotels International, Inc.		2,254,244		26,485,414
	800,000	Hyatt Hotels Corp., Cl A 1		22,495,003		37,616,000
	400,000	Norwegian Cruise Line Holdings Ltd. 1,2		22,588,838		23,440,000
				47,338,085		87,541,414
		Internet Retail (1.69%)
	34,000	The Priceline Group, Inc. 1		5,449,298		43,348,300
		Leisure Facilities (4.97%)
	1,000,000	Vail Resorts, Inc.		19,491,425		127,990,000
		Specialty Stores (2.52%)
	325,000	Tiffany & Co.		10,043,985		24,794,250
	470,000	Tractor Supply Co.		15,318,542		40,185,000
				25,362,527		64,979,250
Total Consumer Discretionary				106,342,917		361,567,284
Consumer Staples (0.42%)
		Food Distributors (0.42%)
	275,000	United Natural Foods, Inc. 1		14,611,786		10,824,000
Energy (1.94%)
		Oil & Gas Exploration & Production (0.69%)
	191,500	Concho Resources, Inc. 1		8,356,200		17,782,690
		Oil & Gas Storage & Transportation (1.25%)
	434,746	Shell Midstream Partners, L.P.		9,999,158		18,050,654
	585,719	Tallgrass Energy GP LP		16,985,851		9,353,932
	134,934	Western Gas Equity Partners LP		2,968,548		4,896,755
				29,953,557		32,301,341
Total Energy				38,309,757		50,084,031

Shares				Cost		Value
Common Stocks (continued)
Financials (17.62%)
		Asset Management & Custody Banks (0.94%)
	340,000	T. Rowe Price Group, Inc.	$	8,891,795	$	24,306,600
		Investment Banking & Brokerage (3.26%)
	2,550,000	The Charles Schwab Corp.		2,490,234		83,971,500
		Office REITs (1.07%)
	71,714	Alexander’s, Inc. 4		3,286,079		27,546,065
		Property & Casualty Insurance (3.52%)
	1,300,000	Arch Capital Group Ltd. 1,2		14,150,604		90,675,000
		Real Estate Services (2.62%)
	1,950,000	CBRE Group, Inc., Cl A 1		25,633,716		67,431,000
		Regional Banks (1.15%)
	450,000	First Republic Bank		13,544,042		29,727,000
		Specialized Finance (3.13%)
	495,000	FactSet Research Systems, Inc.		27,063,232		80,472,150
		Specialized REITs (1.93%)
	164,505	Equinix, Inc.		13,161,577		49,746,312
	Total Financials			108,221,279		453,875,627
Health Care (22.81%)
		Health Care Distributors (2.15%)
	350,000	Henry Schein, Inc. 1		9,382,832		55,366,500
		Health Care Equipment (4.61%)
	1,630,000	IDEXX Laboratories, Inc. 1		32,146,764		118,859,600
		Health Care Facilities (1.04%)
	225,000	Universal Health Services, Inc., Cl B		12,887,113		26,885,250
		Health Care Supplies (2.93%)
	230,000	The Cooper Companies, Inc.		29,472,476		30,866,000
	740,000	West Pharmaceutical Services, Inc.		33,583,774		44,562,800
				63,056,250		75,428,800

See Notes to Schedules of Investments.

Baron Asset Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares				Cost		Value
Common Stocks (continued)
Health Care (continued)
		Health Care Technology (1.41%)
	150,000	Cerner Corp. 1	$	3,255,767	$	9,025,500
	1,599,608	Inovalon Holdings, Inc., CI A 1		45,229,518		27,193,336
				48,485,285		36,218,836
		Life Sciences Tools & Services (9.29%)
	235,000	Bio-Techne Corp.		24,814,673		21,150,000
	525,000	Illumina, Inc. 1		22,887,377		100,771,125
	250,000	Mettler-Toledo International, Inc. 1		15,496,167		84,782,500
	475,000	Quintiles Transnational Holdings, Inc. 1		23,096,682		32,613,500
				86,294,899		239,317,125
		Pharmaceuticals (1.38%)
	245,000	Perrigo Co. plc 2		36,884,886		35,451,500
Total Health Care				289,138,029		587,527,611
Industrials (16.14%)
		Construction Machinery & Heavy Trucks (1.53%)
	90,000	WABCO Holdings, Inc. 1		10,455,704		9,203,400
	425,000	Westinghouse Air Brake Technologies Corporation		28,502,302		30,226,000
				38,958,006		39,429,400
		Environmental & Facilities Services (0.51%)
	110,000	Stericycle, Inc. 1		3,048,782		13,266,000
		Human Resource & Employment Services (2.74%)
	550,000	Towers Watson & Co., Cl A		63,047,992		70,653,000
		Industrial Conglomerates (1.99%)
	270,000	Roper Technologies Inc.		22,869,631		51,243,300
		Industrial Machinery (2.78%)
	400,000	IDEX Corporation		29,079,085		30,644,000
	380,000	The Middleby Corp. 1		18,941,305		40,990,600
				48,020,390		71,634,600

Shares				Cost		Value
Common Stocks (continued)
Industrials (continued)
		Research & Consulting Services (5.24%)
	750,000	Nielsen Holdings PLC 2	$	17,797,011	$	34,950,000
	1,300,000	Verisk Analytics, Inc. 1		33,418,943		99,944,000
				51,215,954		134,894,000
		Trading Companies & Distributors (1.35%)
	850,000	Fastenal Co.		15,216,173		34,697,000
Total Industrials				242,376,928		415,817,300
Information Technology (20.70%)
		Application Software (7.95%)
	550,000	ANSYS, Inc. 1		14,771,000		50,875,000
	200,000	CDK Global, Inc.		9,896,922		9,494,000
	1,150,000	Guidewire Software, Inc. 1		55,208,131		69,184,000
	725,000	Mobileye N.V. 1,2		25,944,282		30,653,000
	652,000	SS&C Technologies Holdings, Inc.		36,761,317		44,512,040
				142,581,652		204,718,040
		Data Processing & Outsourced Services (3.19%)
	575,000	FleetCor Technologies, Inc. 1		20,969,885		82,184,750
		Internet Software & Services (4.10%)
	155,000	LinkedIn Corp., Cl A 1		8,240,401		34,887,400
	585,000	Verisign, Inc. 1		26,791,865		51,105,600
	350,000	Zillow Group, Inc., Cl A 1		10,419,626		9,114,000
	450,000	Zillow Group, Inc., CI C 1		13,576,575		10,566,000
				59,028,467		105,673,000
		IT Consulting & Other Services (5.46%)
	1,550,000	Gartner, Inc. 1		33,739,350		140,585,000
Total Information Technology				256,319,354		533,160,790
Materials (0.89%)
		Industrial Gases (0.89%)
	165,000	Airgas, Inc.		10,777,584		22,822,800
Telecommunication Services (2.86%)
		Wireless Telecommunication Services (2.86%)
	700,000	SBA Communications Corp., Cl A 1		20,275,863		73,549,000

See Notes to Schedules of Investments.

Baron Asset Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares				Cost		Value
Common Stocks (continued)
Utilities (0.17%)
		Renewable Electricity (0.17%)
	833,333	TerraForm Global, Inc., Cl A 3,5	$	12,500,000	$	4,383,332
Total Common Stocks				1,098,873,497		2,513,611,775
Private Equity Investments (0.23%)
Financials (0.23%)
		Asset Management & Custody Banks (0.23%)
	7,056,223	Windy City Investments Holdings, L.L.C. 1,3,4,6		0		5,997,789
Principal Amount
Short Term Investments (2.23%)
$	57,532,192	Repurchase Agreement with Fixed Income Clearing Corp., dated 12/31/2015, 0.03% due 1/4/2016; Proceeds at maturity - $57,532,384; (Fully collateralized by $30,530,000 U.S. Treasury Bond, 7.625% due 2/15/2025; Market value - $45,069,913 and $13,580,000 U.S. Treasury Note, 2.25% due 11/15/2024; Market value - $13,613,950) 5		57,532,192		57,532,192
Total Investments (100.05%)			$	1,156,405,689		2,577,141,756
Liabilities Less Cash and Other Assets (-0.05%)						(1,341,135	)
Net Assets					$	2,575,800,621
Retail Shares (Equivalent to $57.14 per share based on 32,130,048 shares outstanding)					$	1,835,874,821
Institutional Shares (Equivalent to $58.55 per share based on 12,637,621 shares outstanding)					$	739,925,800

%	Represents percentage of net assets.
1	Non-income producing securities.
2	Foreign corporation.
3	At December 31, 2015, the market value of restricted and fair valued securities amounted to $10,381,121 or 0.40% of net assets. These securities are not deemed liquid. See Note 3 regarding Restricted Securities.

4	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI.
5	Level 2 security. See Note 4 regarding Fair Value Measurements.
6	Level 3 security. See Note 4 regarding Fair Value Measurements.
	All securities are Level 1, unless otherwise noted.

See Notes to Schedules of Investments.

