The RBB Fund, Inc.

EXPIRATION

FISCAL YEAR ENDED
AUGUST 31, 2017

FISCAL YEAR ENDED
AUGUST 31, 2018

N-CSR 1 d15542dncsr.htm THE RBB FUND, INC. The RBB Fund, Inc.

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 811-05518

The RBB Fund, Inc.

(Exact name of registrant as specified in charter)

Bellevue Park Corporate Center

103 Bellevue Parkway

Wilmington, DE 19809

(Address of principal executive offices) (Zip code)

Salvatore Faia

BNY Mellon Investment Servicing (US) Inc.

103 Bellevue Parkway

Wilmington, DE 19809

(Name and address of agent for service)

Registrant’s telephone number, including area code: 302-791-1851

Date of fiscal year end: August 31

Date of reporting period: August 31, 2015

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.

LOGO

ABBEY CAPITAL FUTURES STRATEGY FUND

THE RBB FUND, INC.

ANNUAL REPORT

AUGUST 31, 2015

This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.

ABBEY CAPITAL FUTURES STRATEGY FUND

ANNUAL INVESTMENT ADVISER’S REPORT

(UNAUDITED)

Dear Shareholder,

The Abbey Capital Futures Strategy Fund (the “Fund”) Class I Shares returned +18.46% net of fees for the year ended August 31, 2015, outperforming the Barclay CTA Index and S&P 500 Total Return Index, which returned +4.01% and +0.48%, respectively. The fiscal year commenced with relatively strong trends in bond, currency and commodity markets, before corrections in these sectors and choppy trading conditions in global equity markets pared gains. The strength of earlier trends ultimately benefited the Fund’s core allocation to trend following systems, through its investment in the Abbey Capital Offshore Fund Limited (the “ACOF”), a wholly-owned subsidiary of the Fund. The Fund invests up to 25% of its assets in the ACOF.


	YEAR 2014, SINCE INCEPTION			2015 YTD			SEPT. 1, 2014 TO AUG. 31, 2015			ANNUALIZED SINCE INCEPTION ON JULY 1, 2014
Class I Shares		18.64	%		3.44	%		18.46	%		19.17	%*
Class A Shares		18.50	%		3.27	%		18.17	%		18.89	%**
Class A Shares (max Load)***		11.69	%		(2.68	%)		11.40	%		13.01	%**
BofA Merrill Lynch 3-Month T-Bill Index		0.01	%		0.02	%		0.03	%		0.03	%
S&P 500 Total Return Index		6.12	%		(2.88	%)		0.48	%		2.61	%
Barclay CTA Index		6.95	%		(1.26	)%		4.01	%		4.77	%

Performance quoted is past performance and does not guarantee future results. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. Visit www.abbeycapital.com for returns updated daily. Call (US Toll Free) 1-844-261-6484 or (international callers) + 1-508-871-3276 for returns current to the most recent month-end.

The performance quoted reflects fee waivers in effect and would have been less in their absence. The Fund’s gross annual operating expense ratio, as stated in the current prospectus, is 2.63% and 2.38%, and the Fund’s net operating expense ratio is 2.24% and 1.99% for Class A Shares and Class I Shares, respectively. Abbey Capital Limited has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit Total Annual Fund Operating Expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.24% and 1.99% of the Fund’s average daily net assets attributable to Class A Shares and Class I Shares, respectively. This contractual limitation is in effect until December 31, 2016 and may not be terminated without the approval of the Board of Directors.

* The inception date of the Class I Shares was July 1, 2014.

** The inception date of the Class A Shares was August 29, 2014. The performance of Class A Shares of the Fund for periods prior to August 29, 2014 represents the performance of Class I Shares adjusted to reflect the expenses of Class A Shares. The Fund charges a 5.75% maximum sales charge (load) on purchases (as a percentage of offering price) of Class A Shares.

*** The Fund charges a 5.75% maximum sales charge (load) on purchases (as a percentage of offering price) of Class A Shares. The returns shown reflect a deduction of the maximum front-end sales charge of 5.75%.

Market Commentary

Monetary policy continued to be a key driver of markets for the fiscal year ended August 31, 2015, with contrasting approaches between the US Federal Reserve (the “Fed”) and most other central banks particularly evident in the first half of the period. The Fed completed the tapering of its asset-purchase program in October 2015, a month after the European Central Bank (the “ECB”) reduced interest rates for the second time that year. This continued divergence in policy widened the yield spread between the two regions, accelerating the downtrend in EUR/USD that commenced in May 2014, and supporting a strong rally in eurozone bonds. These trends were provided with further momentum in January 2015 as the ECB confirmed its intention to expand its current stimulus programme to include purchases of sovereign debt.

ABBEY CAPITAL FUTURES STRATEGY FUND

ANNUAL INVESTMENT ADVISER’S REPORT (CONTINUED)

(UNAUDITED)

Concurrent with strong trends in currencies and bonds, several commodity markets extended 2014’s declines into Q1 2015. Concerns surrounding global growth initially impacted energy demand in the second half of 2014, helping to build crude oil stockpiles well above their long-run average. The combination of a weak economic outlook and a global supply glut weighed heavily on the market, with WTI crude falling to close to $45 by March of this year, ultimately contributing to global deflationary pressures experienced as the year progressed.

The latter part of the period was characterised by corrections or reversals in several markets, as investors digested changing expectations for the timing of a US interest rate hike, protracted talks between Greece and its creditors, and sharp spikes in financial market volatility. General improvements in US macroeconomic data increased speculation of a June 2015 interest rate increase by the Fed; expectations were revised, however, as policymakers cited concerns surrounding persistently low inflation, a strong USD, and political and financial instability abroad. These overseas developments were largely in reference to events in Greece and China. Failed talks between the former and its creditors were a constant source of volatility in the first half of 2015, with a breakdown in talks leading to a referendum in Greece on whether creditor reform measures should be accepted. The enforcement of capital controls until after the vote generated significant concerns that Greece may be forced to leave the euro; despite a victorious “No” campaign, Greece ultimately agreed to the reform measures, removing immediate fears of an escalation in events.

Evidence of a slowdown in the Chinese economy, and its associated impact on global growth, was an additional concern for US policymakers. The ongoing deterioration in China’s economic data appeared to be the rationale for the decision by the People’s Bank of China to devalue its currency by -3.0% over three consecutive days in August 2015. The move extended declines in commodities such as crude oil and copper over fears of a further drop in demand, and saw global share prices falling sharply amid rising risk aversion.

Performance Attribution

Returns for the ACOF over the period were driven by gains in major currency, energy and bond markets, with the ACOF’s Diversified Trend following (“Trend following”) trading advisors capturing strong trends in these sectors. The ACOF’s Value and Global Macro managers also contributed positively to performance, with both capturing solid trends in currency markets. Within this sector, the ACOF benefited from generally long USD exposure, particularly against the EUR but also against the JPY, CAD and AUD. The decision by the Swiss National Bank to remove its exchange-rate cap against the EUR created considerable volatility in currency markets, with losses from a long USD/CHF exposure partially offset by gains from short EUR/CHF positions. Gains in energy were derived from mostly short positions across the sector, notably in crude oil contracts. Elsewhere, bond markets provided further positive attribution, with the ACOF profiting from long exposure to Canadian and mixed exposure to German government debt. Smaller gains were made from short exposure in metal markets. Some losses were incurred in equity markets, with gains for Value and Global Macro managers more than offset by losses for Trend following managers from mostly long exposure in US and European indices. Short corn and wheat exposure drove losses within grains, while further losses were incurred in interest rate markets from short exposure to Eurodollar 3-month contracts.

Portfolio Allocations*


MANAGER	PROGRAM	TRADING STYLE	ALLOCATION DATE

Cantab Capital Partners, LLP	CCP Core Macro Fund	Diversified Trend following		July 02, 2014

Altis Partners (Jersey) Limited	Altis Emerald	Diversified Trend following		July 10, 2014

P/E Global, LLC	P/E Emerald	Global Macro		July 14, 2014

Harmonic Capital Partners LLP	Harmonic Emerald	Value		July 17, 2014

ABBEY CAPITAL FUTURES STRATEGY FUND

ANNUAL INVESTMENT ADVISER’S REPORT (CONCLUDED)

(UNAUDITED)

MANAGER

PROGRAM

TRADING STYLE

ALLOCATION
DATE

Revolution Capital Management, LLC

Revolution Emerald

Diversified Trend following

July 02, 2014

Eclipse Capital Management, Inc.

Eclipse Emerald

Diversified Trend following

July 14, 2014

Graham Capital Management L.P.

Tactical Trend

Diversified Trend following

July 02, 2014

Trigon Investment Advisors, LLC

Trigon Emerald

Global Macro

July 02, 2014

*Revolution Capital Management, LLC was terminated as a trading advisor to the ACOF as of September 04, 2014 and was reappointed as a trading advisor to the ACOF as of October 21, 2014.

AUD	Australian Dollar

EUR

Euro

USD

US Dollar

JPY	Japanese Yen

CAD	Canadian Dollar

CHF	Swiss Franc

ABBEY CAPITAL FUTURES STRATEGY FUND

PERFORMANCE DATA

(UNAUDITED)

Comparison of Change in Value of $10,000 Investment in Abbey Capital Futures Strategy Fund - Class A Shares vs. BofA Merrill Lynch 3-Month U.S. Treasury Bill Index, S&P 500 Total Return Index and Barclay CTA Index

LOGO

Class A Shares growth of an assumed $10,000 investment is adjusted for the maximum sales charge of 5.75%. This results in a net initial investment of $9,425.


TOTAL RETURNS FOR THE PERIOD ENDED AUGUST 31, 2015

	ONE YEAR†
Abbey Capital Futures Strategy Fund, Class A Shares (without sales charge)		18.17%
Abbey Capital Futures Strategy Fund, Class A Shares (with sales charge)		11.40%
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index		0.03%
S&P 500 Total Return Index		0.48%
Barclay CTA Index		4.01%

†	Inception date of Class A Shares of the Fund was August 29, 2014. The Fund charges a 5.75% maximum sales charge (load) on purchases (as a percentage of offering price) of Class A Shares.

The performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares. Current performance may be lower or higher. Performance data current to the most recent month-end may be obtained by calling 1-844-261-6484.

An investment in the Abbey Capital Futures Strategy Fund is speculative and involves substantial risk. The Fund is not suitable for all investors. It is possible that an investor may lose some or all of their investment. The Fund invests in long and short positions in futures, forwards, spot contracts, swaps, and options, each of which may be tied to commodities, financial indices and instruments, foreign currencies, or equity indices. The Fund also invests in investment grade fixed income securities of all durations and maturities. The Fund may be more volatile than investments in traditional securities. Losses on futures and other derivatives can be caused by unanticipated market movements and may be potentially unlimited. Commodities, currencies, foreign investments, and interest rate-linked instruments each entail special risks. The Fund is non-diversified; therefore gains or losses on a single holding may have a relatively great impact on the Fund. A more complete description of the Fund’s risks can be found in its prospectus, which should read carefully before investing.

The Fund charges a 5.75% maximum sales charge on purchases (as a percentage of offering price) of Class A Shares. The performance quoted reflects fee waivers in effect and would have been less in their absence. The Fund’s gross

ABBEY CAPITAL FUTURES STRATEGY FUND

PERFORMANCE DATA (CONTINUED)

(UNAUDITED)

annual operating expense ratio, as stated in the current prospectus, is 2.63%, and the Fund’s net operating expense ratio is 2.24% for Class A Shares. Abbey Capital Limited has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit Total Annual Fund Operating Expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 2.24% of the Fund’s average daily net assets attributable to Class A Shares. This contractual limitation is in effect until December 31, 2016 and may not be terminated without the approval of the Board of Directors.

The S&P 500^® Total Return Index is the total return version of the S&P 500^® Index. Dividends are reinvested on a daily basis and all regular cash dividends are assumed reinvested in the index on the ex-dividend date.

The Barclay CTA Index is a leading industry benchmark of representative performance of commodity trading advisors.

The BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is an unmanaged market index of U.S. Treasury securities maturing in 90 days that assumes reinvestment of all income.

Portfolio composition is subject to change.

ABBEY CAPITAL FUTURES STRATEGY FUND

PERFORMANCE DATA (CONTINUED)

(UNAUDITED)

Comparison of Change in Value of $1,000,000 Investment in Abbey Capital Futures Strategy Fund – Class I Shares

vs. BofA Merrill Lynch 3-Month U.S. Treasury Bill Index, S&P 500 Total Return Index and Barclay CTA Index

LOGO


AVERAGE ANNUAL TOTAL RETURNS FOR THE PERIODS ENDED AUGUST 31, 2015

	ONE YEAR		SINCE INCEPTION†
Abbey Capital Futures Strategy Fund, Class I Shares		18.46%		19.17%
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index		0.03%		0.03%*
S&P 500 Total Return Index		0.48%		2.61%*
Barclay CTA Index		4.01%		4.77%*

†	Inception date of Class I Shares of the Fund was July 1, 2014.

*	Benchmark performance is from the inception date of Class I Shares only and is not the inception date of the benchmark itself.

The performance quoted reflects fee waivers in effect and would have been less in their absence. The Fund’s gross annual operating expense ratio, as stated in the current prospectus, is 2.38%, and the Fund’s net operating expense ratio is 1.99% for Class I Shares. Abbey Capital Limited has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit Total Annual Fund Operating Expenses (excluding acquired fund fees and expenses,

ABBEY CAPITAL FUTURES STRATEGY FUND

PERFORMANCE DATA (CONCLUDED)

(UNAUDITED)

brokerage commissions, extraordinary items, interest or taxes) to 1.99% of the Fund’s average daily net assets attributable to Class I Shares. This contractual limitation is in effect until December 31, 2016 and may not be terminated without the approval of the Board of Directors.

The Barclay CTA Index is a leading industry benchmark of representative performance of commodity trading advisors.

The BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is an unmanaged market index of U.S. Treasury securities maturing in 90 days that assumes reinvestment of all income.

Portfolio composition is subject to change.

ABBEY CAPITAL FUTURES STRATEGY FUND

FUND EXPENSE EXAMPLES

(UNAUDITED)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, (if any) and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested at the beginning of the six month period from March 1, 2015 through August 31, 2015, and held for the entire period.

ACTUAL EXPENSES

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) on purchase payments (if any). Therefore, the second line of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.


	CLASS A SHARES
	BEGINNING ACCOUNT VALUE	ENDING ACCOUNT VALUE	EXPENSES PAID
	MARCH 1, 2015	AUGUST 31, 2015	DURING PERIOD
Actual*	$1,000.00	$ 968.50	$11.31
Hypothetical
(5% return before expenses)	1,000.00	1,013.71	11.57

	CLASS I SHARES
	BEGINNING ACCOUNT VALUE	ENDING ACCOUNT VALUE	EXPENSES PAID
	MARCH 1, 2015	AUGUST 31, 2015	DURING PERIOD
Actual**	$1,000.00	$ 969.40	$10.08
Hypothetical (5% return before expenses)	1,000.00	1,014.97	10.31

Expenses equal to an annualized expense ratio for the period March 1, 2015 to August 31, 2015 of 2.28% for the Class A Shares of the Fund, which includes waived fees or reimbursed expenses (including interest expense), multiplied by the average account value over the period, multiplied by the number of days in the most recent period (184) then divided by 365 days. The annualized amount of interest expense was 0.04% for the period March 1, 2015 to August 31, 2015. Without this expense, the annualized expense ratio would have been 2.24%. The Fund’s ending account value on the first line in the table is based on the actual six month return for the Class A Shares of the Fund of -3.15%.

**	Expenses equal to an annualized expense ratio for the period March 1, 2015 to August 31, 2015 of 2.03% for the Class I Shares of the Fund, which includes waived fees or reimbursed expenses (including interest expense), multiplied by the average account

ABBEY CAPITAL FUTURES STRATEGY FUND

FUND EXPENSE EXAMPLES (CONCLUDED)

(UNAUDITED)

value over the period, multiplied by the number of days in the most recent fiscal half-year (184) then divided by 365 days to reflect the one half-year period. The annualized amount of interest expense was 0.04% for the period March 1, 2015 to August 31, 2015. Without this expense, the annualized expense ratio would have been 1.99%. The Fund’s ending account value on the first line in the table is based on the actual six month return for the Class I Shares of the Fund of -3.06%.

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO HOLDINGS SUMMARY TABLE

AUGUST 31, 2015

(UNAUDITED)

The following table presents a consolidated summary of the portfolio holdings of the Fund at August 31, 2015.


	% OF NET
SECURITY TYPE	ASSETS		VALUE

SHORT-TERM INVESTMENTS:
U.S. Treasury Obligations		74.4%	$	172,131,007
PURCHASED OPTIONS		0.5		1,192,701
OTHER ASSETS IN EXCESS OF LIABILITIES (including futures and forward foreign currency contracts and written options)		25.1		58,130,911

NET ASSETS		100.0%	$	231,454,619

Portfolio holdings are subject to change at any time.

Refer to the Consolidated Portfolio of Investments for a detailed listing of the Fund’s holdings.

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS

AUGUST 31, 2015


			MATURITY		PAR
	COUPON*		DATE		(000’S)		VALUE
SHORT-TERM INVESTMENTS — 74.4%
U.S. TREASURY OBLIGATIONS—74.4%
U.S. Treasury Bills		0.108%		09/03/15	$	4,400	$	4,400,000
U.S. Treasury Bills		0.085%		09/10/15		5,300		5,299,995
U.S. Treasury Bills		0.093%		09/17/15		10,000		10,000,010
U.S. Treasury Bills		0.105%		09/24/15		5,300		5,300,011
U.S. Treasury Bills		0.078%		10/01/15		6,900		6,899,986
U.S. Treasury Bills		0.081%		10/08/15		19,545		19,545,274
U.S. Treasury Bills		0.065%		10/15/15		7,688		7,687,915
U.S. Treasury Bills		0.070%		11/05/15		6,700		6,700,134
U.S. Treasury Bills		0.058%		11/12/15		9,731		9,730,805
U.S. Treasury Bills		0.040%		11/19/15		11,240		11,239,865
U.S. Treasury Bills		0.045%		12/10/15		11,516		11,514,526
U.S. Treasury Bills		0.031%		12/17/15		12,866		12,863,697
U.S. Treasury Bills		0.100%		12/31/15		25,125		25,114,422
U.S. Treasury Bills		0.130%		01/14/16		6,800		6,796,444
U.S. Treasury Bills		0.100%		01/28/16		16,031		16,021,462
U.S. Treasury Bills		0.140%		02/11/16		13,027		13,016,461

								172,131,007

TOTAL SHORT-TERM INVESTMENTS (Cost $ 172,132,587)								172,131,007

TOTAL PURCHASED OPTIONS — 0.5%** (Cost $ 2,295,978)								1,192,701

TOTAL INVESTMENTS — 74.9% (Cost $ 174,428,565)								173,323,708


OTHER ASSETS IN EXCESS OF LIABILITIES — 25.1%								58,130,911

NET ASSETS — 100.0%							$	231,454,619

*	Short-term investments reflect the annualized effective yield on the date of purchase for discounted investments.

**	See page 19 for detail information regarding the Purchased Options.

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015

FUTURES CONTRACTS


					UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL		APPRECIATION
LONG CONTRACTS	DATE	CONTRACTS	COST		(DEPRECIATION)
10-Year Mini Japanese Government Bond Futures	09/09/15	241	$	29,361,843	$	40,813
3-Month Euro Euribor	09/14/15	5		1,400,087		3,086
3-Month Euro Euribor	12/14/15	1		280,270		365
3-Month Euro Euribor	03/14/16	263		73,787,886		15,317
3-Month Euro Euribor	06/13/16	2		561,003		182
3-Month Euro Euribor	09/19/16	2		560,989		84
3-Month Euro Euribor	12/19/16	116		32,516,678		15,780
3-Month Euro Euribor	03/13/17	2		560,428		252
3-Month Euro Euribor	06/19/17	13		3,642,653		126
3-Month Euro Euribor	09/18/17	2		559,880		267
3-Month Euro Euribor	12/18/17	1		279,975		(56	)
3-Month Euro Euribor	03/19/18	1		279,597		140
3-Month Euro Euribor	06/18/18	1		279,569		(42	)
90-DAY Bank Bill	12/10/15	1		708,312		(52	)
90-DAY Bank Bill	03/10/16	16		11,333,335		1,043
90-DAY Bank Bill	06/09/16	43		30,449,269		14,114
90-DAY Bank Bill	09/08/16	6		4,249,731		556
90-DAY Eurodollar Futures	09/14/15	24		5,974,200		3,600
90-DAY Eurodollar Futures	12/14/15	397		98,602,768		170,833
90-DAY Eurodollar Futures	03/14/16	232		57,616,862		23,538
90-DAY Eurodollar Futures	06/13/16	46		11,394,211		14,362
90-DAY Eurodollar Futures	09/19/16	48		11,872,150		9,050
90-DAY Eurodollar Futures	12/19/16	278		68,531,450		141,500
90-DAY Eurodollar Futures	03/13/17	66		16,258,512		17,088
90-DAY Eurodollar Futures	06/19/17	72		17,705,387		21,012
90-DAY Eurodollar Futures	09/18/17	35		8,608,361		(3,612	)
90-DAY Eurodollar Futures	12/18/17	5		1,225,575		1,988
90-DAY Eurodollar Futures	03/19/18	5		1,225,150		975
90-DAY Eurodollar Futures	06/18/18	5		1,223,837		912
90-DAY Eurodollar Futures	09/17/18	5		1,221,611		1,825
90-DAY Eurodollar Futures	12/17/18	3		731,800		1,475
90-DAY Eurodollar Futures	03/18/19	3		732,387		250
90-DAY Sterling Futures	09/16/15	10		1,900,626		5,985
90-DAY Sterling Futures	03/16/16	311		59,162,319		49,756
90-DAY Sterling Futures	06/15/16	32		6,081,915		3,894
90-DAY Sterling Futures	09/21/16	29		5,503,526		5,064
90-DAY Sterling Futures	12/21/16	183		34,671,234		40,722
90-DAY Sterling Futures	03/15/17	13		2,462,405		480
90-DAY Sterling Futures	06/21/17	14		2,648,808		38
90-DAY Sterling Futures	09/20/17	5		944,309		652
90-DAY Sterling Futures	12/20/17	2		377,045		556
90-DAY Sterling Futures	03/21/18	1		188,377		230
Amsterdam Index Futures	09/18/15	7		739,254		(40,550	)
AUD/JPY Futures	09/14/15	3		421,166		5,444
AUD/NZD Futures	09/14/15	3		427,461		(177	)
Australian 3-Year Bond Futures	09/15/15	33		2,633,510		3,926
Bank Acceptance Futures	12/14/15	14		2,641,475		2,280
Bank Acceptance Futures	03/14/16	38		7,171,557		5,074
Bank Acceptance Futures	06/13/16	27		5,093,703		4,456
CAD/JPY Futures	09/14/15	1		148,060		3,530
Canadian 10-Year Bond Futures	12/18/15	644		70,402,759		(1,176,186	)
Canola Futures (Winnipeg Commodity Exchange)	11/13/15	2		16,367		(1,931	)
Canola Futures (Winnipeg Commodity Exchange)	01/14/16	38		291,330		(14,158	)
CHF Currency Futures	09/14/15	4		543,150		(25,300	)
Cocoa Futures	03/15/16	4		132,240		(8,600	)
Cocoa Futures (Intercontinental Exchange)	12/14/15	25		801,620		4,373
Cocoa Futures (Intercontinental Exchange)	03/14/16	12		402,053		(18,307	)

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


					UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL		APPRECIATION
LONG CONTRACTS	DATE	CONTRACTS	COST		(DEPRECIATION)
Cocoa Futures (Intercontinental Exchange)	05/13/16	2	$	63,543	$	292
EUR/AUD Futures	09/14/15	1		140,008		454
EUR/CAD Futures	09/14/15	4		567,184		(4,247	)
EUR/CHF 3-Month Futures (Intercontinental Exchange)	03/14/16	1		261,108		(491	)
EUR/CHF 3-Month Futures (Intercontinental Exchange)	06/13/16	2		521,595		(362	)
EUR/CHF Futures	09/14/15	15		2,067,618		37,333
EUR/JPY Futures	09/14/15	6		856,704		(14,744	)
Euro BUXL 30-Year Bond Futures	09/08/15	1		178,264		(8,169	)
Euro STOXX 50	09/18/15	28		1,193,615		(166,493	)
Euro/JPY Futures	09/14/15	19		2,708,201		(41,995	)
Euro-Bobl Futures	09/08/15	291		42,572,687		(112,125	)
Euro-Bund Futures	09/08/15	20		3,487,785		(52,000	)
Euro-Schatz Futures	09/08/15	40		4,997,161		(3,389	)
FTSE 250 Index Futures	09/18/15	12		610,324		16,008
FTSE/MIB Index Futures	09/18/15	2		264,490		(18,280	)
GBP Currency Futures	09/14/15	6		593,181		(17,631	)
GBP/AUD Futures	09/14/15	5		969,611		(10,577	)
GBP/CAD Futures	09/14/15	10		1,895,043		26,751
GBP/CHF Futures	09/14/15	9		1,731,715		(7,060	)
GBP/JPY Futures	09/14/15	10		1,965,078		(48,759	)
GBP/NZD Futures	09/14/15	6		1,084,934		66,724
H-Shares Index Futures	09/29/15	11		668,692		18,413
IBEX 35 Index Futures	09/18/15	8		958,391		(38,357	)
JPY Currency Futures	09/14/15	19		2,079,807		(118,532	)
Lean Hogs Futures	10/14/15	6		165,130		(1,870	)
Nasdaq 100 E-Mini	09/18/15	13		1,276,900		(166,245	)
Nikkei 225 (Chicago Mercantile Exchange)	09/10/15	4		390,250		(14,050	)
Nikkei 225 (Osaka Securities Exchange)	09/10/15	14		2,501,588		(325,978	)
Nikkei 225 Mini	09/10/15	36		601,419		(41,976	)
NZD/JPY Futures	09/14/15	2		255,537		(2,425	)
Rapeseed Euro	10/30/15	15		325,296		(16,425	)
Rapeseed Euro	01/29/16	14		305,111		(16,243	)
S&P Mid 400 E-Mini	09/18/15	2		281,740		1,160
S&P/TSX 60 IX Futures	09/17/15	38		4,868,091		(165,172	)
Soybean Meal Futures	10/14/15	5		170,460		(13,660	)
Soybean Meal Futures	12/14/15	19		643,380		(51,910	)
SPI 200 Futures	09/17/15	13		1,212,434		(17,382	)
Topix Index Futures	09/10/15	33		4,437,242		(263,076	)
U.S. Long Bond (Chicago Board of Trade)	12/21/15	36		5,625,836		(59,336	)
U.S. Treasury 10-Year Notes (Chicago Board of Trade)	12/21/15	275		35,092,125		(149,938	)
U.S. Treasury 2-Year Notes (Chicago Board of Trade)	12/31/15	41		8,968,750		(11,531	)
U.S. Treasury 5-Year Notes (Chicago Board of Trade)	12/31/15	362		43,465,305		(228,930	)
USD/NOK Futures	09/14/15	10		945,596		57,269

			$	883,510,964	$	(2,636,932	)


						UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL			APPRECIATION
SHORT CONTRACTS	DATE	CONTRACTS	COST			(DEPRECIATION)
AUD/CAD Futures	09/14/15	2	$	(287,352	)	$	2,128
AUD/USD Currency Futures	09/14/15	83		(6,069,550	)		161,610
Australian 10-Year Bond Futures	09/15/15	55		(5,033,363	)		(8,038	)
Brent Crude Futures	09/15/15	48		(2,287,400	)		(311,800	)
Brent Crude Futures	10/15/15	5		(259,980	)		(14,970	)
Brent Crude Futures	11/13/15	3		(155,350	)		(12,050	)
Brent Crude Futures	12/16/15	5		(257,250	)		(25,550	)

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


						UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL			APPRECIATION
SHORT CONTRACTS	DATE	CONTRACTS	COST			(DEPRECIATION)
Brent Crude Futures	01/14/16	4	$	(231,210	)	$	2,210
Brent Crude Futures	01/29/16	5		(268,980	)		(20,270	)
Brent Crude Futures	02/29/16	2		(102,120	)		(14,800	)
CAC40 10 Euro Futures	09/18/15	11		(456,175	)		(118,050	)
CAD Currency Futures	09/15/15	109		(8,433,280	)		162,360
Cattle Feeder Futures	10/29/15	4		(411,212	)		15,462
Cattle Feeder Futures	11/19/15	2		(199,000	)		3,850
CHF/JPY Futures	09/14/15	5		(1,302,986	)		9,836
Cocoa Futures	12/15/15	2		(61,220	)		(760	)
Coff Robusta Futures	11/30/15	29		(484,190	)		17,000
Coff Robusta Futures	01/29/16	33		(560,860	)		23,620
Coff Robusta Futures	03/31/16	7		(117,060	)		1,840
Coffee ’C’ Futures	12/18/15	51		(2,437,388	)		60,150
Coffee ’C’ Futures	03/18/16	8		(399,769	)		16,519
Coffee ’C’ Futures	05/18/16	4		(199,519	)		4,594
Copper Futures	12/29/15	32		(1,865,538	)		(4,462	)
Copper Futures	03/29/16	6		(370,450	)		19,225
Corn Futures	12/14/15	73		(1,396,312	)		26,650
Corn Futures	03/14/16	19		(371,100	)		4,163
Corn Futures	05/13/16	14		(277,425	)		2,500
Corn Futures	07/14/16	11		(220,275	)		1,788
Cotton No.2 Futures	12/08/15	1		(29,850	)		(1,650	)
Cotton No.2 Futures	03/08/16	3		(95,565	)		1,695
DAX Index Futures	09/18/15	8		(2,244,235	)		(55,490	)
DJIA Mini e-CBOT	09/18/15	38		(3,263,795	)		127,275
Dollar Index	09/14/15	5		(483,675	)		4,405
E-Mini Crude Oil	09/21/15	5		(134,000	)		11,000
E-Mini Crude Oil	10/19/15	6		(157,538	)		7,748
E-Mini Crude Oil	11/19/15	6		(134,625	)		(17,685	)
E-Mini Natural Gas	09/25/15	8		(56,700	)		2,920
E-Mini Natural Gas	10/27/15	28		(195,612	)		2,342
E-Mini Natural Gas	11/24/15	30		(225,562	)		7,688
EUR/GBP Futures	09/14/15	3		(421,334	)		(58	)
Euro E-Mini Futures	09/14/15	1		(72,231	)		1,988
Euro Foreign Exchange Currency Futures	09/14/15	232		(32,527,715	)		(65,385	)
Fed Fund 30-Day Futures	10/30/15	341		(141,808,198	)		26,106
FTSE 100 Index Futures	09/18/15	111		(10,649,291	)		59,937
FTSE/JSE Top 40	09/17/15	15		(497,948	)		(2,103	)
Gas Oil Futures (Intercontinental Exchange)	09/10/15	1		(48,500	)		(75	)
Gas Oil Futures (Intercontinental Exchange)	12/10/15	9		(437,400	)		(8,325	)
Gasoline RBOB Futures	09/30/15	29		(1,785,197	)		(40,706	)
Gasoline RBOB Futures	10/30/15	4		(267,397	)		19,832
Gasoline RBOB Futures	11/30/15	3		(188,420	)		4,952
Gasoline RBOB Futures	12/31/15	4		(234,591	)		(10,319	)
Gold 100 Oz Futures	10/28/15	4		(441,710	)		(11,090	)
Gold 100 Oz Futures	12/29/15	36		(4,017,910	)		(59,090	)
Gold 100 Oz Futures	02/25/16	7		(788,820	)		(4,560	)
Hang Seng Index Futures	09/29/15	10		(1,419,333	)		34,568
JPN 10-Year Bond (Osaka Securities Exchange)	09/10/15	1		(1,296,408	)		75,968
JPY E-Mini Futures	09/14/15	28		(1,413,662	)		(31,488	)
KC HRW Wheat Futures	12/14/15	49		(1,308,600	)		113,612
KC HRW Wheat Futures	03/14/16	20		(530,175	)		28,425
Lean Hogs Futures	12/14/15	17		(416,190	)		(16,460	)
Lean Hogs Futures	02/12/16	23		(612,560	)		(8,440	)
Live Cattle Futures	10/30/15	11		(629,060	)		(1,020	)
Live Cattle Futures	12/31/15	11		(649,400	)		9,530
Live Cattle Futures	02/29/16	15		(889,370	)		18,470
London Mercantile Exchange Aluminum Forward	09/16/15	14		(710,844	)		152,418
London Mercantile Exchange Aluminum Forward	10/21/15	23		(972,516	)		44,035