Baron Growth Fund

SCHEDULE OF INVESTMENTS

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (100.05%)
Consumer Discretionary (23.48%)
		Apparel, Accessories & Luxury Goods (4.40%)
	3,600,000	Under Armour, Inc., Cl A 1	$	28,275,536	$	290,196,000
		Automotive Retail (0.26%)
	400,000	Penske Automotive Group, Inc.		6,419,695		16,936,000
		Casinos & Gaming (2.12%)
	3,870,620	Penn National Gaming, Inc. 1		33,038,240		62,007,333
	2,502,267	Pinnacle Entertainment, Inc. 1		39,163,343		77,870,549
				72,201,583		139,877,882
		Department Stores (0.14%)
	730,000	Hudson’s Bay Co. (Canada) 2		12,522,128		9,549,035
		Education Services (3.05%)
	2,257,170	Bright Horizons Family Solutions, Inc. 1		74,787,601		150,778,956
	2,464,946	Nord Anglia Education, Inc. 1,2		46,800,797		49,989,105
				121,588,398		200,768,061
		Hotels, Resorts & Cruise Lines (4.17%)
	3,007,500	Choice Hotels International, Inc. 4		73,061,456		151,608,075
	271,739	Diamond Resorts International, Inc. 1		3,804,346		6,932,062
	1,809,009	Interval Leisure Group, Inc.		32,711,715		28,238,630
	1,550,000	Marriott Vacations Worldwide Corp.		84,481,603		88,272,500
				194,059,120		275,051,267
		Leisure Facilities (4.77%)
	1,380,000	ClubCorp Holdings, Inc.		25,948,652		25,212,600
	2,064,800	Vail Resorts, Inc. 4		59,870,980		264,273,752
	1,358,700	Whistler Blackcomb Holdings, Inc. (Canada) 2		15,542,103		24,499,216
				101,361,735		313,985,568
		Movies & Entertainment (1.48%)
	5,465,000	Manchester United plc, Cl A 2		77,397,834		97,331,650
		Restaurants (1.33%)
	450,000	Panera Bread Co., Cl A 1		15,602,751		87,651,000

Shares			Cost		Value
Common Stocks (continued)
Consumer Discretionary (continued)
		Specialty Stores (1.76%)
	3,275,000	Dick’s Sporting Goods, Inc.	$	54,457,706	$	115,771,250
Total Consumer Discretionary				683,886,486		1,547,117,713
Consumer Staples (6.15%)
		Brewers (0.73%)
	240,000	The Boston Beer Co., Inc., Cl A 1		39,093,982		48,458,400
		Food Distributors (1.21%)
	1,181,677	Performance Food Group Co. 1		22,572,664		27,344,006
	1,325,681	United Natural Foods, Inc. 1		53,675,287		52,178,804
				76,247,951		79,522,810
		Food Retail (0.89%)
	3,208,653	Smart & Final Stores, Inc. 1		56,128,725		58,429,571
		Household Products (1.83%)
	1,423,667	Church & Dwight Co., Inc.		25,941,571		120,840,855
		Packaged Foods & Meats (1.49%)
	1,250,000	TreeHouse Foods, Inc. 1		48,662,036		98,075,000
Total Consumer Staples				246,074,265		405,326,636
Financials (24.56%)
		Asset Management & Custody Banks (4.08%)
	637,134	Artisan Partners Asset Management, Inc., Cl A		23,866,988		22,975,052
	2,075,000	The Carlyle Group		45,965,375		32,411,500
	2,175,000	Cohen & Steers, Inc.		56,371,912		66,294,000
	2,302,818	Financial Engines, Inc.		66,477,436		77,535,882
	1,455,195	Oaktree Capital Group, LLC		65,648,565		69,441,905
				258,330,276		268,658,339
		Diversified REITs (0.41%)
	712,000	American Assets Trust, Inc.		13,584,759		27,305,200
		Hotel & Resort REITs (0.29%)
	750,000	LaSalle Hotel Properties		15,806,252		18,870,000

See Notes to Schedules of Investments.

Baron Growth Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (continued)
Financials (continued)
		Investment Banking & Brokerage (0.87%)
	1,027,064	Moelis & Co., Cl A	$	30,082,105	$	29,969,728
	1,202,936	Virtu Financial, Inc., Cl A		24,650,068		27,234,471
				54,732,173		57,204,199
		Life & Health Insurance (1.94%)
	2,700,000	Primerica, Inc. 4		65,591,464		127,521,000
		Office REITs (2.53%)
	134,000	Alexander’s, Inc. 5		28,025,461		51,470,740
	3,700,000	Douglas Emmett, Inc.		50,549,820		115,366,000
				78,575,281		166,836,740
		Property & Casualty Insurance (4.18%)
	3,950,000	Arch Capital Group Ltd. 1,2		38,581,866		275,512,500
		Specialized Finance (7.76%)
	1,600,000	FactSet Research Systems, Inc.		80,624,740		260,112,000
	1,200,000	Morningstar, Inc.		31,380,846		96,492,000
	2,150,000	MSCI, Inc.		42,521,078		155,079,500
				154,526,664		511,683,500
		Specialized REITs (2.50%)
	750,000	Alexandria Real Estate Equities, Inc. 5		27,962,881		67,770,000
	3,496,074	Gaming and Leisure Properties, Inc.		89,395,106		97,190,857
				117,357,987		164,960,857
Total Financials				797,086,722		1,618,552,335
Health Care (10.33%)
		Biotechnology (0.46%)
	600,000	ACADIA Pharmaceuticals, Inc. 1		15,387,424		21,390,000
	200,000	Juno Therapeutics, Inc. 1		8,293,584		8,794,000
				23,681,008		30,184,000
		Health Care Equipment (2.94%)
	2,232,804	ConforMIS, Inc. 1,4		41,741,868		38,605,181
	300,000	Edwards Lifesciences Corp. 1		1,984,334		23,694,000
	1,800,000	IDEXX Laboratories, Inc. 1		28,558,026		131,256,000
				72,284,228		193,555,181
		Health Care Facilities (0.48%)
	1,200,000	Community Health Systems, Inc. 1		16,474,088		31,836,000

Shares			Cost		Value
Common Stocks (continued)
Health Care (continued)
		Health Care Services (0.44%)
	850,000	Diplomat Pharmacy, Inc. 1	$	25,022,222	$	29,087,000
		Health Care Supplies (1.23%)
	365,038	Neogen Corp. 1		8,075,677		20,631,948
	1,000,000	West Pharmaceutical Services, Inc.		34,882,531		60,220,000
				42,958,208		80,851,948
		Health Care Technology (0.90%)
	3,474,094	Inovalon Holdings, Inc., CI A 1		78,898,541		59,059,598
		Life Sciences Tools & Services (3.88%)
	960,943	Bio-Techne Corporation		54,172,122		86,484,870
	500,000	Mettler-Toledo International, Inc. 1		24,221,181		169,565,000
				78,393,303		256,049,870
Total Health Care				337,711,598		680,623,597
Industrials (10.12%)
		Building Products (3.38%)
	1,700,000	CaesarStone Sdot-Yam Ltd. 1,2		30,268,064		73,678,000
	1,498,500	Masonite International Corp. 1,2		84,509,238		91,753,155
	1,500,000	Trex Company, Inc. 1		55,878,426		57,060,000
				170,655,728		222,491,155
		Electrical Components & Equipment (0.36%)
	800,000	Generac Holdings, Inc. 1		3,874,400		23,816,000
		Industrial Machinery (4.35%)
	600,000	Colfax Corp. 1		12,966,412		14,010,000
	2,525,000	The Middleby Corp. 1		73,694,675		272,371,750
				86,661,087		286,381,750
		Railroads (0.67%)
	827,965	Genesee & Wyoming, Inc., Cl A 1		11,936,867		44,453,441
		Research & Consulting Services (0.45%)
	250,000	IHS, Inc., Cl A 1		10,136,469		29,607,500
		Trading Companies & Distributors (0.91%)
	1,800,000	Air Lease Corp.		42,604,899		60,264,000
Total Industrials				325,869,450		667,013,846

See Notes to Schedules of Investments.

Baron Growth Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (continued)
Information Technology (20.74%)
		Application Software (7.75%)
	1,850,000	ANSYS, Inc. 1	$	44,326,673	$	171,125,000
	1,198,796	Guidewire Software, Inc. 1		39,188,028		72,119,567
	2,050,000	Pegasystems, Inc.		30,623,203		56,375,000
	3,087,713	SS&C Technologies Holdings, Inc.		52,369,848		210,798,166
				166,507,752		510,417,733
		Data Processing & Outsourced Services (2.56%)
	3,000,000	MAXIMUS, Inc.		57,528,621		168,750,000
		Electronic Equipment & Instruments (0.58%)
	475,000	FEI Company		17,409,467		37,900,250
		Internet Software & Services (4.42%)
	2,324,374	Benefitfocus, Inc. 1,4		86,529,482		84,583,970
	999,653	CoStar Group, Inc. 1		44,116,616		206,618,278
				130,646,098		291,202,248
		IT Consulting & Other Services (5.43%)
	3,300,000	Booz Allen Hamilton Holding Corp.		38,716,864		101,805,000
	2,825,000	Gartner, Inc. 1		45,240,023		256,227,500
				83,956,887		358,032,500
Total Information Technology				456,048,825		1,366,302,731
Telecommunication Services (0.96%)
		Alternative Carriers (0.96%)
	7,493,437	Iridium Communications, Inc. 1,4		45,709,971		63,019,805
Utilities (3.71%)
		Electric Utilities (3.71%)
	6,225,000	ITC Holdings Corp.		61,158,149		244,331,250
Total Common Stocks				2,953,545,466		6,592,287,913
Preferred Stocks (0.19%)
Telecommunication Services (0.19%)
		Alternative Carriers (0.19%)
	41,074	Iridium Communications, Inc., Series B, 6.75% 4,6		10,268,500		12,695,563