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


						UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL			APPRECIATION
SHORT CONTRACTS	DATE	CONTRACTS	COST			(DEPRECIATION)
London Mercantile Exchange Aluminum Forward	11/18/15	25	$	(1,028,794	)	$	27,700
London Mercantile Exchange Aluminum Forward	12/16/15	95		(3,849,904	)		21,404
London Mercantile Exchange Copper Forward	09/16/15	4		(1,095,902	)		581,202
London Mercantile Exchange Copper Forward	10/21/15	10		(1,345,255	)		59,505
London Mercantile Exchange Copper Forward	11/18/15	4		(515,759	)		1,959
London Mercantile Exchange Copper Forward	12/16/15	28		(3,555,864	)		(37,586	)
London Mercantile Exchange Lead Forward	09/16/15	7		(305,035	)		2,372
London Mercantile Exchange Lead Forward	10/21/15	13		(548,580	)		(14,157	)
London Mercantile Exchange Lead Forward	11/18/15	11		(464,124	)		(12,176	)
London Mercantile Exchange Lead Forward	12/16/15	10		(415,665	)		(17,960	)
London Mercantile Exchange Nickel Forward	09/16/15	5		(424,270	)		123,130
London Mercantile Exchange Nickel Forward	10/21/15	9		(649,595	)		106,895
London Mercantile Exchange Nickel Forward	11/18/15	6		(398,313	)		36,189
London Mercantile Exchange Nickel Forward	12/16/15	3		(171,738	)		(9,396	)
London Mercantile Exchange Tin Forward Spot	09/16/15	1		(52,515	)		(19,485	)
London Mercantile Exchange Tin Forward Spot	10/21/15	6		(390,935	)		(38,365	)
London Mercantile Exchange Tin Forward Spot	11/18/15	5		(355,125	)		(250	)
London Mercantile Exchange Tin Forward Spot	12/16/15	4		(278,075	)		(5,225	)
London Mercantile Exchange Zinc Forward ($)	09/16/15	8		(468,390	)		106,440
London Mercantile Exchange Zinc Forward ($)	10/21/15	13		(630,756	)		42,506
London Mercantile Exchange Zinc Forward ($)	11/18/15	10		(475,144	)		22,519
London Mercantile Exchange Zinc Forward ($)	12/16/15	25		(1,098,162	)		(32,775	)
Long Gilt Futures	12/29/15	146		(26,427,065	)		172,247
Low Su Gasoil G Futures	10/12/15	24		(1,143,750	)		(34,650	)
Low Su Gasoil G Futures	11/12/15	7		(347,150	)		2,050
Low Su Gasoil G Futures	01/12/16	7		(325,700	)		(23,950	)
Mill Wheat Euro	12/10/15	33		(326,797	)		6,480
Mill Wheat Euro	03/10/16	5		(50,412	)		547
Mill Wheat Euro	05/10/16	4		(40,397	)		(56	)
Mini HSI Index Futures	09/29/15	11		(302,482	)		(2,166	)
MSCI Singapore Exchange ETS	09/29/15	17		(763,120	)		(15,166	)
MSCI Taiwan Index	09/29/15	22		(633,950	)		(28,250	)
MXN Futures	09/14/15	52		(1,629,395	)		75,375
Natural Gas Futures	09/28/15	82		(2,249,930	)		44,950
Natural Gas Futures	10/28/15	23		(654,550	)		19,520
Natural Gas Futures	11/25/15	18		(539,290	)		16,390
Natural Gas Futures	12/29/15	19		(585,380	)		12,340
Natural Gas Futures	01/27/16	15		(464,850	)		12,900
Natural Gas Futures	02/25/16	18		(550,770	)		14,730
Natural Gas Futures	03/29/16	21		(616,040	)		20,060
Natural Gas Futures	04/27/16	18		(527,500	)		17,380
Natural Gas Futures	05/26/16	12		(352,770	)		9,330
New York Harbor Ultra-Low Sulfur Diesel Futures	09/30/15	30		(1,956,007	)		(187,505	)
New York Harbor Ultra-Low Sulfur Diesel Futures	10/30/15	4		(287,582	)		(1,109	)
New York Harbor Ultra-Low Sulfur Diesel Futures	11/30/15	4		(286,541	)		(5,006	)
New York Harbor Ultra-Low Sulfur Diesel Futures	12/31/15	5		(331,934	)		(36,070	)
Nikkei 225 (Singapore Exchange)	09/10/15	28		(2,180,662	)		2,743
NZD Futures	09/14/15	27		(1,834,455	)		124,005
Palladium Futures	12/29/15	5		(279,425	)		(21,700	)
Platinum Futures	10/28/15	9		(478,760	)		24,035
Red Wheat Futures (Minneapolis Grain Exchange)	12/14/15	22		(595,962	)		30,012
Red Wheat Futures (Minneapolis Grain Exchange)	03/14/16	14		(380,650	)		9,475
Russell 2000 Mini	09/18/15	4		(484,280	)		21,280
S&P500 E-Mini Futures	09/18/15	23		(2,246,362	)		(18,218	)
SGX CNX Nifty	09/24/15	29		(461,085	)		(2,915	)
Silver Futures	12/29/15	37		(2,774,420	)		76,010
Silver Futures	03/29/16	1		(73,375	)		210
Soybean Futures	11/13/15	41		(1,850,562	)		31,188
Soybean Futures	01/14/16	14		(646,212	)		21,638

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


						UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL			APPRECIATION
SHORT CONTRACTS	DATE	CONTRACTS	COST			(DEPRECIATION)
Soybean Futures	03/14/16	14	$	(642,775	)	$	17,150
Soybean Futures	05/13/16	12		(541,188	)		3,288
Soybean Oil Futures	10/14/15	23		(431,628	)		44,814
Soybean Oil Futures	12/14/15	41		(779,316	)		84,366
Soybean Oil Futures	01/14/16	22		(383,772	)		7,440
Sugar No. 11 (World)	09/30/15	385		(4,783,643	)		174,115
Sugar No. 11 (World)	02/29/16	74		(1,066,117	)		90,619
Sugar No. 11 (World)	04/29/16	53		(789,757	)		80,405
Wheat Futures (Chicago Board of Trade)	12/14/15	59		(1,478,012	)		47,262
Wheat Futures (Chicago Board of Trade)	03/14/16	15		(383,750	)		16,062
Wheat Futures (Chicago Board of Trade)	05/13/16	9		(229,250	)		6,838
White Sugar Futures (Intercontinental Exchange)	09/15/15	10		(173,710	)		3,010
White Sugar Futures (Intercontinental Exchange)	11/13/15	36		(618,250	)		4,810
White Sugar Futures (Intercontinental Exchange)	02/12/16	32		(548,575	)		4,895
WTI Crude Futures	09/22/15	75		(3,210,380	)		(479,620	)
WTI Crude Futures	10/20/15	3		(160,240	)		10,450
WTI Crude Futures	11/20/15	4		(209,150	)		6,070
WTI Crude Futures	12/21/15	5		(267,870	)		9,720
WTI Crude Futures	01/20/16	5		(261,620	)		(280	)
WTI Crude Futures	02/22/16	4		(209,660	)		(2,260	)
WTI Crude Futures	03/21/16	5		(262,980	)		(4,370	)
WTI Crude Futures	04/20/16	5		(247,220	)		(22,030	)

			$	(338,448,586	)	$	1,861,059

Total Futures Contracts			$	545,062,378		$	(775,873	)

Forward foreign currency contracts outstanding as of August 31, 2015 were as follows:


							UNREALIZED
							APPRECIATION
CURRENCY PURCHASED		CURRENCY SOLD			EXPIRATION	COUNTERPARTY	(DEPRECIATION)

AUD	34,680		USD	24,845	09/01/15	BOA	$	(165)
AUD	3,863,427		USD	2,874,128	09/16/15	BOA		(126,689)
AUD	3,219,000		USD	2,396,000	09/18/15	BOA		(107,073)
AUD	1,900,000		USD	1,356,306	09/28/15	BOA		(5,966)
BRL	2,741,550		USD	813,963	09/16/15	BOA		(61,757)
CAD	2,793,392		USD	2,193,105	09/16/15	BOA		(69,904)
CAD	5,299,000		USD	4,234,981	09/18/15	BOA		(207,340)
CAD	1,634,000		USD	1,242,061	09/25/15	BOA		(122)
CAD	11,404,622		USD	8,600,000	09/28/15	BOA		68,133
CHF	4,720,000		USD	5,039,515	09/18/15	BOA		(154,192)
CHF	440,000		USD	461,407	09/25/15	BOA		(5,895)
CLP	27,740,763		USD	41,557	09/16/15	BOA		(1,572)
CZK	16,303,839		USD	675,813	09/16/15	BOA		1,168
EUR	3,127,498		USD	3,490,966	09/16/15	BOA		19,259
EUR	3,543,000		USD	3,912,458	09/18/15	BOA		64,232
EUR	1,076,000		USD	1,230,297	09/25/15	BOA		(22,463)
EUR	6,100,000		USD	7,016,507	09/28/15	BOA		(168,822)
GBP	2,806,424		EUR	3,844,000	09/18/15	BOA		(8,443)
GBP	240,271		USD	369,998	09/01/15	BOA		(1,303)
GBP	92,392		USD	141,961	09/02/15	BOA		(186)
GBP	2,231,001		USD	3,495,694	09/16/15	BOA		(72,478)
GBP	6,055,000		USD	9,473,123	09/18/15	BOA		(182,513)
GBP	1,203,000		USD	1,888,450	09/25/15	BOA		(42,669)

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


							UNREALIZED
							APPRECIATION
CURRENCY PURCHASED		CURRENCY SOLD			EXPIRATION	COUNTERPARTY	(DEPRECIATION)

GBP	450,000		USD	692,650	09/28/15	BOA	$	(2,219)
HUF	151,283,239		USD	539,637	09/16/15	BOA		1,913
INR	99,676,418		USD	1,528,061	09/16/15	BOA		(32,815)
JPY	42,685,152		EUR	312,000	09/25/15	BOA		1,997
JPY	17,752,713		USD	146,714	09/01/15	BOA		(281)
JPY	809,255,656		USD	6,661,700	09/16/15	BOA		14,988
JPY	169,276,000		USD	1,382,610	09/18/15	BOA		14,033
JPY	214,642,000		USD	1,793,065	09/25/15	BOA		(21,910)
JPY	1,698,626,138		USD	14,150,000	09/28/15	BOA		(132,786)
KRW	938,317,983		USD	818,312	09/16/15	BOA		(25,336)
MXN	15,564,935		USD	967,330	09/17/15	BOA		(36,758)
MXN	5,140,000		USD	317,077	09/18/15	BOA		(9,797)
MYR	1,238,168		USD	304,519	09/17/15	BOA		(10,059)
NOK	123,062		USD	14,917	09/01/15	BOA		(40)
NOK	28,247,493		USD	3,500,064	09/16/15	BOA		(86,320)
NOK	6,191,865		USD	750,000	09/28/15	BOA		(1,887)
NZD	165,007		USD	106,718	09/01/15	BOA		(2,137)
NZD	9,780,221		USD	6,655,334	09/16/15	BOA		(463,561)
NZD	451,000		USD	303,358	09/18/15	BOA		(17,879)
NZD	22,000		USD	14,180	09/25/15	BOA		(262)
NZD	8,700,000		USD	5,674,784	09/28/15	BOA		(172,189)
PLN	3,755,498		USD	1,004,431	09/16/15	BOA		(10,281)
SEK	225,537		USD	26,725	09/01/15	BOA		(85)
SEK	21,252,410		USD	2,535,189	09/16/15	BOA		(24,077)
SEK	42,716,078		USD	5,150,000	09/28/15	BOA		(101,456)
SGD	538,194		USD	395,655	09/16/15	BOA		(14,511)
TRY	3,542,178		USD	1,260,175	09/16/15	BOA		(48,180)
TWD	2,951,956		USD	92,755	09/16/15	BOA		(2,016)
USD	24,829		AUD	34,680	09/01/15	BOA		149
USD	3,167,330		AUD	4,299,215	09/16/15	BOA		109,985
USD	7,968,640		AUD	10,712,000	09/18/15	BOA		351,682
USD	468,154		AUD	654,000	09/25/15	BOA		3,282
USD	8,070,451		AUD	11,200,000	09/28/15	BOA		110,552
USD	1,796,371		BRL	6,037,771	09/16/15	BOA		139,771
USD	5,848,538		CAD	7,458,818	09/16/15	BOA		179,241
USD	8,892,934		CAD	11,305,000	09/18/15	BOA		300,280
USD	1,247,120		CAD	1,661,000	09/25/15	BOA		(15,341)
USD	10,850,000		CAD	14,323,682	09/28/15	BOA		(36,777)
USD	7,274,859		CHF	6,987,000	09/18/15	BOA		43,131
USD	456,438		CHF	440,000	09/25/15	BOA		925
USD	134,333		CLP	87,882,552	09/16/15	BOA		7,658
USD	610,846		CZK	14,968,675	09/16/15	BOA		(10,695)
USD	3,192,692		EUR	2,867,657	09/16/15	BOA		(25,894)
USD	2,185,997		EUR	1,969,000	09/18/15	BOA		(24,023)
USD	780,332		EUR	691,000	09/25/15	BOA		4,669
USD	2,190,649		EUR	1,950,000	09/28/15	BOA		1,635
USD	371,907		GBP	240,271	09/01/15	BOA		3,213
USD	142,271		GBP	92,392	09/02/15	BOA		496
USD	3,334,190		GBP	2,158,624	09/16/15	BOA		22,029

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


							UNREALIZED
							APPRECIATION
CURRENCY PURCHASED		CURRENCY SOLD			EXPIRATION	COUNTERPARTY	(DEPRECIATION)

USD	4,506,252		GBP	2,916,000	09/18/15	BOA	$	32,029
USD	3,287,664		GBP	2,113,000	09/25/15	BOA		45,657
USD	6,793,127		GBP	4,300,000	09/28/15	BOA		195,674
USD	715,585		HUF	201,450,408	09/16/15	BOA		(5,549	)
USD	3,115,046		INR	202,381,391	09/16/15	BOA		79,123
USD	146,712		JPY	17,752,713	09/01/15	BOA		280
USD	6,772,615		JPY	839,641,508	09/16/15	BOA		(154,769	)
USD	6,234,687		JPY	765,607,000	09/18/15	BOA		(82,096	)
USD	1,277,007		JPY	155,043,000	09/25/15	BOA		(2,356	)
USD	2,900,000		JPY	349,566,379	09/28/15	BOA		15,347
USD	1,800,250		KRW	2,057,690,102	09/16/15	BOA		61,288
USD	3,229,880		KRW	3,861,382,348	09/30/15	BOA		(31,910	)
USD	1,960,377		MXN	31,372,433	09/17/15	BOA		84,731
USD	2,657,940		MXN	41,890,000	09/18/15	BOA		153,671
USD	510,805		MYR	2,008,801	09/17/15	BOA		33,073
USD	14,872		NOK	123,062	09/01/15	BOA		(4	)
USD	3,353,740		NOK	27,070,305	09/16/15	BOA		82,261
USD	8,950,000		NOK	73,279,541	09/28/15	BOA		96,223
USD	106,696		NZD	165,007	09/01/15	BOA		2,115
USD	4,816,363		NZD	7,265,383	09/16/15	BOA		216,713
USD	2,802,821		NZD	4,094,000	09/18/15	BOA		211,361
USD	201,113		NZD	310,000	09/25/15	BOA		4,996
USD	2,440,248		NZD	3,800,000	09/28/15	BOA		36,816
USD	1,365,632		PLN	5,162,402	09/16/15	BOA		(952	)
USD	26,712		SEK	225,537	09/01/15	BOA		71
USD	4,299,325		SEK	36,273,605	09/16/15	BOA		13,359
USD	1,100,000		SEK	9,303,963	09/28/15	BOA		380
USD	902,196		SGD	1,235,894	09/16/15	BOA		26,946
USD	6,398,000		SGD	9,013,305	09/18/15	BOA		15,500
USD	2,865,169		TRY	8,072,183	09/16/15	BOA		103,184
USD	211,760		TWD	6,744,251	09/16/15	BOA		4,451
USD	3,477,025		ZAR	43,950,881	09/16/15	BOA		170,573
USD	284,312		ZAR	3,742,000	09/25/15	BOA		3,240
ZAR	26,016,437		USD	2,065,213	09/16/15	BOA		(107,980	)

Total Forward Foreign Currency Contracts							$	198,743

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


	NUMBER OF CONTRACTS		VALUE
PURCHASED OPTIONS — 0.5%
CALL OPTIONS PURCHASED—0.1%
USD CNH Currency Futures Expires 08/22/16 Strike Price 6.77		17,062,000	$	307,687
USD JPY Currency Futures Expires 09/04/15 Strike Price 125		7,394,000		1,224

TOTAL CALL OPTIONS PURCHASED (Cost $ 415,436)				308,911

PUT OPTIONS PURCHASED—0.4%
AUD USD Currency Futures Expires 09/04/15 Strike Price 0.71		31,578,000		127,787
AUD USD Currency Futures Expires 09/04/15 Strike price 0.70		26,929,000		32,623
AUD USD Currency Futures Expires 09/04/15 Strike Price 0.65		17,853,000		413
AUD USD Currency Futures Expires 10/09/15 Strike Price 0.70		17,428,000		192,998
AUD USD Currency Futures Expires 09/04/15 Strike Price 71		17		7,650
CAD Foreign Exchange Currency Futures Expires 09/04/15 Strike Price 75.50		102		32,640
Crude Oil Futures Expires 09/17/15 Strike Price 41.50		85		21,250


	NUMBER OF CONTRACTS		VALUE
PUT OPTIONS PURCHASED—(CONTINUED)
EUR Foreign Exchange Currency Futures Expires 09/04/15 Strike Price 1.05		201	$	1,256
EUR Foreign Exchange Currency Futures Expires 09/04/15 Strike Price 1.10		94		16,450
Gold 100-oz Futures Expires 09/24/15 Strike Price 100		68		55,760
IMM Eurodollar Futures Expires 12/14/15 Strike Price 99.50		1,020		146,625
IMM Eurodollar Futures Expires 12/14/15 Strike Price 99.25		853		10,663
IMM Eurodollar Futures Expires 09/14/15 Strike Price 99.50		841		5,256
IMM Eurodollar Futures Expires 12/19/16 Strike Price 98.50		532		229,425
IMM Eurodollar Futures Expires 09/14/15 Strike Price 99		479		2,994