Shares				Cost	Value
Private Equity Investments (0.03%)
Financials (0.03%)
		Asset Management & Custody Banks (0.03%)
	2,375,173	Windy City Investments Holdings, L.L.C. 1,3,5,7	$	0	$	2,018,898
Principal Amount
Short Term Investments (1.06%)
Repurchase Agreement (1.06%)
$	69,612,984	Repurchase Agreement with Fixed Income Clearing Corp., dated 12/31/2015, 0.03% due 1/4/2016; Proceeds at maturity - $69,613,216; (Fully collateralized by $69,445,000 U.S. Treasury Note, 2.50% due 5/15/2024; Market value - $71,007,513) 6		69,612,984		69,612,984
Total Investments (101.33%)			$	3,033,426,950		6,676,615,358
Liabilities Less Cash and Other Assets (-1.33%)						(87,425,152	)
Net Assets					$	6,589,190,206
Retail Shares (Equivalent to $63.22 per share based on 53,136,171 shares outstanding)					$	3,359,287,064
Institutional Shares (Equivalent to $64.31 per share based on 50,222,869 shares outstanding)					$	3,229,903,142

___________________________________
	%	Represents percentage of net assets.
	1	Non-income producing securities.
	2	Foreign corporation.
	3	At December 31, 2015, the market value of restricted and fair valued securities amounted to $2,018,897 or 0.03% of net assets. This security is not deemed liquid. See Note 3 regarding Restricted Securities.
	4	See Note 6 regarding “Affiliated” companies.
	5	The Adviser has reclassified/classified certain securities in or out of this sub-industry. Such reclassifications/classifications are not supported by S&P or MSCI.
	6	Level 2 security. See Note 4 regarding Fair Value Measurements.
	7	Level 3 security. See Note 4 regarding Fair Value Measurements.
		All securities are Level 1, unless otherwise noted.

See Notes to Schedules of Investments.

Baron Small Cap Fund

SCHEDULE OF INVESTMENTS

DECEMBER 31, 2015 (UNAUDITED)

Shares				Cost		Value
Common Stocks (98.28%)
Consumer Discretionary (17.45%)
		Apparel, Accessories & Luxury Goods (0.17%)
	1,000,000	Iconix Brand Group, Inc. 1	$	13,401,421	$	6,830,000
		Automotive Retail (0.73%)
	450,000	Monro Muffler Brake, Inc.		23,776,386		29,799,000
		Broadcasting (1.41%)
	300,000	Liberty Media Corporation, Cl A 1		860,747		11,775,000
	1,200,000	Liberty Media Corporation, Cl C 1		3,543,461		45,696,000
				4,404,208		57,471,000
		Cable & Satellite (1.08%)
	150,000	Liberty Broadband Corp., Cl A 1		621,054		7,747,500
	300,000	Liberty Broadband Corp., Cl C 1		1,184,602		15,558,000
	1,000,000	MSG Networks, Inc., Cl A 1		7,003,117		20,800,000
				8,808,773		44,105,500
		Casinos & Gaming (1.18%)
	3,000,000	Penn National Gaming, Inc. 1		17,926,778		48,060,000
		Education Services (6.24%)
	2,300,000	Bright Horizons Family Solutions, Inc. 1		78,228,767		153,640,000
	1,750,000	Houghton Mifflin Harcourt Company 1		41,783,170		38,115,000
	3,048,385	Nord Anglia Education, Inc. 1,2		55,912,861		61,821,248
				175,924,798		253,576,248
		Homefurnishing Retail (1.48%)
	1,350,000	Mattress Firm Holding Corp. 1		33,866,625		60,250,500
		Movies & Entertainment (1.33%)
	333,333	The Madison Square Garden Company, Cl A 1		17,997,300		53,933,279
		Restaurants (2.89%)
	1,050,000	BJ’s Restaurants, Inc. 1		38,592,640		45,643,500
	950,000	The Cheesecake Factory, Inc.		18,719,871		43,804,500
	1,750,000	Del Frisco’s Restaurant Group, Inc. 1,3		35,951,002		28,035,000
				93,263,513		117,483,000

Shares				Cost		Value
Common Stocks (continued)
Consumer Discretionary (continued)
		Specialty Stores (0.94%)
	1,500,000	The Container Store Group, Inc. 1	$	48,706,646	$	12,300,000
	2,000,000	Party City Holdco, Inc. 1		31,024,831		25,820,000
				79,731,477		38,120,000
Total Consumer Discretionary				469,101,279		709,628,527
Consumer Staples (1.79%)
		Food Distributors (1.79%)
	2,000,000	The Chefs’ Warehouse, Inc. 1,3		31,942,898		33,360,000
	1,000,000	United Natural Foods, Inc. 1		40,567,940		39,360,000
Total Consumer Staples				72,510,838		72,720,000
Energy (4.06%)
		Oil & Gas Equipment & Services (0.67%)
	250,000	Core Laboratories N.V. 2		9,239,508		27,185,000
		Oil & Gas Storage & Transportation (3.39%)
	750,000	Columbia Pipeline Partners LP		18,334,868		13,110,000
	500,000	Dominion Midstream Partners, L.P.		10,628,771		15,330,000
	800,000	PBF Logistics LP		20,465,744		17,088,000
	5,000,000	Scorpio Tankers Inc. 2		42,287,905		40,100,000
	1,000,000	Valero Energy Partners LP		33,705,253		51,610,000
	22,250	Western Refining Logistics, LP		489,500		545,793
				125,912,041		137,783,793
Total Energy				135,151,549		164,968,793
Financials (8.84%)
		Asset Management & Custody Banks (1.91%)
	750,000	Artisan Partners Asset Management, Inc., Cl A		28,065,352		27,045,000
	1,500,000	Financial Engines, Inc.		23,268,546		50,505,000
				51,333,898		77,550,000
		Hotel & Resort REITs (0.77%)
	1,250,000	Chesapeake Lodging Trust		21,043,544		31,450,000
		Investment Banking & Brokerage (0.90%)
	1,250,000	Moelis & Co., Cl A		34,517,401		36,475,000

See Notes to Schedules of Investments.

Baron Small Cap Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares				Cost		Value
Common Stocks (continued)
Financials (continued)
		Office REITs (0.62%)
	225,000	SL Green Realty Corp.	$	4,808,931	$	25,420,500
		Real Estate Services (0.85%)
	1,000,000	CBRE Group, Inc., Cl A 1		4,648,855		34,580,000
		Specialized REITs (2.99%)
	150,000	Equinix, Inc.		7,945,872		45,360,000
	2,750,000	Gaming and Leisure Properties, Inc.		54,427,945		76,450,000
				62,373,817		121,810,000
		Thrifts & Mortgage Finance (0.80%)
	1,480,950	Essent Group, Ltd. 1,2		30,375,123		32,417,995
Total Financials				209,101,569		359,703,495
Health Care (18.18%)
		Health Care Equipment (5.46%)
	700,000	Cantel Medical Corp.		29,626,773		43,498,000
	1,025,000	DexCom, Inc. 1		13,923,613		83,947,500
	1,300,000	IDEXX Laboratories, Inc. 1		20,973,323		94,796,000
				64,523,709		222,241,500
		Health Care Facilities (0.82%)
	1,800,000	Brookdale Senior Living, Inc. 1		27,240,267		33,228,000
		Health Care Services (1.33%)
	1,000,000	Diplomat Pharmacy, Inc. 1		28,926,937		34,220,000
	750,000	ExamWorks Group, Inc. 1		25,598,482		19,950,000
				54,525,419		54,170,000
		Health Care Supplies (0.65%)
	1,750,000	The Spectranetics Corporation 1		50,481,062		26,355,000
		Health Care Technology (1.55%)
	2,000,000	Press Ganey Holdings, Inc. 1		54,404,371		63,100,000
		Life Sciences Tools & Services (6.44%)
	1,000,000	ICON plc 1,2		29,731,027		77,700,000
	1,425,000	INC Research Holdings, Inc., Cl A 1		36,674,976		69,126,750
	200,000	Mettler-Toledo International, Inc. 1		10,975,120		67,826,000

Shares				Cost		Value
Common Stocks (continued)
Health Care (continued)
		Life Sciences Tools & Services (continued)
	1,040,200	PRA Health Sciences, Inc. 1	$	20,740,866	$	47,089,854
				98,121,989		261,742,604
		Managed Health Care (0.85%)
	1,384,271	HealthEquity, Inc. 1		25,010,140		34,703,674
		Pharmaceuticals (1.08%)
	1,750,000	Catalent, Inc. 1		42,423,953		43,802,500
Total Health Care				416,730,910		739,343,278
Industrials (17.45%)
		Aerospace & Defense (4.79%)
	1,500,000	DigitalGlobe, Inc. 1		43,193,988		23,490,000
	750,000	TransDigm Group, Inc. 1		315,758		171,337,500
				43,509,746		194,827,500
		Building Products (0.41%)
	1,500,000	Builders FirstSource, Inc. 1		19,304,655		16,620,000
		Diversified Support Services (0.64%)
	750,000	Healthcare Services Group, Inc.		22,923,876		26,152,500
		Electrical Components & Equipment (4.17%)
	725,000	Acuity Brands, Inc.		38,275,050		169,505,000
		Environmental & Facilities Services (2.98%)
	2,150,000	Waste Connections, Inc.		37,813,045		121,088,000
		Human Resource & Employment Services (2.49%)
	2,250,000	On Assignment, Inc. 1		59,412,815		101,137,500
		Industrial Machinery (1.74%)
	600,000	Nordson Corp.		17,760,859		38,490,000
	500,000	RBC Bearings, Inc. 1		33,469,117		32,295,000
				51,229,976		70,785,000
		Office Services & Supplies (0.23%)
	500,000	Interface, Inc.		6,676,118		9,570,000
Total Industrials				279,145,281		709,685,500

See Notes to Schedules of Investments.

Baron Small Cap Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares				Cost		Value
Common Stocks (continued)
Information Technology (20.21%)
		Application Software (7.30%)
	2,400,000	ACI Worldwide, Inc. 1	$	28,606,283	$	51,360,000
	750,000	Aspen Technology, Inc. 1		30,010,637		28,320,000
	1,500,000	Guidewire Software, Inc. 1		40,880,643		90,240,000
	650,000	The Ultimate Software Group, Inc. 1		15,149,427		127,081,500
				114,646,990		297,001,500
		Data Processing & Outsourced Services (3.63%)
	600,000	FleetCor Technologies, Inc. 1		14,502,610		85,758,000
	700,000	WEX Inc. 1		35,700,494		61,880,000
				50,203,104		147,638,000
		Electronic Equipment & Instruments (2.52%)
	1,500,000	Cognex Corp.		26,038,193		50,655,000
	650,000	FEI Company		24,968,068		51,863,500
				51,006,261		102,518,500
		Internet Software & Services (0.51%)
	500,000	comScore, Inc. 1		17,696,566		20,575,000
		IT Consulting & Other Services (4.99%)
	1,250,000	Acxiom Corp. 1		28,143,704		26,150,000
	1,950,000	Gartner, Inc. 1		35,248,794		176,865,000
				63,392,498		203,015,000
		Technology Hardware, Storage & Peripherals (1.26%)
	1,100,000	Electronics For Imaging, Inc. 1		46,735,680		51,414,000
Total Information Technology				343,681,099		822,162,000
Materials (5.17%)
		Commodity Chemicals (0.27%)
	500,000	Westlake Chemical Partners LP		12,954,988		11,090,000
		Construction Materials (1.13%)
	2,283,750	Summit Materials, Inc., Cl A 1		47,641,319		45,766,350
		Diversified Metals & Mining (0.86%)
	3,250,000	Ferroglobe plc (formerly, Globe Specialty Metals, Inc.) 2		33,926,777		34,937,500

Shares				Cost		Value
Common Stocks (continued)
Materials (continued)
		Metal & Glass Containers (1.78%)
	2,000,000	Berry Plastics Group, Inc. 1	$	31,852,147	$	72,360,000
		Specialty Chemicals (1.13%)
	2,350,000	Flotek Industries, Inc. 1		44,721,386		26,884,000
	1,500,000	Platform Specialty Products Corp. 1		24,525,000		19,245,000
				69,246,386		46,129,000
Total Materials				195,621,617		210,282,850
Telecommunication Services (4.48%)
		Wireless Telecommunication Services (4.48%)
	148,323,290	Sarana Menara Nusantara Tbk PT (Indonesia) 1,2,4		30,976,387		51,006,693
	1,250,000	SBA Communications Corp., Cl A 1		5,066,953		131,337,500
Total Telecommunication Services				36,043,340		182,344,193
Utilities (0.65%)
		Electric Utilities (0.65%)
	675,000	ITC Holdings Corp.		9,427,959		26,493,750
Total Common Stocks				2,166,515,441		3,997,332,386
Principal Amount
Short Term Investments (1.72%)
Repurchase Agreement (1.72%)
$	69,761,323	Repurchase Agreement with Fixed Income Clearing Corp., dated 12/31/2015, 0.03% due 1/4/2016; Proceeds at maturity - $69,761,555; (Fully collateralized by $25,360,000 U.S. Treasury Note, 2.25% due 11/15/2024; Market value - $25,423,400) and $44,730,000 U.S. Treasury Note, 2.50% due 5/15/2024; Market value - $45,736,425) 4		69,761,323		69,761,323

See Notes to Schedules of Investments.

Baron Small Cap Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

		Cost		Value
Total Investments (100.00%)	$	2,236,276,764	$	4,067,093,709
Liabilities Less Cash and Other Assets (0.00%)				(83,866	)
Net Assets			$	4,067,009,843
Retail Shares (Equivalent to $28.19 per share based on 79,173,500 shares outstanding)			$	2,231,645,913
Institutional Shares (Equivalent to $28.77 per share based on 63,785,370 shares outstanding)			$	1,835,363,930

%	Represents percentage of net assets.
1	Non-income producing securities.
2	Foreign corporation.
3	See Note 6 regarding “Affiliated” companies.
4	Level 2 security. See Note 4 regarding Fair Value Measurements.

See Notes to Schedules of Investments.

Baron Opportunity Fund

SCHEDULE OF INVESTMENTS

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (103.96%)
Consumer Discretionary (19.74%)
		Apparel, Accessories & Luxury Goods (1.12%)
	43,000	Under Armour, Inc., Cl A 1	$	1,224,227	$	3,466,230
		Automobile Manufacturers (3.47%)
	45,000	Tesla Motors, Inc. 1		9,450,240		10,800,450
		Automotive Retail (1.01%)
	58,000	CarMax, Inc. 1		1,194,881		3,130,260
		Homefurnishing Retail (1.28%)
	50,000	Restoration Hardware Holdings, Inc. 1		2,951,374		3,972,500
		Internet Retail (10.28%)
	22,400	Amazon.com, Inc. 1		8,207,530		15,139,936
	70,500	Netflix, Inc. 1		2,901,096		8,063,790
	6,876	The Priceline Group, Inc. 1		2,427,404		8,766,556
				13,536,030		31,970,282
		Movies & Entertainment (2.58%)
	450,501	Manchester United plc, Cl A 2		7,499,902		8,023,423
Total Consumer Discretionary				35,856,654		61,363,145
Energy (1.44%)
		Oil & Gas Exploration & Production (1.44%)
	48,250	Concho Resources, Inc. 1		4,492,229		4,480,495
Financials (7.67%)
		Investment Banking & Brokerage (3.00%)
	283,500	The Charles Schwab Corp.		8,638,701		9,335,655
		Specialized Finance (1.36%)
	38,000	MarketAxess Holdings, Inc.		3,827,142		4,240,420
		Specialized REITs (3.31%)
	34,000	Equinix, Inc.		846,568		10,281,600
Total Financials				13,312,411		23,857,675

Shares			Cost		Value
Common Stocks (continued)
Health Care (10.47%)
		Biotechnology (1.64%)
	26,700	Alexion Pharmaceuticals, Inc. 1	$	4,695,202	$	5,093,025
		Health Care Technology (3.55%)
	41,500	athenahealth, Inc. 1		5,653,477		6,680,255
	257,000	Inovalon Holdings, Inc., CI A 1		6,192,395		4,369,000
				11,845,872		11,049,255
		Life Sciences Tools & Services (4.35%)
	70,415	Illumina, Inc. 1		5,255,417		13,515,807
		Managed Health Care (0.93%)
	114,954	HealthEquity, Inc. 1		2,035,994		2,881,897
Total Health Care				23,832,485		32,539,984
Industrials (6.03%)
		Human Resource & Employment Services (1.65%)
	40,000	Towers Watson & Co., Cl A		5,215,652		5,138,400
		Industrial Machinery (1.27%)
	36,600	The Middleby Corp. 1		1,767,157		3,948,042
		Research & Consulting Services (3.11%)
	125,800	Verisk Analytics, Inc. 1		6,084,678		9,671,504
Total Industrials				13,067,487		18,757,946
Information Technology (55.97%)
		Application Software (14.14%)
	108,250	ANSYS, Inc. 1		3,138,344		10,013,125
	85,500	Aspen Technology, Inc. 1		3,382,740		3,228,480
	316,500	Guidewire Software, Inc. 1		8,644,897		19,040,640
	103,000	Mobileye N.V. 1,2		4,449,392		4,354,840
	93,500	salesforce.com, Inc. 1		5,697,644		7,330,400
				25,313,017		43,967,485
		Data Processing & Outsourced Services (2.90%)
	92,500	MasterCard, Inc., Cl A		7,997,536		9,005,800

See Notes to Schedules of Investments.

Baron Opportunity Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (continued)
Information Technology (continued)
		Internet Software & Services (24.23%)
	88,200	Alibaba Group Holding Ltd., ADR 1,2	$	6,256,156	$	7,168,014
	11,800	Alphabet, Inc., Cl A, (formerly, Google, Inc., Cl A) 1		7,141,371		9,180,518
	12,000	Alphabet, Inc., Cl C, (formerly, Google, Inc., Cl C) 1		7,462,772		9,106,560
	248,214	Benefitfocus, Inc. 1		10,267,458		9,032,507
	73,793	CoStar Group, Inc. 1		5,186,361		15,252,275
	127,000	Facebook, Inc., Cl A 1		8,812,552		13,291,820
	744,925	JUST EAT plc (United Kingdom) 1,2		3,564,383		5,421,658
	22,200	LinkedIn Corp., Cl A 1		3,957,496		4,996,776
	26,000	Zillow Group, Inc., Cl A 1		454,163		677,040
	52,000	Zillow Group, Inc., Cl C 1		969,708		1,220,960
				54,072,420		75,348,128
		IT Consulting & Other Services (7.22%)
	376,000	Acxiom Corp. 1		6,011,813		7,865,920
	160,644	Gartner, Inc. 1		2,411,317		14,570,411
				8,423,130		22,436,331
		Semiconductors (1.59%)
	117,200	Mellanox Technologies Ltd. 1,2		4,745,709		4,938,808
		Systems Software (5.89%)
	180,000	FireEye, Inc. 1		5,500,455		3,733,200
	65,000	Qualys, Inc. 1		2,065,890		2,150,850
	84,000	Red Hat, Inc. 1		3,839,823		6,956,040
	63,400	ServiceNow, Inc. 1		4,604,405		5,487,904
				16,010,573		18,327,994
Total Information Technology				116,562,385		174,024,546
Telecommunication Services (2.11%)
		Wireless Telecommunication Services (2.11%)
	62,500	SBA Communications Corp., Cl A 1		209,038		6,566,875
Utilities (0.53%)
		Renewable Electricity (0.53%)
	315,789	TerraForm Global, Inc., Cl A 3,4		4,500,000		1,661,050
Total Common Stocks				211,832,689		323,251,716