TOTAL PUT OPTIONS PURCHASED (Cost $ 1,880,542)				883,790

TOTAL PURCHASED OPTIONS — 0.5% (Cost $ 2,295,978)				1,192,701

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


	NUMBER OF CONTRACTS		VALUE
WRITTEN OPTIONS — (0.4)%
CALL OPTIONS WRITTEN—(0.2)%
IMM Eurodollar Futures Expires 12/14/15 Strike Price 99.25		336	$	(231,000	)
USD CNH Currency Futures Expires 08/22/16 Strike Price 7.09		17,062,000		(199,958	)

TOTAL CALL OPTIONS WRITTEN (Premiums Received $ 366,927)				(430,958	)

PUT OPTIONS WRITTEN—(0.2)%
AUD USD Currency Futures Expires 09/04/15 Strike Price 0.70		26,929,000		(32,623	)
AUD USD Currency Futures Expires 09/04/15 Strike Price 0.65		17,853,000		(413	)
AUD USD Currency Futures Expires 10/09/15 Strike Price 0.68		17,428,000		(75,951	)
AUD USD Currency Futures Expires 09/04/15 Strike Price 0.71		15,879,000		(64,258	)
Crude Oil Futures Expires 09/17/15 Strike Price 37.50		85		(5,100	)


	NUMBER OF CONTRACTS		VALUE
PUT OPTIONS WRITTEN—(CONTINUED)
EUR Foreign Exchange Currency Futures Expires 09/04/15 Strike Price 1.07		87	$	(1,631	)
EUR Foreign Exchange Currency Futures Expires 09/04/15 Strike Price 1		81		(507	)
IMM Eurodollar Futures Expires 12/14/15 Strike Price 99.38		1,020		(51,000	)
IMM Eurodollar Futures Expires 09/14/15 Strike Price 98.75		452		(2,825	)
IMM Eurodollar Futures Expires 12/19/16 Strike Price 99		266		(262,675	)

TOTAL PUT OPTIONS WRITTEN (Premiums Received $ 764,156)				(496,983	)

TOTAL WRITTEN OPTIONS — (0.4)% (Premiums Received $ 1,131,083)				(927,941	)

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONCLUDED)

AUGUST 31, 2015


AUD		Australian Dollar
BOA		Bank of America
BRL		Brazilian Real
CAD		Canadian Dollar
CHF		Swiss Franc
CLP		Chilean Peso
CNH		Chinese Renminbi
CZK		Czech Koruna
DAX		Deutscher Aktienindex
EUR		Euro
FTSE		Financial Times Stock Exchange
GBP		British Pound
HUF		Hungarian Forint
IBEX		Index of the Bolsa de Madrid
IMM		International Monetary Market
INR		Indian Rupee


JPY		Japanese Yen
KRW		Korean Won
MXN		Mexican Peso
MYR		Malaysian Ringgit
NOK		Norwegian Krone
NZD		New Zealand Dollar
PLN		Polish Zloty
RBOB		Reformulated Blendstock for Oxygenate Blending
SEK		Swedish Krona
SGD		Singapore Dollar
TRY		Turkish Lira
TSX		Toronto Stock Exchange
TWD		Taiwan Dollar
USD		United States Dollar
ZAR		South African Rand

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES

AUGUST 31, 2015


ASSETS
Investments, at value (cost $174,428,565)	$	173,323,708
Cash		34,148,418
Deposits with broker for forward foreign currency contracts and futures contracts		22,194,715
Foreign currency, at value (cost $1,448,115)		1,446,291
Receivables for:
Capital shares sold		3,094,136
Investments sold		129,469
Prepaid expenses and other assets		44,064
Unrealized appreciation on forward foreign currency contracts		3,153,483

Total assets		237,534,284

LIABILITIES
Options written, at value (premiums received $1,131,083)		927,941
Payables for:
Investments purchased		147,180
Capital shares redeemed		837,104
Advisory fees		292,698
Directors’ and officers’ fees		932
Registration and filing fees		1,313
Administration and accounting services fees		38,172
Variation margin		775,873
Unrealized depreciation on forward foreign currency contracts		2,954,740
Other accrued expenses and liabilities		103,712

Total liabilities		6,079,665

Net Assets	$	231,454,619


NET ASSETS CONSIST OF
Capital stock, $0.001 par value	$	19,241
Paid-in capital		235,760,424
Accumulated net investment loss		(2,842,736	)
Net unrealized depreciation on investments, futures transactions, foreign currency translations, forward foreign currency contracts and written options		(1,482,310	)

Net assets	$	231,454,619


CLASS A SHARES
Net assets	$	11,013,155

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		917,210

Net asset value and redemption price per share	$	12.01

Maximum offering price per share (100/94.25 of $12.01)	$	12.74


CLASS I SHARES
Net assets	$	220,441,464

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		18,323,360

Net asset value, offering and redemption price per share	$	12.03

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED STATEMENT OF OPERATIONS

FOR THE YEAR ENDED

AUGUST 31, 2015


INVESTMENT INCOME
Interest	$	48,484

Total investment income		48,484

EXPENSES
Advisory fees (Note 2)		2,011,897
Administration and accounting services fees (Note 2)		164,611
Legal fees		70,807
Transfer agent fees (Note 2)		54,816
Audit and tax service fees		45,841
Interest expense		39,246
Registration and filing fees		34,893
Custodian fees (Note 2)		23,159
Printing and shareholder reporting fees		21,627
Distribution fees (Class A Shares) (Note 2)		11,509
Directors’ and officers’ fees		21,370
Insurance fees		5,058
Other expenses		14,549

Total expenses before waivers and reimbursements		2,519,383
Less: waivers and reimbursements (Note 2)		(434,343	)

Net expenses after waivers and reimbursements		2,085,040

Net investment loss		(2,036,556	)

NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS
Net realized gain/(loss) from:
Investments		(237,831	)
Futures		2,223,289
Foreign currency transactions		(210,242	)
Forward foreign currency contracts		2,996,259
Written options		248,233
Net change in unrealized appreciation/(depreciation) on:
Investments		(1,103,454	)
Futures		(1,514,900	)
Foreign currency translation		(6,294	)
Forward foreign currency contracts		137,727
Written options		199,236

Net realized and unrealized gain on investments		2,732,023

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	695,467

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS


	FOR THE YEAR ENDED AUGUST 31, 2015				FOR THE PERIOD ENDED AUGUST 31, 2014⁽¹⁾
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment loss		$	(2,036,556	)		$	(69,607	)
Net realized gain from investments, futures transactions, foreign currency transactions, forward foreign currency contracts and written options			5,019,708				22,262
Net change in unrealized appreciation/(depreciation) on investments, securities sold short, futures transactions, foreign currency translations, forward currency contracts and written options			(2,287,685	)			805,375

Net increase in net assets resulting from operations			695,467				758,030

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income
Class A Shares			(20,951	)			—
Class I Shares			(748,827	)			—

Total from net investment income			(769,778	)			—

Net realized gains
Class A Shares			(1,218	)			—
Class I Shares			(41,776	)			—

Total from net realized gains			(42,994	)			—

Net decrease in net assets from dividends and distributions to shareholders			(812,772	)			—

CAPITAL SHARE TRANSACTIONS:
Class A Shares
Proceeds from shares sold			11,657,560				1,000,000
Proceeds from reinvestment of distributions			15,771				—
Shares redeemed			(1,511,325	)			—

Total Class A Shares			10,162,006				1,000,000

Class I Shares
Proceeds from shares sold			217,209,911				23,590,500
Proceeds from reinvestment of distributions			416,475				—
Shares redeemed			(20,564,998	)			(1,000,000	)

Total Class I Shares			197,061,388				22,590,500

Net increase in net assets from capital share transactions			207,223,394				23,590,500

Total increase in net assets			207,106,089				24,348,530

NET ASSETS
Beginning of period			24,348,530				—

End of period		$	231,454,619			$	24,348,530

Accumulated net investment loss, end of period		$	(2,842,736	)		$	(51,195	)

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS

(CONCLUDED)


	FOR THE YEAR ENDED AUGUST 31, 2015			FOR THE PERIOD ENDED AUGUST 31, 2014⁽¹⁾
SHARE TRANSACTIONS:
Class A Shares
Shares sold		942,331			96,525
Shares reinvested		1,381			—
Shares redeemed		(123,027	)		—

Total Class A Shares		820,685			96,525

Class I Shares
Shares sold		17,778,992			2,349,865
Shares reinvested		36,469			—
Shares redeemed		(1,745,441	)		(96,525	)

Total Class I Shares		16,070,020			2,253,340

Net increase in shares.		16,890,705			2,349,865

(1)	The Fund commenced operations on July 1, 2014.

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED FINANCIAL HIGHLIGHTS

Contained below is per share operating performance data for Class A Shares outstanding, total investment return, ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.


	CLASS A SHARES
	FOR THE YEAR ENDED AUGUST 31, 2015⁽¹⁾
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period		$	10.36

Net investment loss⁽²⁾			(0.27	)
Net realized and unrealized gain from investments			2.14

Net increase in net assets resulting from operations			1.87

Dividends and distributions to shareholders from:
Net investment income			(0.21	)
Net realized gains			(0.01	)

Total dividends and distributions to shareholders			(0.22	)

Net asset value, end of period		$	12.01

Total investment return⁽³⁾			18.17	%


RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000’s omitted)		$	11,013
Ratio of expenses to average net assets with waivers and reimbursements (including interest expense)			2.28	%
Ratio of expenses to average net assets with waivers and reimbursements (excluding interest expense)			2.24	%
Ratio of expenses to average net assets without waivers and reimbursements (including interest expense)			2.71	%
Ratio of net investment loss to average net assets			(2.23	)%
Portfolio turnover rate			0.00	%

(1)	Inception date of Class A Shares of the Fund was August 29, 2014.

(2)	Calculated based on average shares outstanding for the period.

(3)	Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. Total return does not reflect any applicable sales charge.

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

ABBEY CAPITAL FUTURES STRATEGY FUND

CONSOLIDATED FINANCIAL HIGHLIGHTS (CONCLUDED)

Contained below is per share operating performance data for Class I Shares outstanding, total investment return, ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the financial statements.


	CLASS I SHARES
	FOR THE				FOR THE
	YEAR				PERIOD
	ENDED				ENDED
	AUGUST 31, 2015				AUGUST 31, 2014⁽¹⁾
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period		$	10.36			$	10.00

Net investment loss⁽²⁾			(0.24	)			(0.03	)
Net realized and unrealized gain from investments			2.14				0.39

Net increase in net assets resulting from operations			1.90				0.36

Dividends and distributions to shareholders from:
Net investment income			(0.22	)			—
Net realized gains			(0.01	)			—

Total dividends and distributions to shareholders			(0.23	)			—

Net asset value, end of period		$	12.03			$	10.36

Total investment return⁽³⁾			18.46	%			3.60	%


RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000’s omitted)		$	220,441			$	24,349
Ratio of expenses to average net assets with waivers and reimbursements (including interest expense)			2.03	%			2.01	%⁽⁴⁾
Ratio of expenses to average net assets with waivers and reimbursements (excluding interest expense)			1.99	%			1.99	%⁽⁴⁾
Ratio of expenses to average net assets without waivers and reimbursements (including interest expense)			2.46	%			4.71	%⁽⁴⁾
Ratio of net investment loss to average net assets			(1.98	)%			(1.99	)%⁽⁴⁾
Portfolio turnover rate			0.00	%			0.00	%⁽⁵⁾

(1)	The Class I Shares commenced operations on July 1, 2014.

(2)	Calculated based on average shares outstanding for the period.

(3)	Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. Periods less than one year are not annualized.

(4)	Annualized.

(5)	Not annualized.

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

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

RBB has authorized capital of one hundred billion shares of common stock of which 82.373 billion shares are currently classified into one hundred and fifty-three classes of common stock. Each class represents an interest in an active or inactive RBB investment portfolio.

The Fund seeks to achieve its investment objective by allocating its assets between a “Managed Futures” strategy and a “Fixed Income” strategy.

The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standards Codification Topic 946.

CONSOLIDATION OF SUBSIDIARY — The Managed Futures strategy will be achieved by the Fund investing up to 25% of its total assets in Abbey Capital Offshore Fund Limited, a wholly-owned and controlled subsidiary of the Fund organized under the laws of the Cayman Islands (the “Subsidiary”). The consolidated financial statements of the Fund include the Subsidiary. The Fund consolidates the results of subsidiaries in which the Fund holds a controlling economic interest (greater than 50%). All inter-company accounts and transactions have been eliminated. As of August 31, 2015, the net assets of the Subsidiary were $44,262,791, which represented 19.1% of the Fund’s net assets.

PORTFOLIO VALUATION — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Fixed income securities having a remaining maturity of greater than 60 days are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Fixed income securities having a remaining maturity of 60 days or less are valued at amortized cost, provided such amount approximates fair value. Forward exchange contracts are valued by interpolating between spot and forward currency rates as quoted by an independent pricing service. Futures contracts are generally valued using the settlement price determined by the relevant exchange. Options for which the primary market is a national securities exchange are valued at the last sale price on the exchange on which they are traded, or, in the absence of any sale, will be valued at the mean of the last bid and ask prices prior to the market close. Options not traded on a national securities exchange are valued at the last quoted bid price for long option positions and the closing ask price for short option positions. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors. Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.

FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)


		• 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.); and

		• Level 3 –		significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

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


							LEVEL 2			LEVEL 3
	TOTAL FAIR			LEVEL 1			SIGNIFICANT			SIGNIFICANT
	VALUE AT			QUOTED			OBSERVABLE			UNOBSERVABLE
	AUGUST 31, 2015			PRICE			INPUTS			INPUTS

Short-Term Investments	$	172,131,007		$	172,131,007		$	—		$—
Commodity Contracts
Futures		2,741,284			2,741,284			—		—
Purchased Options		77,010			77,010			—		—
Equity Contracts
Futures		281,383			281,383			—		—
Foreign Exchange Contracts
Forward Foreign Currency Contracts		3,153,483			—			3,153,483		—
Futures		739,211			739,211			—		—
Purchased Options		720,728			57,996			662,732		—
Interest Rate Contracts
Futures		897,968			897,968			—		—
Purchased Options		394,963			394,963			—		—

Total Assets	$	181,137,037		$	177,320,822		$	3,816,215		$—


							LEVEL 2			LEVEL 3
	TOTAL FAIR			LEVEL 1			SIGNIFICANT			SIGNIFICANT
	VALUE AT			QUOTED			OBSERVABLE			UNOBSERVABLE
	AUGUST 31, 2015			PRICE			INPUTS			INPUTS

Commodity Contracts
Futures	$	(1,733,167	)	$	(1,733,167	)	$	—		$—
Written Options		(5,100	)		(5,100	)		—		—
Equity Contracts
Futures		(1,499,917	)		(1,499,917	)		—		—
Foreign Exchange Contracts
Forward Foreign Currency Contracts		(2,954,740	)		—			(2,954,740	)	—
Futures		(388,377	)		(388,377	)		—		—
Written Options		(375,341	)		(2,138	)		(373,203	)	—
Interest Rate Contracts
Futures		(1,814,258	)		(1,814,258	)		—		—
Written Options		(547,500	)		(547,500	)		—		—

Total Liabilities	$	(9,318,400	)	$	(5,990,457)		$	(3,327,943)		$—

At the end of each quarter, management evaluates the classification of Levels 1, 2 and 3 assets and liabilities. Various factors are considered, such as changes in liquidity from the prior reporting period; whether or not a broker is willing to execute at the quoted price; the depth and consistency of prices from third party pricing services; and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the classification of Level 1 and Level 2 assets and liabilities on a quarterly basis for changes in listings or delistings on national exchanges.

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Fund’s investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Fund may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.

For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) require the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. U.S. GAAP also requires the Fund to disclose amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all transfers in and out of each level within the three-tier hierarchy are disclosed when the Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.

For the year ended August 31, 2015, the Fund had no transfers between Level 1, 2 and 3.

DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Derivative instruments are defined as financial instruments whose value and performance are based on the value and performance of another security or financial instrument. Derivative instruments that the Fund used during the period include options, forward foreign currency contracts and futures contracts.

During the year ended August 31, 2015, the Fund used long and short contracts on U.S. and foreign equity market indices, U.S. and foreign government bonds, foreign currencies, interest rates, and commodities (through investment in the Subsidiary), to gain investment exposure in accordance with its investment objective.

The following tables provide quantitative disclosures about fair value amounts of and gains and losses on the Fund’s derivative instruments as of and for the year ended August 31, 2015.

The following table lists the fair values of the Fund’s derivative holdings as of August 31, 2015 grouped by contract type and risk exposure category.


	CONSOLIDATED
	STATEMENT
	OF ASSETS AND			INTEREST		FOREIGN
	LIABILITIES	EQUITY		RATE		CURRENCY		COMMODITY
DERIVATIVE TYPE	LOCATION	CONTRACTS		CONTRACTS		CONTRACTS		CONTRACTS		TOTAL

Asset Derivatives


Purchased Options	Investments, at value	$	—	$	394,963	$	720,728	$	77,010	$	1,192,701


Forward Contracts	Unrealized appreciation on forward foreign currency contracts		—		—		3,153,483		—		3,153,483


Futures Contracts	Payable: Variation Margin		281,383		897,968		739,211		2,741,284		4,659,846


Total Value - Assets		$	281,383	$	1,292,931	$	4,613,422	$	2,818,294	$	9,006,030

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)


	CONSOLIDATED
	STATEMENT
	OF ASSETS AND				INTEREST			FOREIGN
	LIABILITIES	EQUITY			RATE			CURRENCY			COMMODITY
DERIVATIVE TYPE	LOCATION	CONTRACTS			CONTRACTS			CONTRACTS			CONTRACTS			TOTAL

Liability Derivatives

Written Options	Options written, at value	$	—		$	(547,500	)	$	(375,341	)	$	(5,100	)	$	(927,941	)

Forward Contracts	Unrealized depreciation on forward foreign currency contracts		—			—			(2,954,740	)		—			(2,954,740	)

Futures Contracts	Payable: Variation Margin		(1,499,917	)		(1,814,258	)		(388,377	)		(1,733,167	)		(5,435,719	)

Total Value - Liabilities		$	(1,499,917	)	$	(2,361,758	)	$	(3,718,458	)	$	(1,738,267	)	$	(9,318,400	)

The following table lists the amounts of realized gains or (losses) included in net increase in net assets resulting from operations for the year ended August 31, 2015, grouped by contract type and risk exposure.


	CONSOLIDATED
	STATEMENT
	OF ASSETS AND				INTEREST			FOREIGN
	LIABILITIES	EQUITY			RATE			CURRENCY			COMMODITY
DERIVATIVE TYPE	LOCATION	CONTRACTS			CONTRACTS			CONTRACTS			CONTRACTS		TOTAL

Realized Gain (Loss)

Purchased Options	Net realized gain (loss) from Investments	$	(215,698	)	$	(92,119	)	$	(29,805	)	$	99,791	$	(237,831	)

Futures Contracts	Net realized gain (loss) from Futures		(3,675,619	)		1,536,414			2,601,740			1,760,754		2,223,289

Forward Contracts	Net realized gain (loss) from Forward Foreign Currency Contracts		—			—			2,996,259			—		2,996,259

Written Options	Net realized gain (loss) from Written Options		17,198			31,160			95,559			104,316		248,233

Total Realized Gain (Loss)		$	(3,874,119	)	$	1,475,455		$	5,663,753		$	1,964,861	$	5,229,950

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

The following table lists the amounts of change in unrealized appreciation (depreciation) included in net increase in net assets resulting from operations for the year ended August 31, 2015, grouped by contract type and risk exposure.


	CONSOLIDATED
	STATEMENT
	OF ASSETS AND				INTEREST			FOREIGN
	LIABILITIES	EQUITY			RATE			CURRENCY			COMMODITY
DERIVATIVE TYPE	LOCATION	CONTRACTS			CONTRACTS			CONTRACTS			CONTRACTS			TOTAL

Change in unrealized appreciation (depreciation)

Purchased Options	Net change in unrealized appreciation (depreciation) from Investments	$	11,430		$	(305,340	)	$	(652,710	)	$	(154,909	)	$	(1,101,529	)

Futures Contracts	Net change in unrealized appreciation (depreciation) from Futures		(1,308,145	)		(1,115,336	)		(923	)		909,504			(1,514,900	)

Forward Contracts	Net change in unrealized appreciation (depreciation) from Forward Foreign Currency Contracts		—			—			137,727			—			137,727

Written Options	Net change in unrealized appreciation (depreciation) from Written Options		(3,180	)		38,386			131,404			32,626			199,236

Total change in unrealized appreciation (depreciation)		$	(1,299,895	)	$	(1,382,290	)	$	(384,502	)	$	787,221		$	(2,279,466	)

For the year ended August 31, 2015, the Fund’s average volume of derivatives is as follows:


PURCHASED OPTIONS (COST)	WRITTEN OPTIONS (PROCEEDS)	LONG FUTURES NOTIONAL COST	SHORT FUTURES NOTIONAL COST	FORWARD FOREIGN CURRENCY CONTRACTS — PAYABLE (VALUE AT TRADE DATE)	FORWARD FOREIGN CURRENCY CONTRACTS — RECEIVABLE (VALUE AT TRADE DATE)
$948,346	$(475,888)	$481,925,129	$(212,487,800)	$(124,285,769)	$124,407,427

For financial reporting purposes, the Fund does not offset fair value amounts recognized for derivative instruments and fair value amounts recognized for the right to reclaim cash collateral (receivables) or the obligation to return cash collateral (payables) arising from derivative instruments recognized at fair value executed with the same counterparty under a master netting arrangement.

The following is a summary of financial and derivative instruments that are subject to enforceable master netting agreements (or similar arrangements) and collateral received and pledged in connection with the master netting agreements (or similar arrangements).

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)


				Gross Amount Not Offset in Statement of Assets and Liabilities									Gross Amount Not Offset in Statement of Assets and Liabilities
Description		Gross Amount Presented in the Statement of Assets and Liabilities		Financial Instruments			Collateral Received		Net Amount⁽¹⁾		Gross Amount Presented in the Statement of Assets and Liabilities		Financial Instruments			Collateral Pledged		Net Amount⁽²⁾

	Assets									Liabilities


Forward Foreign Currency Contracts	$	3,153,483	($	2,954,740	)	$	—	$	198,743	$	2,954,740	($	2,954,740	)	$	—	$	—

(1)	Net amount represents the net amount receivable from the counterparty in the event of default.

(2)	Net amount represents the net amount payable from the counterparty in the event of default.

USE OF ESTIMATES — The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and those differences could be significant.

INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain. Expenses incurred on behalf of a specific class, fund or fund family are charged directly to the class, fund or fund family to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred for all the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Company’s Board of Directors deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on ex-dividend date. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations which may differ from U.S. GAAP.

U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.

For tax purposes, the Subsidiary is an exempted Cayman investment company. The Subsidiary has received an undertaking from the Government of the Cayman Islands exempting it from all local income, profits and capital gains taxes. No such taxes are levied in the Cayman Islands at the present time. For U.S. income tax purposes, the Subsidiary is a Controlled Foreign Corporation and as such is not subject to U.S. income tax.

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

FOREIGN CURRENCY TRANSLATION — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date.

The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investment securities in the Statement of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Statement of Operations.

CURRENCY RISK — Investment in foreign securities involves currency risk associated with securities that trade or are denominated in currencies other than the U.S. dollar and which may be affected by fluctuations in currency exchange rates. An increase in the strength of the U.S. dollar relative to a foreign currency may cause the U.S. dollar value of an investment in that country to decline. Foreign currencies also are subject to risks caused by inflation, interest rates, budget deficits and low savings rates, political factors and government controls. Forward foreign currency exchange contracts may limit potential gains from a favorable change in value between the U.S. dollar and foreign currencies. Unanticipated changes in currency pricing may result in poorer overall performance for the Fund than if it had not engaged in these contracts.

COMMODITY SECTOR RISK — Exposure to the commodities markets may subject the Fund to greater volatility than investments in traditional securities. The value of commodity-linked derivative instruments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as drought, floods, weather, livestock disease, embargoes, tariffs and international economic, political and regulatory developments. The prices of energy, industrial metals, precious metals, agriculture and livestock sector commodities may fluctuate widely due to factors such as changes in value, supply and demand and governmental regulatory policies. The commodity-linked securities in which the Fund invests may be issued by companies in the financial services sector, and events affecting the financial services sector may cause the Fund’s Share value to fluctuate.

FOREIGN SECURITIES MARKET RISK — A substantial portion of the trades of the Fund are expected to take place on markets or exchanges outside the United States. There is no limit to the amount of assets of the Fund that may be committed to trading on foreign markets. The risk of loss in trading foreign futures and options on futures contracts can be substantial. Participation in foreign futures and options on futures contracts involves the execution and clearing of trades on, or subject to the rules of, a foreign board of trade or exchange. Some of these foreign markets, in contrast to U.S. exchanges, are so-called principals’ markets in which performance is the responsibility only of the individual counterparty with whom the trader has entered into a commodity interest transaction and not of the exchange or clearing corporation. In these kinds of markets, there is risk of bankruptcy or other failure or refusal to perform by the counterparty.

COUNTERPARTY RISK — The derivative contracts entered into by the Fund or its Subsidiary may be privately negotiated in the over-the-counter market. These contracts also involve exposure to credit risk, since contract performance depends in part on the financial condition of the counterparty. Relying on a counterparty exposes the Fund to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem, thus causing the Fund to suffer a loss. If a counterparty defaults on its payment obligations to the Fund, this default will cause the value of an investment in the Fund to decrease.

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Securities rated in the four highest categories by the rating agencies are considered investment grade but they may also have some speculative characteristics. Investment grade ratings do not guarantee that bonds will not lose value or default. In addition, the credit quality of securities may be lowered if an issuer’s financial condition changes.

OPTIONS — An option on a futures contract gives the purchaser the right, in exchange for a premium, to assume a position in a futures contract at a specified exercise price during the term of the option. The Fund may use futures contracts and related options for: bona fide hedging; attempting to offset changes in the value of securities held or expected to be acquired or be disposed of; attempting to minimize fluctuations in foreign currencies; attempting to gain exposure to a particular market, index or instrument; or other risk management purposes. The risk associated with purchasing an option is that the Fund pays a premium whether or not the option is exercised. Additionally, the Fund bears the risk of loss of premium and change in market value should the counterparty not perform under the contract. Put and call options are accounted for in the same manner as other securities owned. The cost of securities acquired through the exercise of call options is increased by the premiums paid. The proceeds from securities sold through the exercise of put options are decreased by the premiums paid.

OPTIONS WRITTEN — The Fund may enter into options written for: bona fide hedging; attempting to offset changes in the value of securities held or expected to be acquired or be disposed of; attempting to minimize fluctuations in foreign currencies; attempting to gain exposure to a particular market, index or instrument; or other risk management purposes. Such options may relate to particular securities or domestic stock indices, and may or may not be listed on exchanges regulated by the Commodity Futures Trading Commission or on other non-U.S. exchanges. An option on a futures contract gives the purchaser the right, in return for the premium paid, to assume a position in the contract (a long position if the option is a call and a short position if the option is a put) at a specified exercise price at any time during the option exercise period. The writer of the option is required upon exercise to assume a short futures position (if the option is a call) or a long futures position (if the option is a put). Upon exercise of the option, the accumulated cash balance in the writer’s futures margin account is delivered to the holder of the option. That balance represents the amount by which the market price of the futures contract at exercise exceeds, in the case of a call, or is less than, in the case of a put, the exercise price of the option. The maximum risk of loss associated with writing put options is limited to the exercised fair value of the option contract. The maximum risk of loss associated with writing call options is potentially unlimited. The Fund also has the additional risk of being unable to enter into a closing transaction at an acceptable price if a liquid secondary market does not exist. The Fund also may write over-the-counter options where completing the obligation depends upon the credit standing of the other party. Option contracts also involve the risk that they may result in loss due to unanticipated developments in market conditions or other causes. Written options are initially recorded as liabilities to the extent of premiums received and subsequently marked to market to reflect the current value of the option written. Gains or losses are realized when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option or the purchase cost for a written put option is adjusted by the amount of the premium received. Listed option contracts present minimal counterparty credit risk since they are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange-traded options, guarantees the options against default. As of August 31, 2015, all of the Fund’s written options are exchange-traded options.

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

The Fund had transactions in options written during the fiscal year ended August 31, 2015 as follows:.


	NUMBER OF CONTRACTS			PREMIUMS RECEIVED
Options outstanding at August 31, 2014		93		$	65,784
Options written		119,070,677			2,574,033
Options closed		(1,316	)		(1,153,132	)
Options expired		(23,916,127	)		(355,602	)

Options outstanding at August 31, 2015		95,153,327		$	1,131,083

FUTURES CONTRACTS — The Fund may use futures contracts for hedging or speculative purposes consistent with its investment objective. Upon entering into a futures contract, the Fund must deposit initial margin in addition to segregating cash or liquid assets sufficient to meet its obligation to purchase or provide securities, or to pay the amount owed at the expiration of an index-based futures contract. Such liquid assets may consist of cash, cash equivalents, liquid debt or equity securities or other acceptable assets. Pursuant to the futures contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the contract. Such a receipt of payment is known as “variation margin” and is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contract. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities. Use of long futures contracts subjects the Fund to risk of loss in excess of the amount shown on the Statement of Assets and Liabilities, up to the notional value of the futures contract. Use of short futures contracts subjects the Fund to unlimited risk of loss.

FORWARD FOREIGN CURRENCY CONTRACTS — In the normal course of pursuing its investment objectives, the Fund is subject to foreign investment and currency risk. The Fund may enter into forward foreign currency contracts (“forward contracts”) for purposes of hedging, duration management, as a substitute for securities, to increase returns, for currency hedging or risk management, or to otherwise help achieve the Fund’s investment goal. These contracts are marked-to-market daily at the applicable translation rates. The Fund records realized gains or losses at the time the forward contract is closed. A forward contract is extinguished through a closing transaction or upon delivery of the currency or entering an offsetting contract. Risks may arise upon entering these contracts from the potential inability of a counterparty to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar or other currencies. The Fund’s maximum risk of loss from counterparty credit risk related to Forward Foreign Currency Contracts is the fair value of the contract. The risk may be mitigated to some extent if a master netting arrangement between the Fund and the counterparty is in place and to the extent the Fund obtains collateral to cover the Fund’s exposure to the counterparty.

CASH AND CASH EQUIVALENTS — The Fund considers liquid assets deposited into bank demand deposit accounts to be cash equivalents. These investments represent amounts held with financial institutions that are readily accessible to pay Fund expenses or purchase investments. Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.

OTHER — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, based on experience, the risk of material loss from such claims is considered remote.

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

2. INVESTMENT ADVISER AND OTHER SERVICES

Abbey Capital Limited (“Abbey Capital” or the “Adviser”) serves as the investment adviser to the Fund. The Fund is managed by the Adviser and one or more Trading Advisers unaffiliated with the Adviser. The Adviser also has the ultimate responsibility to oversee the Trading Advisers, and to recommend their hiring, termination, and replacement, subject to approval by the Board of Directors. The Fund compensates the Adviser for its services at the annual rate of 1.97% of its average annual net assets, payable on a monthly basis in arrears. The Adviser compensates the Trading Advisers out of the advisory fee that it receives from the Fund.

The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) to 2.24%, 1.99% and 2.99% of the Fund’s average daily net assets attributable to Class A Shares, Class I Shares and Class C Shares, respectively. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net Total Annual Fund Operating Expenses to exceed 2.24%, 1.99% or 2.99%, as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation is in effect until December 31, 2016 and may not be terminated without the approval of the Board of Directors. If at any time during the first three years the Advisory Agreement is in effect, the Fund’s Total Annual Fund Operating Expenses for that year are less than 2.24%, 1.99% or 2.99%, as applicable, the Adviser may recoup any waived amount from the Fund if such reimbursement does not cause the Fund to exceed existing expense limitations. For the year ended August 31, 2015, investment advisory fees accrued and waived were $2,011,897 and $434,343, respectively. At August 31, 2015, the amount of potential recovery by the Adviser was as follows:

Altis Partners (Jersey) Limited, Cantab Capital Partners LLP, Eclipse Capital Management, Inc., Graham Capital Management, LP, Harmonic Capital Partners LLP, P/E Global, LLC, Revolution Capital Management, LLC and Trigon Investment Advisors, LLC each serves as a Trading Adviser to the Fund.

Included in the administration and accounting services fees, shown on the Statement of Operations, are fees for providing regulatory administration services to RBB. For providing these services, BNY Mellon is entitled to receive compensation as agreed to by the Company and BNY Mellon. This fee is allocated to each portfolio in proportion to its net assets of the Company.

Foreside Funds Distributors LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

3. DIRECTOR COMPENSATION

The Directors of the Company receive an annual retainer and meeting fees for meetings attended. The remuneration paid to the Directors by the Fund during the year ended August 31, 2015 was $9,109. Certain employees of BNY Mellon serve as an Officer of the Company. They are not compensated by the Fund or the Company.

4. INVESTMENT IN SECURITIES

For the year ended August 31, 2015, aggregate purchases and sales of investment securities (excluding short-term investments) of the Fund were as follows:


	PURCHASES		SALES
Investments in Non-U.S. Government Securities		$—		$—
Investments in U.S. Government Securities		—		—

5. FEDERAL INCOME TAX INFORMATION

The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.

As of August 31, 2015, federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by the Fund were as follows:

FEDERAL TAX

COST

UNREALIZED

APPRECIATION

UNREALIZED

DEPRECIATION

NET

UNREALIZED

DEPRECIATION

$231,756,962

$19,800,000

$(21,975,771)

$(2,175,771)

Distributions to shareholders from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.

The following permanent differences as of August 31, 2015, primarily attributable to disallowed income from the Subsidiary, were reclassified to the following accounts:

UNDISTRIBUTED

NET INVESTMENT

INCOME

ACCUMULATED

NET REALIZED

LOSS

PAID-IN

CAPITAL

$14,793

$(4,976,714)

$4,961,921

As of August 31, 2015, the components of distributable earnings on a tax basis were as follows:


UNDISTRIBUTED ORDINARY INCOME	UNDISTRIBUTED LONG-TERM GAINS	UNREALIZED DEPRECIATION	QUALIFIED LATE-YEAR LOSSES	OTHER TEMPORARY DIFFERENCES
$660,502	$—	$(4,985,548)	$—	$—

ABBEY CAPITAL FUTURES STRATEGY FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONCLUDED)

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains of the Subsidiary for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.