Principal Amount			Cost		Value
Short Term Investments (1.29%)
$	3,994,609	Repurchase Agreement with Fixed Income Clearing Corp., dated 12/31/2015, 0.03% due 1/4/2016; Proceeds at maturity - $3,994,623; (Fully collateralized by $3,985,000 U.S. Treasury Note, 2.50% due 5/15/2024; Market value - $4,074,663) 4	$	3,994,609	$	3,994,609
Total Investments (105.25%)			$	215,827,298		327,246,325
Liabilities Less Cash and Other Assets (-5.25%)						(16,319,213	)
Net Assets					$	310,927,112
Retail Shares (Equivalent to $16.64 per share based on 14,281,025 shares outstanding)					$	237,571,761
Institutional Shares (Equivalent to $17.00 per share based on 4,315,520 shares outstanding)					$	73,355,351

______________________________________
	%	Represents percentage of net assets.
	1	Non-income producing securities.
	2	Foreign corporation.
	3	At December 31, 2015, the market value of restricted and fair valued securities amounted to $1,661,050 or 0.53% of net assets. This security is not deemed liquid. See Note 3 regarding Restricted Securities.
	4	Level 2 security. See Note 4 regarding Fair Value Measurements.
	ADR	American Depositary Receipt.

See Notes to Schedules of Investments.

Baron Fifth Avenue Growth Fund

SCHEDULE OF INVESTMENTS

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (95.26%)
Consumer Discretionary (25.00%)
		Apparel, Accessories & Luxury Goods (1.50%)
	32,238	Under Armour, Inc., Cl A 1	$	2,724,998	$	2,598,705
		Cable & Satellite (1.94%)
	24,450	Naspers Limited, Cl N (South Africa) 2		3,602,327		3,351,697
		Internet Retail (16.12%)
	29,201	Amazon.com, Inc. 1		7,658,239		19,736,664
	57,080	Ctrip.com International Ltd., ADR 1,2		1,434,707		2,644,517
	4,337	The Priceline Group, Inc. 1		2,941,040		5,529,458
				12,033,986		27,910,639
		Restaurants (5.44%)
	106,883	Starbucks Corp.		3,353,035		6,416,186
	41,211	YUM! Brands, Inc.		2,639,634		3,010,464
				5,992,669		9,426,650
Total Consumer Discretionary				24,353,980		43,287,691
Consumer Staples (1.09%)
		Hypermarkets & Super Centers (1.09%)
	11,648	Costco Wholesale Corp.		835,362		1,881,152
Energy (2.41%)
		Oil & Gas Exploration & Production (0.99%)
	18,548	Concho Resources, Inc. 1		1,774,387		1,722,367
		Oil & Gas Storage & Transportation (1.42%)
	59,206	Shell Midstream Partners, L.P.		1,640,792		2,458,233
Total Energy				3,415,179		4,180,600
Financials (9.38%)
		Diversified Real Estate Activities (2.57%)
	141,066	Brookfield Asset Management, Inc., Cl A 2		3,559,949		4,447,811
		Investment Banking & Brokerage (1.54%)
	80,999	The Charles Schwab Corp.		2,321,024		2,667,297
		Specialized Finance (1.86%)
	35,570	CME Group, Inc.		2,088,336		3,222,642

Shares			Cost		Value
Common Stocks (continued)
Financials (continued)
		Specialized REITs (3.41%)
	19,555	Equinix, Inc.	$	3,178,515	$	5,913,432
Total Financials				11,147,824		16,251,182
Health Care (12.54%)
		Biotechnology (6.03%)
	23,243	Alexion Pharmaceuticals, Inc. 1		3,803,503		4,433,602
	9,671	Biogen, Inc. 1		3,002,107		2,962,711
	5,616	Regeneron Pharmaceuticals, Inc. 1		1,686,704		3,048,758
				8,492,314		10,445,071
		Health Care Technology (1.05%)
	11,275	athenahealth, Inc. 1		1,747,211		1,814,937
		Life Sciences Tools & Services (3.74%)
	33,727	Illumina, Inc. 1		1,236,258		6,473,729
		Pharmaceuticals (1.72%)
	9,512	Allergan plc 1,2		2,880,367		2,972,500
Total Health Care				14,356,150		21,706,237
Industrials (2.67%)
		Research & Consulting Services (1.49%)
	33,526	Verisk Analytics, Inc. 1		1,392,841		2,577,479
		Trading Companies & Distributors (1.18%)
	50,068	Fastenal Co.		1,630,676		2,043,776
Total Industrials				3,023,517		4,621,255
Information Technology (40.11%)
		Application Software (2.22%)
	91,109	Mobileye N.V. 1,2		4,133,319		3,852,089
		Data Processing & Outsourced Services (7.40%)
	65,205	MasterCard, Inc., Cl A		3,418,562		6,348,359
	83,299	Visa, Inc., Cl A		2,537,808		6,459,837
				5,956,370		12,808,196

See Notes to Schedules of Investments.

Baron Fifth Avenue Growth Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (continued)
Information Technology (continued)
		Internet Software & Services (21.00%)
	84,857	Alibaba Group Holding Ltd., ADR 1,2	$	7,344,867	$	6,896,329
	5,019	Alphabet, Inc., Cl A, (formerly, Google, Inc., Cl A) 1		1,256,798		3,904,832
	11,899	Alphabet, Inc., Cl C, (formerly, Google, Inc., Cl C) 1		5,368,763		9,029,913
	105,155	Facebook, Inc., Cl A 1		3,559,633		11,005,522
	11,158	LinkedIn Corp., Cl A 1		1,793,021		2,511,443
	130,401	Twitter, Inc. 1		4,370,663		3,017,479
				23,693,745		36,365,518
		Semiconductor Equipment (1.50%)
	29,187	ASML Holding N.V. 2		1,960,743		2,590,930
		Systems Software (4.61%)
	166,223	FireEye, Inc. 1		5,464,872		3,447,465
	42,692	Red Hat, Inc. 1		2,166,568		3,535,324
	17,675	VMware, Inc., Cl A 1		1,679,992		999,875
				9,311,432		7,982,664
		Technology Hardware, Storage & Peripherals (3.38%)
	55,573	Apple, Inc.		2,186,665		5,849,614
Total Information Technology				47,242,274		69,449,011
Materials (1.40%)
		Fertilizers & Agricultural Chemicals (1.40%)
	24,552	Monsanto Co.		1,879,080		2,418,863
Utilities (0.66%)
		Renewable Electricity (0.66%)
	217,543	TerraForm Global, Inc., Cl A 3,4		3,100,000		1,144,276
Total Common Stocks				109,353,366		164,940,267

Principal Amount				Cost	Value
Short Term Investments (7.19%)
$	12,450,772	Repurchase Agreement with Fixed Income Clearing Corp., dated 12/31/2015, 0.03% due 1/4/2016; Proceeds at maturity - $12,450,814; (Fully collateralized by $12,425,000 U.S. Treasury Note, 2.50% due 5/15/2024 Market value - $12,704,563) 4	$	12,450,772	$	12,450,772
Total Investments (102.45%)			$	121,804,138		177,391,039
Liabilities Less Cash and Other Assets (-2.45%)						(4,238,734	)
Net Assets					$	173,152,305
Retail Shares (Equivalent to $18.48 per share based on 4,408,777 shares outstanding)					$	81,490,899
Institutional Shares (Equivalent to $18.71 per share based on 4,899,099 shares outstanding)					$	91,661,406

_____________________________
	%	Represents percentage of net assets.
	1	Non-income producing securities.
	2	Foreign corporation.
	3	At December 31, 2015, the market value of restricted and fair valued securities amounted to $1,144,276 or 0.66% of net assets. This security is not deemed liquid. See Note 3 regarding Restricted Securities.
	4	Level 2 security. See Note 4 regarding Fair Value Measurements.
	ADR	American Depositary Receipt.
		All securities are Level 1, unless otherwise noted.

See Notes to Schedules of Investments.