The tax character of dividends and distributions paid during the years ended August 31, 2015 and August 31, 2014 were as follows:


	Ordinary Income		Long-Term Gains	Total
2015	$	812,772	$—	$	812,772
2014	$	—	$—	$	—

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2015, the Fund had no capital loss carryforwards.

6. SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there were no subsequent events.

ABBEY CAPITAL FUTURES STRATEGY FUND

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of

The RBB Fund, Inc.

We have audited the accompanying consolidated statement of assets and liabilities, including the consolidated portfolio of investments, of the Abbey Capital Futures Strategy Fund (one of the portfolios constituting The RBB Fund, Inc.) (the “Fund”) as of August 31, 2015, and the related consolidated statement of operations for the year then ended, the consolidated statements of changes in net assets for the year then ended and for the period July 1, 2014 (commencement of operations) to August 31, 2014, and the consolidated financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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. We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2015, by correspondence with the custodian and brokers or by other appropriate procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the consolidated financial position of the Abbey Capital Futures Strategy Fund (one of the portfolios constituting The RBB Fund, Inc.) at August 31, 2015, the consolidated results of its operations for the year then ended, the consolidated changes in its net assets for the year then ended and for the period July 1, 2014 (commencement of operations) to August 31, 2014, and its consolidated financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles.

LOGO

Philadelphia, Pennsylvania

October 30, 2015

ABBEY CAPITAL FUTURES STRATEGY FUND

SHAREHOLDER TAX INFORMATION

(UNAUDITED)

Certain tax information regarding the Fund is required to be provided to shareholders based upon the Fund’s income and distributions for the taxable year ended August 31, 2015. The information and distribution reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2015. During the fiscal year ended August 31, 2015, the Fund paid $812,772 of ordinary income dividends to its shareholders. Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.

Because the Fund’s fiscal year is not the calendar year, another notification will be sent with respect to calendar year 2015. The second notification, which will reflect the amount, if any, to be used by calendar year taxpayers on their U.S. federal income tax returns, will be made in conjunction with Form 1099-DIV and will be mailed in January 2016.

In general, dividends received by tax exempt recipients (e.g., IRAs and Keoghs) need not be reported as taxable income for U.S. federal income tax purposes. However, some retirement trusts (e.g., corporate, Keogh and 403(b)(7) plans) may need this information for their annual information reporting.

Shareholders are advised to consult their own tax advisers with respect to the tax consequences of their investment in the Fund.

ABBEY CAPITAL FUTURES STRATEGY FUND

OTHER INFORMATION

(UNAUDITED)

PROXY VOTING

Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent 12-month period ended June 30 are available without charge, upon request, by calling (844) 261-6484 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

QUARTERLY PORTFOLIO SCHEDULES

The Company files its complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q. The Company’s Form N-Q is available on the SEC website at http://www.sec.gov and may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. Information on the operation of the SEC Public Reference Room may be obtained by calling (800) SEC-0330.

APPROVAL OF ADVISORY AGREEMENTS AND TRADING ADVISORY AGREEMENTS

As required by the Investment Company Act, the Board of Directors (the “Board”) of the Company, including all of the Directors who are not “interested persons” of the Company, as that term is defined in the 1940 Act (the “Independent Directors”), considered (1) the renewal of the investment advisory agreement between Abbey Capital and the Company on behalf of the Fund (the “Investment Advisory Agreement”), (2) the renewal of the investment advisory agreement between Abbey Capital and Abbey Capital Offshore Limited (“ACOL”) (together with the Investment Advisory Agreement, the “Advisory Agreements”), (3) the renewal of the trading advisory agreements among Abbey Capital and ACOL and each of Altis Partners (Jersey) Limited, Cantab Capital Partners, LLP, Eclipse Capital Management, Inc., Graham Capital Management L.P., Harmonic Capital Partners LLP, P/E Global, LLC, Revolution Capital Management, LLC and Trigon Investment Advisors, LLC (collectively, the “Trading Advisers”) (the “Trading Advisory Agreements”), at a meeting of the Board held on May 13-14, 2015 (the “Meeting”). At the Meeting, the Board, including all of the Independent Directors, approved the Advisory Agreements and the Trading Advisory Agreements for an additional one year term. The Board’s decision to approve the Advisory Agreements and the Trading Advisory Agreements reflects the exercise of its business judgment to continue the arrangements. In approving the Advisory Agreements and the Trading Advisory Agreements, the Board considered information provided by Abbey Capital and each of the Trading Advisers with the assistance and advice of counsel to the Independent Directors and the Company.

In considering the renewal and approval of the Investment Advisory Agreement between the Company and Abbey Capital with respect to the Fund, the investment advisory agreement between ACOL and Abbey Capital, and the Trading Advisory Agreements between Abbey Capital and each Trading Adviser with respect to the Fund, the Directors took into account all materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting. Among other things, the Directors considered (i) the nature, extent, and quality of services provided to the Fund by Abbey Capital and each Trading Adviser; (ii) descriptions of the experience and qualifications of the personnel providing those services; (iii) Abbey Capital’s and the Trading Advisers’ investment philosophies and processes; (iv) Abbey Capital’s and the Trading Advisers’ assets under management and client descriptions; (v) Abbey Capital’s and the Trading Advisers’ soft dollar commission and trade allocation policies, including information on the types of research and services obtained in connection with soft dollar commissions; (vi) Abbey Capital’s and the Trading Advisers’ advisory fee arrangements with the Company and other similarly managed clients, as applicable; (vii) Abbey Capital’s and the Trading Advisers’ compliance procedures; (viii) Abbey Capital’s and the Trading Advisers’ financial information and insurance coverage; (ix) the extent to which economies of scale are relevant to the Fund; (x) a report prepared by Lipper comparing the Fund’s management fees and total expense ratio to those of its Lipper Group and comparing the performance of the Fund to the performance of its Lipper Group; and (xi) a report comparing the performance of the Fund to the performance of its benchmark.

As part of their review, the Directors considered the nature, extent and quality of the services provided by Abbey Capital and each Trading Adviser. The Directors concluded that Abbey Capital and each Trading Adviser had substantial resources to provide services to the Fund and ACOL, as applicable.

ABBEY CAPITAL FUTURES STRATEGY FUND

OTHER INFORMATION

(UNAUDITED)

The Directors also considered the investment performance of the Fund, noting that the Fund had outperformed its benchmark for the year-to-date and since inception periods ended March 31, 2015. The Directors considered the Fund’s investment performance in light of its investment objective and investment strategies. The Directors also considered the Fund’s 1st quintile ranking within its Lipper performance universe for the period ended December 31, 2014.

The Board also considered the advisory fee rate payable by the Fund under the Investment Advisory Agreement. In this regard, information on the fees paid by the Fund and the Fund’s total operating expense ratio (before and after fee waivers and expense reimbursements) were compared to similar information for mutual funds advised by other, unaffiliated investment advisory firms. In addition, the Directors noted that Abbey Capital had contractually agreed to waive management fees and reimburse expenses through December 31, 2016 to the extent that total annual Fund operating expenses exceed 1.99% of the Fund’s average daily net assets for the Class I Shares, 2.24% of the Fund’s average daily net assets for Class A Shares and 2.99% of the Fund’s average daily net assets for Class C Shares. The Directors also considered the fees payable to each Trading Adviser under the Trading Advisory Agreements. In this regard, the Directors noted that the fees for each Trading Adviser were payable by Abbey Capital.

After reviewing the information regarding Abbey Capital’s and the Trading Advisers’ costs, profitability and economies of scale, and after considering the services to be provided by Abbey Capital and each Trading Adviser, the Directors concluded that the investment advisory fees to be paid by the Fund to Abbey Capital and the trading advisory fees to be paid by Abbey Capital to each Trading Adviser were fair and reasonable and that the Advisory Agreements and Trading Advisory Agreements should be approved and continued for additional one-year periods ending August 16, 2016.

ABBEY CAPITAL FUTURES STRATEGY FUND

COMPANY MANAGEMENT

(UNAUDITED)

The business and affairs of the Company are managed under the direction of the Company’s Board of Directors. The Company is organized under and managed pursuant to Maryland law. The Directors and executive officers of the Company, their dates of birth, business addresses and principal occupations during the past five years are set forth below. The statement of additional information (“SAI”) includes additional information about the Directors and is available without charge, upon request, by calling (844) 261-6484.


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS

Julian A. Brodsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 7/33	Director	1988 to present	From 1969 to 2011, Director and Vice Chairman, Comcast Corporation (cable television and communications).	21	AMDOCS Limited (service provider to telecommunications companies).

J. Richard Carnall 103 Bellevue Parkway Wilmington, DE 19809 DOB: 9/38	Director	2002 to present	Since 1984, Director of Haydon Bolts, Inc. (bolt manufacturer) and Parkway Real Estate Company (subsidiary of Haydon Bolts, Inc.); since March 2004, Director of Cornerstone Bank.	21	None

Gregory P. Chandler 103 Bellevue Parkway Wilmington, DE 19809 DOB: 12/66	Director	2012 to present	Since May 2009, Chief Financial Officer, Emtec, Inc. (information technology consulting/services); from February 2003-April 2009, Managing Director, head of Business Services and IT Services Practice, Janney Montgomery Scott LLC (investment banking/brokerage).	21	Emtec, Inc.; FS Investment Corporation (business development company); FS Energy and Power Fund (business development company).

Nicholas A. Giordano 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/43	Director	2006 to present	Since 1997, Consultant, financial services organizations.	21	Kalmar Pooled Investment Trust; (registered investment company); Wilmington Funds (registered investment company); WT Mutual Fund (registered investment company) (until March 2012); Independence Blue Cross; Intricon Corp. (producer of medical devices).

Jay F. Nusblatt 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/61	Director	2012 to present	From July 2010 to March 2015, Head of U.S. Fund Accounting and Administration, BNY Mellon Asset Servicing; from 2006 to July 2010, Senior Vice President, Fund Accounting and Administration, PNC Global Investment Servicing.	21	None

Arnold M. Reichman 103 Bellevue Parkway Wilmington, DE 19809 DOB: 5/48	Chairman Director	2005 to present 1991 to present	Since 2006, Co-Founder and Chief Executive Officer, Lifebooker, LLC.	21	Independent Trustee of EIP Investment Trust (registered investment company)

Robert A. Straniere 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/41	Director	2006 to present	Since 2009, Administrative Law Judge, New York City; from 1980 to present, Founding Partner, Straniere Law Group.	21	Reich and Tang Group (asset management).

ABBEY CAPITAL FUTURES STRATEGY FUND

COMPANY MANAGEMENT (CONTINUED)

(UNAUDITED)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INTERESTED DIRECTOR²

Robert Sablowsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/38	Director	1991 to present	Since July 2002, Senior Vice President and prior thereto, Executive Vice President of Oppenheimer & Co., Inc. (a registered broker-dealer).	21	None

ABBEY CAPITAL FUTURES STRATEGY FUND

COMPANY MANAGEMENT (CONCLUDED)

(UNAUDITED)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served ¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
OFFICERS

Salvatore Faia, JD, CPA, CFE Vigilant Compliance Services Brandywine Two 5 Christy Drive, Suite 208 Chadds Ford, PA 19317 DOB: 12/62	President Chief Compliance Officer	2009 to present 2004 to present	Since 2004, President, Vigilant Compliance Services; since 2005, Independent Trustee of EIP Investment Trust (registered investment company).	N/A	N/A

Joel Weiss 103 Bellevue Parkway Wilmington, DE 19809 DOB: 1/63	Treasurer	2009 to present	Since 1993, Vice President and Managing Director, BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A

Christina Morse 301 Bellevue Parkway Wilmington, DE 19809 DOB: 12/64	Secretary	2015 to present	Since August 2014, Vice President and Counsel, BNY Mellon Investment Servicing (US) Inc. (financial services company); from August 2013 to July 2014, Counsel, Lord, Abbett & Co. LLC; from May 2009 to July 2013, Vice President, BNY Mellon Investment Servicing (US) Inc.	N/A	N/A

James G. Shaw 103 Bellevue Parkway Wilmington, DE 19809 DOB: 10/60	Assistant Treasurer	2005 to present	Since 1995, Vice President and Senior Director of BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A

Michael P. Malloy One Logan Square, Ste. 2000 Philadelphia, PA 19103 DOB: 7/59	Assistant Secretary	1999 to present	Since 1993, Partner, Drinker Biddle & Reath LLP (law firm).	N/A	N/A

*	Each Director oversees twenty-one portfolios of the Company that are currently offered for sale.

Subject to the Company’s Retirement Policy, each Director may continue to serve as a Director until the last day of the calendar year in which the applicable Director attains age 75 or until his successor is elected and qualified or his death, resignation or removal. The Board reserves the right to waive the requirements of the Policy with respect to an individual Director. The Board has approved a waiver of the policy with respect to Messrs. Brodsky, Carnall and Sablowsky. Each officer holds office at the pleasure of the Board until the next special meeting of the Company or until his or her successor is duly elected and qualified, or until he or she dies, resigns or is removed.

Mr. Sablowsky is considered an “interested person” of the Company as that term is defined in the Investment Company Act and is referred to as an “Interested Director.” He is considered an “Interested Director” of the Company by virtue of his position as a senior officer of Oppenheimer & Co., Inc., a registered broker-dealer.

ABBEY CAPITAL FUTURES STRATEGY FUND

PRIVACY NOTICE

(UNAUDITED)

Abbey Capital Futures Strategy Fund


FACTS		WHAT DOES THE ABBEY CAPITAL FUTURES STRATEGY FUND DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Abbey Capital Futures Strategy Fund chooses to share; and whether you can limit this sharing.


Reasons we can share your information	Does the Abbey Capital Futures Strategy Fund Share?	Can you limit this sharing?
For our everyday business purpose — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don’t share
For affiliates’ everyday business purposes — information about your transactions and experiences	Yes	Yes
For affiliates’ everyday business purposes — information about your creditworthiness	No	We don’t share
For our affiliates to market to you	No	We don’t share
For nonaffiliates to market to you	No	We don’t share


Questions?		Call 1-844-261-6484 or go to www.abbeycapital.com

ABBEY CAPITAL FUTURES STRATEGY FUND

PRIVACY NOTICE

(UNAUDITED)


What we do
How does the Abbey Capital Futures Strategy Fund protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does the Abbey Capital Futures Strategy Fund collect my personal information?		We collect your personal information, for example, when you • open an account • provide account information • give us your contact information • make a wire transfer • tell us where to send the money We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only • sharing for affiliates’ everyday business purposes — information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies. • Our affiliates include Abbey Capital Futures Strategy Fund’s investment adviser, Abbey Capital Limited, and each sub-adviser.
Nonaffiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies. • The Abbey Capital Futures Strategy Fund doesn’t share with nonaffiliates so they can market to you.
Joint marketing		A formal agreement between nonaffiliated financial companies that together market financial products or services to you. • The Abbey Capital Futures Strategy Fund does not jointly market.

Investment Adviser

Abbey Capital Limited

1-2 Cavendish Row

Dublin 1, Ireland

Administrator

BNY Mellon Investment Servicing (US) Inc.

301 Bellevue Parkway

Wilmington, DE 19809

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Principal Underwriter

Foreside Funds Distributors LLC

400 Berwyn Park

899 Cassatt Road

Berwyn, PA 19312

Custodian

The Bank of New York Mellon

One Wall Street

New York, NY 10286

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Commerce Square

2005 Market Street, Suite 700

Philadelphia, PA 19103

Legal Counsel

Drinker Biddle & Reath LLP

One Logan Square, Ste. 2000

Philadelphia, PA 19103-6996

ABB-AR15

LOGO

ALTAIR SMALLER COMPANIES FUND

The RBB Fund, Inc.

ANNUAL REPORT

August 31, 2015

This report is submitted for the general information of the shareholders of the Fund.

It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.

ALTAIR SMALLER COMPANIES FUND

Annual Investment Adviser’s Report

August 31, 2015

(Unaudited)

Dear Shareholder:

The Altair Smaller Companies Fund (the “Fund”) commenced operations on October 21, 2014, and generated a return of 5.90% through the end of the fiscal year on August 31, 2015. It outperformed its benchmark, the Russell 2000 Index, which had a return of 5.36% over the same period. While its inception date was October 21, 2014, the Fund remained in cash until it was funded with the first tranche of capital eight days later. From October 29, 2014, through the end of the fiscal period, the Fund outperformed the Russell 2000 Index by 3.64 percentage points (5.90% versus 2.26%).

The Fund’s investment strategy protected capital well during the 2015 market volatility while outperforming the benchmark, despite periods of negative performance within the small cap market. Performance was aided by a growth style mandate followed by the sub-advisers with the two largest Fund asset allocations. Growth significantly outperformed value as an investing style during the fiscal period (a return of 10.69% for the Russell 2000 Growth Index versus 0.13% for the Russell 2000 Value Index for the fiscal period October 21, 2015 to August 31, 2015) as investors sought an extra edge for returns at a time when the economy grew only modestly. The Fund’s performance also benefited from a higher weighting to microcap stocks than was held by the benchmark. The Russell Microcap Index returned 7.17% during the Fund’s fiscal period, outperforming the Russell 2000 by 1.81 percentage points. Another contributor to out performance was the record pace of mergers and acquisitions, with several of our small-company sub-advisers benefiting from holding stocks that were purchased for premiums upwards of 40 percent above market prices.

Small caps far outperformed large caps, in a turnaround from the previous year. This was, in part, because small caps were less affected by currency translation losses from the soaring dollar than multinational corporations with substantial international operations. Small caps also held up better amid the intense speculation over the timing and extent of an expected interest rate increase by the Federal Reserve. While the Fed may raise rates once or twice in small increments starting soon, we still expect rates to stay low for the foreseeable future. Throughout the fiscal period we operated under the belief that the Fed will not hike rates substantially without significant economic improvement, which has yet to occur.

We reduced the allocations of two micro cap sub-advisers we felt were due for lagging returns versus the benchmark, which helped overall performance for the fiscal period. The reductions were based on our research into sub-adviser performance cycles, which vary in length but often last roughly three to five years.

While the Fund delivered a positive return, it had a net realized loss. The majority of the realized losses came from our tax loss harvesting sub-adviser, which offset realized gains from other sub-advisers in the portfolio.

From a sector perspective the Fund is currently underweight interest-rate sensitive areas of the market – utilities, financials and REITs. The Fund’s overweight positions include technology, consumer discretionary and industrials. Given the Fund’s exposure to micro cap stocks, the weighted average market cap is 40% less than the small cap market.

We view the majority of sub-advisers of the Fund to be in productive parts of their performance cycles as we start the new reporting period.

Sincerely,

Altair Advisers LLC

ALTAIR SMALLER COMPANIES FUND

Annual Report

Performance Data

August 31, 2015

(Unaudited)

Comparison of Change in Value of $10,000 Investment in Altair Smaller Companies Fund

vs. Russell 2000^®Index

LOGO

This chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on October 21, 2014 (commencement of operations) and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the Russell 2000^® Index is unmanaged, does not incur expenses and is not available for investment.


Total Returns for the period ended August 31, 2015^†
	Since
	Inception*
Altair Smaller Companies Fund		5.90%
Russell 2000^® Index**		5.36%

†	Not annualized.

*	The Fund commenced operations on October 21, 2014.

**	Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself.

Performance quoted is past performance and does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Performance data current to the most recent month-end may be obtained by calling (844) 261-6482.

The Fund’s total annual Fund operating expenses, as stated in the current prospectus dated December 31, 2014, are 1.15% of average daily net assets. This ratio may differ from the actual expenses incurred by the Fund for the period covered by this report. The Adviser has contractually agreed to reimburse expenses in an aggregate amount equal to the amount by which the total annual Fund operating expenses (other than acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, litigation, extraordinary items, interest or taxes) exceeds 1.35% of the average daily net assets of the Fund. This contractual limitation is in effect until October 20, 2015 and may not be terminated without approval by the Company’s Board of Directors.

The Fund invests in common stock, preferred stocks, warrants to acquire common stock and securities convertible into common stock. Portfolio composition is subject to change.

The Fund evaluates performance as compared to that of the Russell 2000^® Index. The Russell 2000^® Index is a widely-recognized, capitalization-weighted index that measures the performance of the smallest 2,000 companies in the Russell 3000^® Index and is considered representative of small-cap stocks. It is impossible to invest directly in an index.

ALTAIR SMALLER COMPANIES FUND

Annual Report

Performance Data (Concluded)

August 31, 2015

(Unaudited)

Investment Considerations

Investing in the Fund involves risk and an investor may lose money. The success of the Fund’s strategy depends on the Adviser’s ability to select Sub-Advisers and each manager’s ability to select investments for the Fund. The Fund may invest in riskier type investments including small and micro-cap stocks, IPOs, special situations and illiquid securities all of which may be more volatile and less liquid.

ALTAIR SMALLER COMPANIES FUND

Fund Expense Examples

(Unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the six-month period from March 1, 2015 through August 31, 2015 and held for the entire period.

Actual Expenses

Hypothetical Examples for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the accompanying table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.



	Beginning Account Value	Ending Account Value	Expenses Paid
	March 1, 2015	August 31, 2015	During Period*
Actual	$1,000.00	$ 985.10	$5.70
Hypothetical (5% return before expenses)	1,000.00	1,019.46	5.80

Expenses equal to the Fund’s annualized six-month expense ratio of 1.14% for the Fund, multiplied by the average account value over the period, multiplied by the number of days (184) in the most recent fiscal half year, then divided by 365 to reflect the one half year period. The Fund’s ending account values on the first line in the table is based on the actual six month total investment return for the Fund of -1.49%.

ALTAIR SMALLER COMPANIES FUND

Portfolio Holdings Summary Table

August 31, 2015

(Unaudited)

The following table presents a summary by sector of the portfolio holdings of the Fund.


Security Type/Sector	% of Net
Classification	Assets			Value
COMMON STOCKS:
Commercial Services		8.2	%	$	17,445,598
Retail		7.1			15,145,821
Software		6.1			13,003,274
Healthcare-Products		5.5			11,733,206
Banks		5.3			11,177,638
Computers		4.2			8,971,413
Pharmaceuticals		4.2			8,912,082
Internet		4.1			8,653,965
Biotechnology		3.9			8,251,394
Semiconductors		3.4			7,260,206
Telecommunications		2.8			5,927,360
Building Materials		2.8			5,926,529
Diversified Financial Services		2.6			5,565,433
Apparel		2.5			5,412,314
Electronics		2.2			4,617,387
Healthcare-Services		2.1			4,499,347
Transportation		2.0			4,347,569
Insurance		1.9			3,938,160
Food		1.8			3,900,998
Oil & Gas		1.6			3,474,964
Chemicals		1.5			3,244,578
REITS		1.3			2,839,581
Home Builders		1.3			2,746,908
Miscellaneous Manufacturing		1.3			2,679,140
Oil & Gas Services		1.2			2,615,785
Entertainment		1.2			2,552,769
Engineering & Construction		1.0			2,217,728
Aerospace/Defense		1.0			2,105,890
Home Furnishings		0.9			1,925,745
Auto Parts & Equipment		0.9			1,835,064
Textiles		0.8			1,729,065
Machinery-Diversified		0.8			1,709,176


Security Type/Sector	% of Net
Classification	Assets			Value
Real Estate		0.7	%	$	1,574,320
Environmental Control		0.7			1,521,878
Airlines		0.7			1,508,195
Metal Fabricate/Hardware		0.7			1,464,816
Office Furnishings		0.6			1,265,956
Lodging		0.6			1,240,500
Savings & Loans		0.5			1,106,586
Leisure Time		0.5			956,938
Electrical Components & Equipment		0.4			898,183
Gas		0.4			869,878
Investment Companies		0.4			853,937
Beverages		0.4			852,290
Mining		0.4			850,357
Household Products / Wares		0.4			787,850
Housewares		0.4			753,742
Water		0.3			703,602
Hand / Machine Tools		0.3			573,059
Packaging & Containers		0.2			497,128
Electric		0.2			452,210
Forest Products & Paper		0.2			307,449
Distribution/Wholesale		0.1			242,334
Agriculture		0.1			183,948
Media		0.1			181,708
Machinery-Construction & Mining		0.1			92,335
Iron / Steel		0.0			83,158
Energy-Alternate Sources		0.0			62,395
Advertising		0.0			12
Other Assets in Excess of Liabilities		3.1			6,683,492

NET ASSETS		100.0	%	$	212,934,343

Portfolio holdings are subject to change at any time.

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments

August 31, 2015


	Number
	of Shares		Value

COMMON STOCKS — 96.9%

Advertising — 0.0%
Journal Media Group, Inc.		2	$	12

Aerospace/Defense — 1.0%
Aerojet Rocketdyne Holdings, Inc.*		4,669		96,041
Aerovironment, Inc.*		2,504		60,221
Cubic Corp.		12,069		508,346
Kaman Corp.		2,287		88,804
KLX, Inc.*		22,818		892,184
Moog, Inc., Class A*		2,723		171,821
National Presto Industries, Inc.		728		59,732
Orbital ATK, Inc.		1,778		134,649
Teledyne Technologies, Inc.*		961		94,092

				2,105,890

Agriculture — 0.1%
Andersons, Inc. (The)		3,181		112,544
Universal Corp.		1,451		71,404

				183,948

Airlines — 0.7%
Allegiant Travel Co		1,851		376,234
Controladora Vuela Cia de Aviacion SAB de CV, ADR (Mexico)*		16,817		224,339
SkyWest, Inc.		8,137		129,378
Spirit Airlines, Inc.*		7,072		362,440
Virgin America, Inc.*		12,743		415,804

				1,508,195

Apparel — 2.5%
Carter’s, Inc.		4,376		430,205
Cherokee, Inc.		32,642		836,941
Crocs, Inc.*		3,870		57,005
G-III Apparel Group Ltd.*		9,197		637,628
Lakeland Industries, Inc.*		19,056		177,030
Oxford Industries, Inc.		1,003		84,412
Rocky Brands, Inc.		32,750		597,688
Sequential Brands Group, Inc.*		30,458		498,597
Skechers U.S.A. Inc., Class A*		6,216		874,840
Steven Madden Ltd.*		16,897		690,411
Superior Uniform Group, Inc.		25,519		433,313
Wolverine World Wide, Inc.		3,497		94,244

				5,412,314

Auto Parts & Equipment — 0.9%
Dorman Products, Inc.*		1,838		92,543
Motorcar Parts of America, Inc.*		28,000		892,920
Remy International, Inc.		—^		8
Spartan Motors, Inc.		88,180		385,347
Standard Motor Products, Inc.		843		29,842
Titan International, Inc.		13,465		123,609


	Number
	of Shares		Value

Auto Parts & Equipment — (Continued)
Unique Fabricating, Inc.		26,294	$	310,795

				1,835,064

Banks — 5.3%
1st Source Corp.		8,449		252,966
American River Bankshares*		49,340		498,334
Bank of Commerce Holdings		67,640		389,606
Bank of the Ozarks, Inc.		9,478		396,180
BankUnited, Inc.		11,568		412,284
Banner Corp.		1,722		76,474
BB&T Corp.		—^		11
BBCN Bancorp, Inc.		8,040		116,982
Central Pacific Financial Corp.		1,574		32,645
City Holding Co.		4,208		200,385
Columbia Banking System, Inc.		2,132		64,621
CVB Financial Corp.		4,745		77,106
FCB Financial Holdings, Inc., Class A*		12,583		414,987
First BanCorp (Puerto Rico)*		8,073		32,373
First Citizens BancShares, Inc., Class A		779		184,763
First Financial Bancorp		7,350		135,534
First Financial Bankshares, Inc.		4,122		128,359
First Midwest Bancorp, Inc.		5,819		102,647
First Security Group, Inc.*		107,860		268,571
FNB Corp.		13,275		166,734
Glacier Bancorp, Inc.		4,882		126,981
Hilltop Holdings, Inc.*		19,550		403,708
Home BancShares, Inc.		5,717		217,932
Horizon Bancorp		470		11,106
International Bancshares Corp.		9,169		235,185
Live Oak Bancshares, Inc.*		20,364		392,414
MB Financial, Inc.		2,529		83,305
MidSouth Bancorp, Inc.		22,510		312,889
National Penn Bancshares, Inc.		10,089		121,219
NBT Bancorp, Inc.		1,048		27,143
Northrim BanCorp, Inc.		19,090		518,866
Orrstown Financial Services, Inc.		22,720		395,555
Pacific Continental Corp.		33,660		434,887
Pacific Mercantile Bancorp*		77,250		556,972
Park Sterling Corp.		88,630		639,022
People’s Utah Bancorp		14,370		242,134
Premier Financial Bancorp, Inc.		34,770		537,544
PrivateBancorp, Inc.		2,852		107,948
S&T Bancorp, Inc.		3,937		117,795
Southside Bancshares, Inc.		5		139
Suffolk Bancorp		15,170		404,432
Texas Capital Bancshares, Inc.*		2,307		124,255
Tompkins Financial Corp.		1,660		87,133

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Banks — (Continued)
TrustCo Bank Corp.		14,061	$	83,241
United Bankshares, Inc.		2,652		99,238
Walker & Dunlop, Inc.*		1,341		32,627
Westamerica Bancorporation		2,871		129,597
Western Alliance Bancorp*		13,227		403,688
Wilshire Bancorp, Inc.		9,430		100,712
Wintrust Financial Corp.		5,459		278,409

				11,177,638

Beverages — 0.4%
Farmer Bros Co.*		25,684		587,136
Reed’s, Inc.*		50,029		265,154

				852,290

Biotechnology — 3.9%
Acorda Therapeutics, Inc.*		2,262		72,316
Alder Biopharmaceuticals, Inc.*		5,450		211,188
BioCryst Pharmaceuticals, Inc.*		18,298		212,989
Blueprint Medicines Corp.*		21,578		590,374
Cambrex Corp.*		1,943		92,895
Dynavax Technologies Corp.*		32,856		931,796
Emergent BioSolutions, Inc.*		2,245		74,736
Exelixis, Inc.*		41,180		245,021
Five Prime Therapeutics, Inc.*		17,077		325,658
Genocea Biosciences, Inc.*		12,803		148,899
Harvard Bioscience, Inc.*		61,569		269,057
KemPharm, Inc.*		18,038		353,725
Ligand Pharmaceuticals, Inc.*		1,187		109,133
Loxo Oncology, Inc.*		24,771		497,897
MacroGenics, Inc.*		16,869		444,498
Medicines Co. (The)*		4,827		197,907
Momenta Pharmaceuticals, Inc.*		5,303		103,462
Myriad Genetics, Inc.*		12,649		475,096
NeoGenomics, Inc.*		195,788		1,190,391
NewLink Genetics Corp.*		5,937		266,631
Nivalis Therapeutics, Inc.*		13,453		195,607
Pfenex, Inc.*		20,444		446,701
Repligen Corp.*		7,918		269,845
Second Sight Medical Products, Inc.*		20,245		192,530
Spectrum Pharmaceuticals, Inc.*		6,074		44,158
Sunesis Pharmaceuticals, Inc.*		84,716		100,812
Veracyte, Inc.*		19,944		188,072

				8,251,394

Building Materials — 2.8%
AAON, Inc.		2,382		49,260
Apogee Enterprises, Inc.		9,549		497,980
Aspen Aerogels, Inc.*		40,577		303,110
Builders FirstSource, Inc.*		30,969		458,651
Caesarstone Sdot-Yam Ltd. (Israel)		6,469		257,402


	Number
	of Shares		Value

Building Materials — (Continued)
Drew Industries, Inc.		1,629	$	90,019
Energy Focus, Inc.*		10,064		220,402
Gibraltar Industries, Inc.*		23,770		389,590
Griffon Corp.		4,619		76,860
Headwaters, Inc.*		4,288		86,532
NCI Building Systems, Inc.*		30,056		313,484
Patrick Industries, Inc.*		16,512		623,988
PGT, Inc.*		62,365		833,820
Quanex Building Products Corp.		2,595		46,580
Simpson Manufacturing Co., Inc.		4,180		145,924
Stock Building Supply Holdings, Inc.*		19,812		373,060
Universal Forest Products, Inc.		2,701		162,222
US Concrete, Inc.*		19,267		997,645

				5,926,529

Chemicals — 1.5%
A. Schulman, Inc.		1,903		65,330
Aceto Corp.		10,328		231,450
American Vanguard Corp.		17,479		233,519
Balchem Corp.		1,608		94,116
Calgon Carbon Corp.		4,496		73,105
Codexis, Inc.*		65,260		243,420
Hawkins, Inc.		6,889		262,126
Innophos Holdings, Inc.		1,419		68,211
Innospec, Inc.		1,325		65,058
Intrepid Potash, Inc.*		6,698		52,981
KMG Chemicals, Inc.		16,370		330,674
Koppers Holdings, Inc.		3,636		75,629
Kraton Performance Polymers, Inc.*		3,213		67,826
Landec Corp.*		83,839		1,115,059
OM Group, Inc.		2,104		70,484
Quaker Chemical Corp.		932		73,964
Stepan Co.		2,701		121,626

				3,244,578

Commercial Services — 8.2%
ABM Industries, Inc.		2,589		82,874
Alarm.com Holdings, Inc.*		16,490		280,660
Albany Molecular Research, Inc.*		4,052		80,797
AMN Healthcare Services, Inc.*		49,299		1,656,446
ARC Document Solutions, Inc.*		50,270		333,793
Ascent Capital Group, Inc., Class A*		5,586		156,855
Barrett Business Services, Inc.		19,710		702,662
Brink’s Co. (The)		25,755		738,138
Capella Education Co.		1,794		87,457
Cardtronics, Inc.*		2,382		82,179
CorVel Corp.*		1,091		32,763