Baron Discovery Fund

SCHEDULE OF INVESTMENTS

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (95.66%)
Consumer Discretionary (21.89%)
		Apparel Retail (0.41%)
	13,000	Boot Barn Holdings, Inc. 1	$	192,679	$	159,770
		Casinos & Gaming (3.95%)
	50,000	Pinnacle Entertainment, Inc. 1		1,225,692		1,556,000
		Education Services (2.83%)
	55,000	Nord Anglia Education, Inc. 1,2		1,184,313		1,115,400
		Leisure Facilities (1.86%)
	40,000	ClubCorp Holdings, Inc.		720,636		730,800
		Movies & Entertainment (1.13%)
	25,000	Manchester United plc, Cl A 2		462,000		445,250
		Restaurants (10.14%)
	12,500	Fiesta Restaurant Group, Inc. 1		477,701		420,000
	35,000	The Habit Restaurants, Inc., CI A 1		755,483		807,100
	55,000	Krispy Kreme Doughnuts, Inc. 1		801,554		828,850
	70,000	Wingstop, Inc. 1		1,471,473		1,596,700
	12,000	Zoe’s Kitchen, Inc. 1		203,471		335,760
				3,709,682		3,988,410
		Specialty Stores (1.57%)
	48,000	Party City Holdco, Inc. 1		681,471		619,680
Total Consumer Discretionary				8,176,473		8,615,310
Consumer Staples (1.56%)
		Packaged Foods & Meats (1.56%)
	700,000	Barfresh Food Group, Inc. 1		370,070		612,500
Energy (1.31%)
		Oil & Gas Storage & Transportation (1.31%)
	10,000	Valero Energy Partners LP		441,203		516,100
Financials (11.51%)
		Diversified REITs (2.24%)
	23,000	American Assets Trust, Inc.		843,198		882,050

Shares			Cost		Value
Common Stocks (continued)
Financials (continued)
		Hotel & Resort REITs (1.60%)
	25,000	Chesapeake Lodging Trust	$	770,973	$	629,000
		Industrial REITs (1.87%)
	45,000	Rexford Industrial Realty, Inc.		680,607		736,200
		Residential REITs (3.85%)
	40,000	Education Realty Trust, Inc.		1,407,783		1,515,200
		Thrifts & Mortgage Finance (1.95%)
	35,000	Essent Group, Ltd. 1,2		944,695		766,150
Total Financials				4,647,256		4,528,600
Health Care (24.72%)
		Biotechnology (4.19%)
	14,368	Cepheid 1		495,471		524,863
	12,200	Esperion Therapeutics, Inc. 1		610,004		271,572
	22,700	Foundation Medicine, Inc. 1		494,355		478,062
	6,404	Sage Therapeutics, Inc. 1		333,568		373,353
				1,933,398		1,647,850
		Health Care Equipment (3.23%)
	5,000	ConforMIS, Inc. 1		111,140		86,450
	20,200	Glaukos Corporation 1		429,842		498,738
	5,000	Inogen, Inc. 1		182,797		200,450
	38,000	Novadaq Technologies, Inc. 1,2		459,702		484,120
				1,183,481		1,269,758
		Health Care Services (3.83%)
	6,400	AMN Healthcare Services, Inc. 1		165,996		198,720
	49,200	ExamWorks Group, Inc. 1		1,572,000		1,308,720
				1,737,996		1,507,440
		Health Care Supplies (3.47%)
	110,000	Cerus Corp. 1		591,968		695,200
	44,488	The Spectranetics Corporation 1		1,006,275		669,990
				1,598,243		1,365,190
		Health Care Technology (4.26%)
	53,200	Press Ganey Holdings, Inc. 1		1,353,021		1,678,460

See Notes to Schedules of Investments.

Baron Discovery Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Shares			Cost		Value
Common Stocks (continued)
Health Care (continued)
		Life Sciences Tools & Services (1.19%)
	9,628	INC Research Holdings, Inc., Cl A 1	$	178,118	$	467,054
		Managed Health Care (0.99%)
	15,500	HealthEquity, Inc. 1		271,910		388,585
		Pharmaceuticals (3.56%)
	10,000	Neos Therapeutics, Inc. 1		150,230		143,200
	12,000	Pacira Pharmaceuticals, Inc. 1		605,030		921,480
	32,400	TherapeuticsMD, Inc. 1		148,629		335,988
				903,889		1,400,668
Total Health Care				9,160,056		9,725,005
Industrials (6.33%)
		Aerospace & Defense (1.91%)
	29,700	DigitalGlobe, Inc. 1		822,087		465,102
	47,319	The KEYW Holding Corporation 1		608,159		284,860
				1,430,246		749,962
		Building Products (1.65%)
	15,000	CaesarStone Sdot-Yam Ltd. 1,2		734,384		650,100
		Industrial Machinery (2.77%)
	18,000	ESCO Technologies, Inc.		645,158		650,520
	27,600	NN, Inc.		614,594		439,944
				1,259,752		1,090,464
Total Industrials				3,424,382		2,490,526
Information Technology (26.02%)
		Electronic Equipment & Instruments (0.77%)
	4,660	Coherent, Inc. 1		282,604		303,413
		Electronic Manufacturing Services (4.45%)
	95,303	Mercury Systems, Inc. 1		1,482,863		1,749,763

Shares			Cost		Value
Common Stocks (continued)
Information Technology (continued)
		Internet Software & Services (11.03%)
	54,400	Amber Road, Inc. 1	$	703,310	$	276,896
	24,700	Benefitfocus, Inc. 1		732,654		898,833
	11,000	comScore, Inc. 1		419,826		452,650
	33,000	Envestnet, Inc. 1		1,322,886		985,050
	200,000	JUST EAT plc (United Kingdom) 1,2		907,732		1,455,625
	40,000	Quotient Technology, Inc. (formerly, Coupons.com, Incorporated) 1		385,600		272,800
				4,472,008		4,341,854
		Semiconductors (4.16%)
	40,000	M/A-COM Technology Solutions Holdings, Inc. 1		1,303,791		1,635,600
		Systems Software (5.61%)
	57,000	Qualys, Inc. 1		1,449,985		1,886,130
	17,000	Varonis Systems, Inc. 1		340,487		319,600
				1,790,472		2,205,730
Total Information Technology				9,331,738		10,236,360
Materials (2.32%)
		Specialty Chemicals (2.32%)
	80,000	Flotek Industries, Inc. 1		923,887		915,200
Total Common Stocks				36,475,065		37,639,601
Warrants (0.25%)
Consumer Staples (0.25%)
		Packaged Foods & Meats (0.25%)
	300,000	Barfresh Food Group, Inc. Warrants Exp 3/13/2020 1,3,4		0		99,000

See Notes to Schedules of Investments.

Baron Discovery Fund

SCHEDULE OF INVESTMENTS (Continued)

DECEMBER 31, 2015 (UNAUDITED)

Principal Amount			Cost		Value
Short Term Investments (4.78%)
Repurchase Agreement (4.78%)
	$1,880,177	Repurchase Agreement with Fixed Income Clearing Corp., dated 12/31/2015, 0.03% due 1/4/2016; Proceeds at maturity - $1,880,183; (Fully collateralized by $1,300,000 U.S. Treasury Bond, 7.625% due 2/15/2025; Market value - $1,919,125) 4	$	1,880,177	$	1,880,177
Total Investments (100.69%)			$	38,355,242		39,618,778
Liabilities Less Cash and Other Assets (-0.69%)						(273,418	)
Net Assets					$	39,345,360
Retail Shares (Equivalent to $11.29 per share based on 1,500,674 shares outstanding)					$	16,940,773
Institutional Shares (Equivalent to $11.35 per share based on 1,974,089 shares outstanding)					$	22,404,587

________________________________________
	%	Represents percentage of net assets.
	1	Non-income producing securities.
	2	Foreign corporation.
	3	At December 31, 2015, the market value of restricted and fair valued securities amounted to $99,000 or 0.25% of net assets. This security is not deemed liquid. See Note 3 regarding Restricted Securities.
	4	Level 2 security. See Note 4 regarding Fair Value Measurements.
		All securities are Level 1, unless otherwise noted.

See Notes to Schedules of Investments.

Baron Funds December 31, 2015

  NOTES TO FINANCIAL STATEMENTS (Unaudited)

1. ORGANIZATION

Baron Investment Funds Trust (the “Trust”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company established as a Massachusetts business trust on February 19, 1987, and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 Financial Services – Investment Companies. The Trust currently offers six series (individually, a “Fund” and collectively, the “Funds”): Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund, Baron Opportunity Fund, Baron Fifth Avenue Growth Fund and Baron Discovery Fund.

Each Fund offers two classes of shares, Retail Shares and Institutional Shares, which differ only in their ongoing fees, expenses and eligibility requirements. Retail Shares are offered to all investors. Institutional Shares are for investments in the amount of $1 million or more per Fund. Institutional Shares are intended for certain financial intermediaries that offer shares of Baron Funds through fee-based platforms, retirement platforms or other platforms. Each class of shares has equal rights to earnings and assets, except that each class bears different expenses for distribution and shareholder servicing. Each Fund’s investment income, realized and unrealized gains or losses on investments and foreign currency, and expenses other than those attributable to a specific class are allocated to each class based on its relative net assets. Each class of shares has exclusive voting rights with respect to matters that affect just that class. R6 Shares for Baron Asset Fund, Baron Growth Fund, Baron Small Cap Fund and Baron Fifth Avenue Growth Fund commenced operations on January 29, 2016 and, therefore, are not included in this report.

The investment goals of the Funds are as follows:

Baron Asset Fund seeks capital appreciation through long-term investments primarily in securities of medium-sized companies with undervalued assets or favorable growth prospects.

Baron Growth Fund seeks capital appreciation through long-term investments primarily in securities of small-sized growth companies.

Baron Small Cap Fund seeks capital appreciation through investments primarily in securities of small-sized growth companies.

Baron Opportunity Fund seeks capital appreciation through investments primarily in growth companies that benefit from technology advances.

Baron Fifth Avenue Growth Fund seeks capital appreciation through investments primarily in securities of large-sized growth companies.

Baron Discovery Fund seeks capital appreciation through investments primarily in securities of small-sized growth companies.

2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by the Funds. The policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

a) Security Valuation. The Funds’ share prices or net asset values are calculated as of the close of the regular trading session (usually 4 p.m. E.T.) on the New York Stock Exchange (“NYSE”) on any day the NYSE is open. Portfolio securities traded on any national stock exchange are valued based on the last sale price on the exchange where such shares are principally traded. For securities traded on NASDAQ, the Funds use the NASDAQ Official Closing Price. If there are no sales on a given day, the value of the security may be the average of the most recent bid and asked quotations on such exchange or the last sale price from a prior day. Where market quotations are not readily available, or, if in BAMCO, Inc.’s (the “Adviser”) judgment, they do not accurately reflect the fair value of a security, or an event occurs after the market close but before the Funds are priced that materially affects the value of a security, the security will be valued by the Adviser using policies and procedures approved by the Board of Trustees (the “Board”). The Adviser has a Fair Valuation Committee (the “Committee”) comprised of senior executives, and the Committee reports to the Board every quarter. Factors the Committee may consider when valuing a security include whether a current price is stale, there is recent news, the security is thinly traded, transactions are infrequent or quotations are genuine. There can be no guarantee, however, that a fair valuation used by the Funds on any given day will more accurately reflect the market value of an investment than the closing price of such investment in its market. Debt instruments having a remaining maturity greater than 60 days will be valued on the basis of prices obtained from a pricing service approved by the Board or at the mean of the bid and ask prices from the dealer maintaining an active market in that security. The value of the Funds’ investments in convertible bonds is determined primarily by obtaining valuations from independent pricing services based on readily available bid quotations or, if quotations are not available, by methods which include various considerations such as yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. Other inputs used by an independent pricing service to value convertible bonds generally include underlying stock data, conversion premiums, listed bond and preferred stock prices and other market information which may include benchmark curves, trade execution data, and sensitivity analysis, when available. Money market instruments held by the Funds with a remaining maturity of 60 days or less are generally valued at amortized cost, which approximates fair value. Open-end investment companies, including securities lending collateral invested in registered investment company money market funds, are valued at their net asset value each day.

Non-U.S. equity securities are valued on the basis of their most recent closing market prices and translated into U.S. dollars at 4 p.m. E.T., except under the circumstances described below. Most foreign markets close before 4 p.m. E.T. For securities primarily traded in the Far East, for example, the most recent closing prices may be as much as fifteen hours old at 4 p.m. E.T. If the Adviser determines that developments between the close of the foreign markets and 4 p.m. E.T. will, in its judgment, materially affect the value of some or all of the Funds’ non-U.S. securities, the Adviser will adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of 4 p.m. E.T. In deciding whether to make these adjustments, the Adviser may review a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent non-U.S. securities and baskets of non-U.S. securities. The Adviser may also fair value securities in other situations, for example, when a particular foreign market is closed but the Funds are open. The Adviser uses an outside pricing service that utilizes a systematic methodology to provide the Adviser with closing market prices and information used for adjusting those prices. The Adviser cannot predict how often it will use closing prices or how often it will adjust those prices. As a means of evaluating its fair value process, the Adviser routinely compares closing market prices, the next day’s opening prices in the same markets, and the adjusted prices. Other mutual funds may adjust the prices of their securities by different amounts.

December 31, 2015 Baron Funds

  NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)

2. SIGNIFICANT ACCOUNTING POLICIES (Continued)

b) Foreign Currency Translations. Values of assets and liabilities denominated in foreign currencies are translated into U.S. dollars using the price of such currencies at the time the net asset value is determined. Purchases and sales of investments and dividend income are converted at the prevailing rate of exchange on the respective dates of such transactions. Net realized gain (loss) on foreign currency transactions includes gain (loss) arising from the fluctuation in the exchange rates between trade and settlement dates on security transactions and currency gain (loss) between the accrual and payment dates on dividends and foreign withholding taxes. The Funds do not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments and foreign currency transactions. The Funds may invest in foreign securities and foreign currency transactions that may involve risks not associated with domestic investments as a result of the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability, among others.

c) Securities Lending. The Funds may lend securities to certain brokers under the terms of a master netting agreement. Upon such loans, the Funds receive collateral which is maintained by the custodian. The Funds may pay fees to the custodian for administering the securities lending program. The Funds earn interest on such collateral and earn income in the form of negotiated lenders’ fees. Securities loaned are required to be secured at all times by collateral equal to at least 102% of the market value of the securities loaned. Risks may arise upon entering into securities lending to the extent that the value of the collateral is less than the value of the securities loaned due to the changes in the value of collateral or the loaned securities. The collateral is marked-to-market daily and settled on the next business day. The Funds may receive collateral in the form of cash or other eligible securities, such as a letter of credit issued by a U.S. bank or securities issued or guaranteed by the U.S. government. Securities purchased with cash collateral are subject to the risks inherent in investing in these securities.

At December 31, 2015, the Funds did not have any securities on loan.

d) Repurchase Agreements. The Funds may invest in repurchase agreements, which are short term investments whereby the Funds acquire ownership of a debt security and the seller agrees to repurchase the security at a future date at a specified price. When entering into repurchase agreements, it is the Funds’ policy that their custodian take possession of the underlying collateral securities, the market value of which, at all times, equals at least 102% of the principal amount of the repurchase transaction. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market to ensure the adequacy of the collateral. If the seller defaults and the market value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Funds may be delayed or limited.

3. RESTRICTED SECURITIES

At December 31, 2015, investments in securities included securities that are restricted and/or illiquid. Restricted securities are often purchased in private placement transactions, are not registered under the Securities Act of 1933, may have contractual restrictions on resale and are valued pursuant to the policies and procedures for fair value pricing approved by the Board. A security may be considered illiquid if it lacks a readily available market or if its valuation has not changed for a certain period of time. The Funds may receive more or less than this valuation in an actual sale and that difference could be material. At December 31, 2015, the Funds held investments in restricted and/or illiquid securities that were valued pursuant to policies and procedures for fair value pricing as follows:

	Baron Asset Fund
Name of Issuer	Acquisition Date(s)	Value
Common Stocks
TerraForm Global, Inc.	8/5/2015	$	4,383,332
Private Equity Investments
Windy City Investments Holdings, L.L.C.	11/13/2007-1/27/2011		5,997,789
Total Restricted Securities:		$	10,381,121
(Cost $12,500,000) † (0.40% of Net Assets)
	Baron Growth Fund
Name of Issuer	Acquisition Date(s)	Value
Private Equity Investments
Windy City Investments Holdings, L.L.C.	11/13/2007-1/27/2011	$	2,018,898
(Cost $0) (0.03% of Net Assets)
	Baron Opportunity Fund
Name of Issuer	Acquisition Date(s)	Value
Common Stocks
TerraForm Global, Inc.	6/9/2015	$	1,661,050
(Cost $4,500,000) (0.53% of Net Assets)
	Baron Fifth Avenue Growth Fund
Name of Issuer	Acquisition Date(s)	Value
Common Stocks
TerraForm Global, Inc.	6/9/2015	$	1,144,276
(Cost $3,100,000) (0.66% of Net Assets)

Baron Funds December 31, 2015

  NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)

3. RESTRICTED SECURITIES (Continued)

	Baron Discovery Fund
Name of Issuer	Acquisition Date(s)	Value
Warrants
Barfresh Food Group, Inc., Warrants, Exp 3/13/2020	2/23/2015	$	99,000
(Cost $0) (0.25% of Net Assets)

^† See Schedules of Investments for cost of individual securities.

4. FAIR VALUE MEASUREMENTS

Fair value is defined by GAAP as the price that the Funds would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market for the investment. GAAP provides a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable or unobservable. Observable inputs are based on market data obtained from sources independent of the Funds. Unobservable inputs are inputs that reflect the Funds’ own assumptions based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below.

• Level 1 – quoted prices in active markets for identical assets or liabilities;

• Level 2 – prices determined using other inputs that are observable either directly or indirectly through corroboration with observable market data (which could include quoted prices for similar assets or liabilities, interest rates, credit risk, etc.);

• Level 3 – prices determined using unobservable inputs when quoted prices or observable inputs are unavailable, such as when there is little or no market activity for an asset or liability (unobservable inputs reflect each Fund’s own assumptions in determining the fair value of assets or liabilities and would be based on the best information available).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, non-U.S. securities, with markets that close hours before the Funds value their holdings, may require revised valuations due to significant movement in the U.S. markets. Since these values are not obtained from quoted prices in an active market, such securities are reflected as Level 2.

The Funds have procedures to determine the fair value of securities and other financial instruments for which market prices are not readily available or which may not be reliably priced. Under these procedures, the Funds primarily employ a market-based approach that may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine its fair value. The Funds may also use an income-based valuation approach in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed.

The following is a summary of the inputs used as of December 31, 2015 in valuing the Funds’ investments carried at fair value:

	Baron Asset Fund
		Quoted Prices in Active
		Markets for Identical		Other Observable		Unobservable Inputs
Description		Assets (Level 1)		Inputs (Level 2)		(Level 3)		Total
Common Stocks†	$	2,509,228,443	$	4,383,332	$	-	$	2,513,611,775
Private Equity Investments		-		-		5,997,789		5,997,789
Short Term Investments		-		57,532,192		-		57,532,192
Total Investments	$	2,509,228,443	$	61,915,524	$	5,997,789	$	2,577,141,756
Transfers between Levels 1, 2 or 3, if any, are recognized at ending value on December 31, 2015. There have been no transfers in and out of Level 1, 2 or 3 fair value measurements for the Fund for the period ended December 31, 2015.
	Baron Growth Fund
		Quoted Prices in Active
		Markets for Identical		Other Observable		Unobservable Inputs
Description		Assets (Level 1)		Inputs (Level 2)		(Level 3)		Total
Common Stocks†	$	6,592,287,913	$	-	$	-	$	6,592,287,913
Preferred Stocks		-		12,695,563		-		12,695,563
Private Equity Investments		-		-		2,018,898		2,018,898
Short Term Investments		-		69,612,984		-		69,612,984
Total Investments	$	6,592,287,913	$	82,308,547	$	2,018,898	$	6,676,615,358
Transfers between Levels 1, 2 or 3, if any, are recognized at ending value on December 31, 2015. There have been no transfers in and out of Level 1, 2 or 3 fair value measurements for the Fund for the period ended December 31, 2015.

^†See Schedules of Investments for additional detailed categorizations.

December 31, 2015 Baron Funds

  NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)

4. FAIR VALUE MEASUREMENTS (Continued)

	Baron Small Cap Fund
		Quoted Prices in Active
		Markets for Identical		Other Observable		Unobservable Inputs
Description		Assets (Level 1)		Inputs (Level 2)		(Level 3)		Total
Common Stocks†	$	3,946,325,693	$	51,006,693	$	-	$	3,997,332,386
Short Term Investments		-		69,761,323		-		69,761,323
Total Investments	$	3,946,325,693	$	120,768,016	$	-	$	4,067,093,709
$51,006,693 was transferred out of Level 1 into Level 2 at December 31, 2015 as a result of adjusting closing prices for certain securities (as described in Note 2a) due to significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets. It is the Fund’s policy to recognize transfers in and transfers out at the fair value as of the end of the period.
	Baron Opportunity Fund
		Quoted Prices in Active
		Markets for Identical		Other Observable		Unobservable Inputs
Description		Assets (Level 1)		Inputs (Level 2)		(Level 3)		Total
Common Stocks†	$	321,590,666	$	1,661,050	$	-	$	323,251,716
Short Term Investments		-		3,994,609		-		3,994,609
Total Investments	$	321,590,666	$	5,655,659	$	-	$	327,246,325
$5,421,658 was transferred out of Level 2 into Level 1 at December 31, 2015 as a result of not adjusting closing prices for certain securities (as described in Note 2a) due to significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets. It is the Fund’s policy to recognize transfers in and transfers out at the fair value as of the end of the period.
	Baron Fifth Avenue Growth Fund
		Quoted Prices in Active
		Markets for Identical		Other Observable		Unobservable Inputs
Description		Assets (Level 1)		Inputs (Level 2)		(Level 3)		Total
Common Stocks†	$	163,795,991	$	1,144,276	$	-	$	164,940,267
Short Term Investments		-		12,450,772		-		12,450,772
Total Investments	$	163,795,991	$	13,595,048	$	-	$	177,391,039
$3,351,697 was transferred out of Level 2 into Level 1 at December 31, 2015 as a result of not adjusting closing prices for certain securities (as described in Note 2a) due to significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets. It is the Fund’s policy to recognize transfers in and transfers out at the fair value as of the end of the period.
	Baron Discovery Fund
		Quoted Prices in Active
		Markets for Identical		Other Observable		Unobservable Inputs
Description		Assets (Level 1)		Inputs (Level 2)		(Level 3)		Total
Common Stocks†	$	37,639,601	$	-	$	-	$	37,639,601
Warrants		-		99,000		-		99,000
Short Term Investments		-		1,880,177		-		1,880,177
Total Investments	$	37,639,601	$	1,979,177	$	-	$	39,618,778
$1,455,625 was transferred out of Level 2 into Level 1 at December 31, 2015 as a result of not adjusting closing prices for certain securities (as described in Note 2a) due to significant market movements between the time at which the Fund valued its securities and the earlier closing of foreign markets. It is the Fund’s policy to recognize transfers in and transfers out at the fair value as of the end of the period.

^†See Schedules of Investments for additional detailed categorizations.

The following is a reconciliation of investments in which unobservable inputs (Level 3) were used in determining fair value:

	Baron Asset Fund
Investments in Securities		Balance as of September 30, 2015		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Purchases		Sales		Transfers Into Level 3		Transfers Out of Level 3		Balance as of December 31, 2015		Change in Net Unrealized Appreciation (Depreciation) from Investments still held at December 31, 2015
Private Equity Investments
Financials	$	5,997,789	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	5,997,789	$	-
Total	$	5,997,789	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	5,997,789	$	-
	Baron Growth Fund
Investments in Securities		Balance as of September 30, 2015		Accrued Premiums/ Discounts		Net Realized Gain (Loss)		Net Change in Unrealized Appreciation (Depreciation)		Purchases		Sales		Transfers Into Level 3		Transfers Out of Level 3		Balance as of December 31, 2015		Change in Net Unrealized Appreciation (Depreciation) from Investments still held at December 31, 2015
Private Equity Investments
Financials	$	2,018,898	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	2,018,898	$	-
Total	$	2,018,898	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	2,018,898	$	-

Baron Funds December 31, 2015

  NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued)

5. COST OF INVESTMENTS FOR INCOME TAX PURPOSES

As of December 31, 2015, the components of net assets on a tax basis were substantially as follows:

								Baron			Baron			Baron Fifth Avenue			Baron
		Baron Asset			Baron Growth			Small Cap			Opportunity			Growth			Discovery
		Fund			Fund			Fund			Fund			Fund			Fund
Cost of investments	$	1,156,405,689		$	3,033,426,950		$	2,236,276,764		$	215,827,298		$	121,804,138		$	38,355,242
Gross tax unrealized appreciation	$	1,469,378,107		$	3,692,346,450		$	1,987,481,812		$	119,421,376		$	62,791,441		$	4,653,970
Gross tax unrealized depreciation		(48,642,040	)		(49,158,042	)		(156,664,867	)		(8,002,349	)		(7,204,540	)		(3,390,434	)
Net unrealized appreciation	$	1,420,736,067		$	3,643,188,408		$	1,830,816,945		$	111,419,027		$	55,586,901		$	1,263,536

6. TRANSACTIONS IN “AFFILIATED” COMPANIES¹

BARON GROWTH FUND

								Net Change in
		Value at						Unrealized						Shares Held
		September		Purchase		Sales		Appreciation		Realized			Dividend	at December		Value at
Name of Issuer		30, 2015		Cost		Proceeds		(Depreciation)		Gains/(Losses)			Income	31, 2015		December 31, 2015
“Affiliated” Company as of December 31, 2015:
Benefitfocus, Inc.	$	72,636,688	$	-	$	-	$	11,947,282	$	-		$	-	$    2,324,374	$	84,583,970
Choice Hotels International, Inc.		143,307,375		-		-		8,300,700		-			616,538	3,007,500		151,608,075
ConforMIS, Inc.		32,697,431		8,383,672		-		(2,475,922)		-			-	2,232,804		38,605,181
Iridium Communications, Inc.		46,084,638		-		-		16,935,167		-			-	7,493,437		63,019,805
Iridium Communications, Inc.,
Series B, 6.75%		10,021,645		-		-		2,673,918		-			173,281	41,074		12,695,563
Primerica, Inc.		121,689,000		-		-		5,832,000		-			432,000	2,700,000		127,521,000
Vail Resorts, Inc.		216,143,264		-		-		48,130,488		-			2,570,676	2,064,800		264,273,752
	$	642,580,041	$	8,383,672	$	-	$	91,343,633	$	-		$	3,792,495		$	742,307,346
No Longer an “Affiliated” Company as of December 31, 2015:
AO World plc (United Kingdom)	$	63,686,752	$	-	$	54,344,607	$	35,972,971	$	(45,315,116	)	$	-	-	$	-

BARON SMALL CAP FUND

								Net Change in
		Value at						Unrealized							Shares Held
		September		Purchase		Sales		Appreciation			Realized			Dividend	at December		Value at
Name of Issuer		30, 2015		Cost		Proceeds		(Depreciation)			Gains/(Losses)			Income	31, 2015		December 31, 2015
“Affiliated” Company as of December 31, 2015:
The Chefs’ Warehouse, Inc.	$	28,320,000	$	-	$	-	$	5,040,000		$	-		$	-	2,000,000	$	33,360,000
Del Frisco’s Restaurant Group, Inc.		27,780,000		-		3,562,269		5,583,615			(1,766,346	)		-	1,750,000		28,035,000
	$	56,100,000	$	-	$	3,562,269	$	10,623,615		$	(1,766,346	)	$	-	-	$	61,395,000
No Longer an “Affiliated” Company as of December 31, 2015:
Ferroglobe plc (formerly, Globe Specialty Metals, Inc.)	$	47,150,802	$	-	$	8,238,233	$	(1,995,964	)	$	(1,979,105	)	$	260,000	3,250,000	$	34,937,500

¹ An “Affiliated” Company (“affiliated person” as defined in the 1940 Act), is a company in which a Fund held 5% or more of the company’s outstanding voting securities at any time during the three months ended December 31, 2015.

Item 2.	Controls and Procedures.
(a)	The Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) are effective based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.
(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) that occurred during the Registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
Item 3.	Exhibits
1.	The certifications of the Registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)), are exhibits to this report.

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.

Baron Investment Funds Trust
By:		/s/    RONALD BARON
		Ronald Baron
		Chief Executive Officer
Date:	February 24, 2016

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:		/s/    RONALD BARON
		Ronald Baron
		Chief Executive Officer
By:		/s/ PEGGY WONG
		Peggy Wong
		Treasurer and Chief Financial Officer
Date:	February 24, 2016