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Commercial Services — (Continued)
Cross Country Healthcare, Inc.*		101,876	$	1,415,058
Electro Rent Corp.		35,930		383,014
ExamWorks Group, Inc.*		2,830		101,371
Green Dot Corp., Class A*		3,371		59,633
Hackett Group, Inc. (The)		52,689		742,388
Healthcare Services Group, Inc.		3,392		113,428
Heartland Payment Systems, Inc.		1,233		73,462
Heidrick & Struggles International, Inc.		15,400		300,146
Huron Consulting Group, Inc.*		5,707		413,130
INC Research Holdings, Inc., Class A*		9,133		374,544
Insperity, Inc.		6,436		285,694
Kelly Services, Inc., Class A		23,614		341,222
Kforce, Inc.		7,505		201,059
Korn/Ferry International		3,699		126,025
Landauer, Inc.		1,752		67,294
LendingTree, Inc.*		10,451		1,107,283
Liberty Tax, Inc.		12,760		300,626
Matthews International Corp., Class A		1,608		81,654
Medifast, Inc.*		14,900		413,773
Monro Muffler Brake, Inc.		1,672		105,988
Monster Worldwide, Inc.*		8,469		61,570
Navigant Consulting, Inc.*		3,071		48,491
Nord Anglia Education, Inc. (Cayman Islands)*		17,513		359,717
Nutrisystem, Inc.		14,669		410,439
NV5 Holdings, Inc.*		8,250		177,540
On Assignment, Inc.*		3,035		109,199
PAREXEL International Corp.*		2,736		179,810
Patriot National, Inc.*		34,069		553,962
Paylocity Holding Corp.*		13,938		460,233
PFSweb, Inc.*		57,324		748,078
Resources Connection, Inc.		3,737		58,634
ServiceSource International, Inc.*		26,722		126,662
Sotheby’s		14,165		498,750
SP Plus Corp.*		37,394		858,940
Strayer Education, Inc.*		1,605		83,845
Team Health Holdings, Inc.*		6,854		402,604
Team, Inc.*		8,505		355,849
TrueBlue, Inc.*		2,701		64,824
Viad Corp.		9,991		273,154
WEX, Inc.*		3,934		371,881

				17,445,598


	Number
	of Shares		Value

Computers — 4.2%
CACI International, Inc., Class A*		1,145	$	89,791
Computer Services, Inc.		16,069		658,829
Convergys Corp.		9,239		208,801
Datalink Corp.*		82,410		477,978
Digimarc Corp.*		15,405		587,393
Dot Hill Systems Corp.*		67,380		651,565
Electronics For Imaging, Inc.*		1,897		83,032
EPAM Systems, Inc.*		6,889		486,432
ExlService Holdings, Inc.*		13,091		473,632
Globant S.A. (Luxembourg)*		41,196		1,120,531
Icad, Inc.*		111,605		443,072
Immersion Corp.*		22,476		260,497
Insight Enterprises, Inc.*		3,352		84,839
Kornit Digital Ltd. (Israel)*		21,402		262,174
Manhattan Associates, Inc.*		11,183		653,982
MAXIMUS, Inc.		3,243		196,364
Mercury Systems, Inc.*		25,243		399,849
NetScout Systems, Inc.*		1,276		46,638
PAR Technology Corp.*		31,860		143,370
Radisys Corp.*		108,290		296,715
Super Micro Computer, Inc.*		2,807		76,771
Sykes Enterprises, Inc.*		12,473		313,696
Synaptics, Inc.*		2,264		158,684
TeleTech Holdings, Inc.		3,501		94,702
Virtusa Corp.*		1,029		54,455
Vocera Communications, Inc.*		25,883		303,866
Xplore Technologies Corp.*		61,112		343,755

				8,971,413

Distribution/Wholesale — 0.1%
Pool Corp.		2,106		146,746
ScanSource, Inc.*		1,716		65,551
Veritiv Corp.*		836		30,037

				242,334

Diversified Financial Services — 2.6%
Blackhawk Network Holdings, Inc., Class B*		23,863		942,827
Ellie Mae, Inc.*		12,362		895,380
Enova International, Inc.*		—^		5
Evercore Partners, Inc., Class A		2,877		150,697
Financial Engines, Inc.		2,493		80,923
FNFV Group*		43,573		630,501
Greenhill & Co., Inc.		3,337		117,162
Hennessy Advisors, Inc.		14,130		349,506
Interactive Brokers Group, Inc., Class A		3,063		122,275
JMP Group, LLC		54,280		388,102
MarketAxess Holdings, Inc.		2,439		220,534
Piper Jaffray Cos*		2,205		92,301

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Diversified Financial Services — (Continued)
PRA Group, Inc.*		9,174	$	488,882
Silvercrest Asset Management Group, Inc., Class A		19,466		229,115
Stifel Financial Corp.*		2,715		126,519
Virtus Investment Partners, Inc.		955		109,882
WageWorks, Inc.*		7,756		347,546
Westwood Holdings Group, Inc.		4,923		273,276

				5,565,433

Electric — 0.2%
ALLETE, Inc.		4,232		202,205
Avista Corp.		831		26,085
El Paso Electric Co.		1,366		48,356
UIL Holdings Corp.		3,856		175,564

				452,210

Electrical Components & Equipment — 0.4%
Advanced Energy Industries, Inc.*		2,466		59,850
Encore Wire Corp.		1,278		41,497
General Cable Corp.		6,009		87,431
Highpower International, Inc.*		11,500		25,185
Insteel Industries, Inc.		20,900		361,779
Powell Industries, Inc.		1,009		29,624
PowerSecure International, Inc.* .		24,280		292,817

				898,183

Electronics — 2.2%
American Science & Engineering, Inc.		1,481		58,218
Badger Meter, Inc.		1,318		76,826
Benchmark Electronics, Inc.*		4,783		102,213
Brady Corp., Class A		4,189		91,990
Checkpoint Systems, Inc.		8,260		66,741
Coherent, Inc.*		504		29,383
CTS Corp.		2,929		55,212
ESCO Technologies, Inc.		1,906		68,826
II-VI, Inc.*		3,812		64,385
IMAX Corp. (Canada)*		12,773		400,434
Imprivata, Inc.*		10,246		214,551
Itron, Inc.*		4,655		139,650
Ituran Location and Control Ltd. (Israel)		15,941		385,613
Methode Electronics, Inc.		3,109		82,606
Napco Security Technologies, Inc.*		44,741		267,551
Newport Corp.*		2,072		31,702
OSI Systems, Inc.*		1,315		96,048
Park Electrochemical Corp.		1,616		28,458
Rofin-Sinar Technologies, Inc.*		2,850		72,590
Rogers Corp.*		1,097		61,059
TASER International, Inc.*		20,444		478,390


	Number
	of Shares		Value

Electronics — (Continued)
Tech Data Corp.*		13,470	$	878,783
Vishay Intertechnology, Inc.		19,396		191,632
Watts Water Technologies, Inc., Class A		2,071		113,594
ZAGG, Inc.*		76,630		560,932

				4,617,387

Energy-Alternate Sources — 0.0%
Renewable Energy Group, Inc.*		1,800		15,156
REX American Resources Corp.*.		881		47,239

				62,395

Engineering & Construction — 1.0%
Aegion Corp.*		5,582		102,709
Argan, Inc.		5,696		222,998
Comfort Systems USA, Inc.		30,815		854,192
Dycom Industries, Inc.*		2,682		190,663
EMCOR Group, Inc.		4,741		218,513
Exponent, Inc.		1,390		59,422
MYR Group, Inc.*		9,736		279,326
Sterling Construction Co., Inc.*		45,970		213,301
TopBuild Corp.*		2,415		76,604

				2,217,728

Entertainment — 1.2%
AMC Entertainment Holdings, Inc., Class A		7,317		212,047
Carmike Cinemas, Inc.*		18,670		445,280
International Speedway Corp., Class A		28,078		901,023
Marriott Vacations Worldwide Corp.		2,258		160,341
Pinnacle Entertainment, Inc.*		3,694		139,522
SeaWorld Entertainment, Inc.		39,020		694,556

				2,552,769

Environmental Control — 0.7%
Clean Harbors, Inc.*		11,467		563,259
Fenix Parts, Inc.*		22,256		221,892
Tetra Tech, Inc.		4,089		106,232
US Ecology, Inc.		12,620		630,495

				1,521,878

Food — 1.8%
B&G Foods, Inc.		4,803		145,963
Calavo Growers, Inc.		9,329		543,414
Cal-Maine Foods, Inc.		1,158		61,513
Darling Ingredients, Inc.*		10,474		134,486
Diamond Foods, Inc.*		1,830		55,211
Fresh Market, Inc. (The)*		23,470		505,309
Ingles Markets, Inc., Class A		4,742		235,677
Inventure Foods, Inc.*		36,951		319,626
J&J Snack Foods Corp.		681		77,607

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Food — (Continued)
John B Sanfilippo & Son, Inc.		6,868	$	355,007
Lifeway Foods, Inc.*		13,858		199,694
Pinnacle Foods, Inc.		10,333		463,332
Sanderson Farms, Inc.		4,541		313,511
Snyder’s-Lance, Inc.		3,587		121,133
SpartanNash Co.		1,672		47,318
Village Super Market, Inc., Class A		11,594		322,197

				3,900,998

Forest Products & Paper — 0.2%
Deltic Timber Corp.		1,796		111,550
Neenah Paper, Inc.		1,303		75,209
PH Glatfelter Co.		3,361		60,700
Schweitzer-Mauduit International, Inc.		1,698		59,990

				307,449

Gas — 0.4%
Laclede Group, Inc. (The)		5,337		282,541
New Jersey Resources Corp.		2,340		66,152
Northwest Natural Gas Co.		2,390		105,112
Piedmont Natural Gas Co., Inc.		5,397		208,216
South Jersey Industries, Inc.		5,980		144,118
Southwest Gas Corp.		1,157		63,739

				869,878

Hand / Machine Tools — 0.3%
Franklin Electric Co., Inc.		2,910		85,234
Hardinge, Inc.		47,500		487,825

				573,059

Healthcare-Products — 5.5%
ABIOMED, Inc.*		1,897		181,922
Affymetrix, Inc.*		5,381		50,205
Alpha Pro Tech Ltd.*		110,399		229,630
Analogic Corp.		569		45,850
AtriCure, Inc.*		57,224		1,399,699
Avinger, Inc.*		15,974		230,665
Cantel Medical Corp.		1,814		90,029
CONMED Corp.		1,664		88,292
Cyberonics, Inc.*		1,406		91,868
Cynosure, Inc., Class A*		17,894		566,166
Digirad Corp.		69,985		265,943
GenMark Diagnostics, Inc.*		20,504		212,011
Glaukos Corp.*		9,575		281,218
Greatbatch, Inc.*		1,228		69,775
ICU Medical, Inc.*		771		87,524
Inogen, Inc.*		11,373		560,575
Integra LifeSciences Holdings Corp.*		1,544		92,609
Intersect ENT, Inc.*		23,131		588,915


	Number
	of Shares		Value

Healthcare-Products — (Continued)
K2M Group Holdings, Inc.*		36,790	$	781,052
LDR Holding Corp.*		24,662		920,386
LeMaitre Vascular, Inc.		38,127		504,039
Luminex Corp.*		3,317		60,436
Masimo Corp.*		3,409		138,508
Mazor Robotics Ltd., SP ADR (Israel)*		27,142		321,904
Meridian Bioscience, Inc.		4,835		92,494
Merit Medical Systems, Inc.*		2,635		59,946
NanoString Technologies, Inc.*		13,634		207,373
Natus Medical, Inc.*		1,325		53,901
NuVasive, Inc.*		2,238		117,987
Ocular Therapeutix, Inc.*		11,943		210,436
OraSure Technologies, Inc.*		39,240		211,896
Oxford Immunotec Global PLC (United Kingdom)*		20,334		292,200
PhotoMedex, Inc.*		47,740		37,476
SeaSpine Holdings Corp.*		1		9
Synergetics USA, Inc.*		104,750		445,188
T2 Biosystems, Inc.*		8,056		95,705
TransEnterix, Inc.*		46,822		123,610
Trinity Biotech PLC, SP ADR (Ireland)		31,477		483,487
Vascular Solutions, Inc.*		13,298		459,579
West Pharmaceutical Services, Inc.		10,504		586,648
Zeltiq Aesthetics, Inc.*		12,273		396,050

				11,733,206

Healthcare-Services — 2.1%
Acadia Healthcare Co., Inc.*		6,011		438,983
Addus HomeCare Corp.*		10,084		289,814
Adeptus Health, Inc., Class A*		4,077		406,232
Air Methods Corp.*		13,500		505,575
Almost Family, Inc.*		7,310		323,833
Amedisys, Inc.*		2,217		85,665
Amsurg Corp.*		7,941		622,733
Cancer Genetics, Inc.*		30,845		296,420
Chemed Corp.		621		84,673
Ensign Group, Inc. (The)		930		43,664
IPC Healthcare, Inc.*		1,552		123,229
Kindred Healthcare, Inc.		7,193		144,435
LHC Group, Inc.*		5,106		221,090
Molina Healthcare, Inc.*		2,020		150,672
Providence Service Corp. (The)*		927		41,557
Psychemedics Corp.		24,410		270,951
Surgical Care Affiliates, Inc.*		12,307		449,821

				4,499,347

Home Builders — 1.3%
Cavco Industries, Inc.*		5,995		428,942

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Home Builders — (Continued)
Green Brick Partners, Inc.*		52,537	$	638,325
Installed Building Products, Inc.*		27,547		736,056
M/I Homes, Inc.*		2,055		51,334
Meritage Homes Corp.*		2,475		104,296
Ryland Group, Inc. (The)		3,091		133,655
UCP, Inc., Class A*		32,040		261,126
William Lyon Homes, Class A*		17,351		393,174

				2,746,908

Home Furnishings — 0.9%
American Woodmark Corp.*		7,324		485,435
Bassett Furniture Industries, Inc.		14,254		413,651
Daktronics, Inc.		33,920		294,765
Ethan Allen Interiors, Inc.		2,052		61,047
Hooker Furniture Corp.		14,796		353,033
La-Z-Boy, Inc.		3,067		84,680
Skullcandy, Inc.*		33,210		233,134

				1,925,745

Household Products / Wares — 0.4%
Acme United Corp.		15,608		270,799
SodaStream International Ltd. (Israel)*		28,460		433,730
WD-40 Co.		995		83,321

				787,850

Housewares — 0.4%
Lifetime Brands, Inc.		38,780		563,086
Toro Co. (The)		2,674		190,656

				753,742

Insurance — 1.9%
American Equity Investment Life Holding Co.		2,236		54,245
American National Insurance Co.		5,300		526,237
Atlas Financial Holdings, Inc. (Cayman Islands)*		22,736		366,732
Conifer Holdings, Inc.*		8,880		88,445
eHealth, Inc.*		9,610		143,573
Employers Holdings, Inc.		3,729		82,224
Endurance Specialty Holdings Ltd. (Bermuda)		1		34
Hallmark Financial Services, Inc.*		52,080		598,399
Horace Mann Educators Corp.		3,432		114,011
Infinity Property & Casualty Corp.		1,164		89,954
ProAssurance Corp.		2,565		123,710
RLI Corp.		1,478		77,019
Selective Insurance Group, Inc.		3,866		117,217
Stewart Information Services Corp.		982		38,043


	Number
	of Shares		Value

Insurance — (Continued)
Universal Insurance Holdings, Inc.		2,126	$	52,363
White Mountains Insurance Group Ltd. (Bermuda)		2,038		1,465,954

				3,938,160

Internet — 4.1%
Autobytel, Inc.*		13,900		245,335
Blucora, Inc.*		4,421		61,717
Blue Nile, Inc.*		3,051		103,917
Chegg, Inc.*		49,758		369,702
comScore, Inc.*		9,970		520,534
ePlus, Inc.*		8,642		654,372
FTD Cos, Inc.*		1,304		38,977
j2 Global, Inc.		2,243		156,068
magicJack VocalTec Ltd. (Israel)*		60,390		548,945
Marketo, Inc.*		14,408		403,568
NIC, Inc.		3,334		62,813
Perficient, Inc.*		1,298		21,495
Q2 Holdings, Inc.*		44,300		1,158,888
QuinStreet, Inc.*		46,047		253,258
Rapid7, Inc.*		10,909		230,071
Reis, Inc.		16,435		409,232
RingCentral, Inc., Class A*		25,301		435,430
Shopify, Inc., Class A (Canada)*		11,626		320,180
SMTP, Inc.		25,173		117,810
Stamps.com, Inc.*		11,764		968,648
TeleCommunication Systems, Inc., Class A*		200,050		700,175
TheStreet, Inc.		121,509		212,641
Tucows, Inc., Class A*		8,152		211,300
VASCO Data Security International, Inc.*		1,622		27,120
Zendesk, Inc.*		20,395		421,769

				8,653,965

Investment Companies — 0.4%
Capital Southwest Corp.		12,528		568,020
PennantPark Floating Rate Capital Ltd.		23,767		285,917

				853,937

Iron / Steel — 0.0%
AK Steel Holding Corp.*		26,912		83,158

Leisure Time — 0.5%
Arctic Cat, Inc.		10,940		289,144
Callaway Golf Co.		4,678		41,400
MCBC Holdings, Inc.*		15,140		225,586
Nautilus, Inc.*		4,949		75,621
Planet Fitness, Inc., Class A*		12,399		220,826

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Leisure Time — (Continued)
Town Sports International Holdings, Inc.*		40,450	$	104,361

				956,938

Lodging — 0.6%
Boyd Gaming Corp.*		4,776		76,894
Interval Leisure Group, Inc.		196		3,932
Marcus Corp. (The)		20,911		405,883
Monarch Casino & Resort, Inc.*		24,943		437,750
Red Lion Hotels Corp.*		39,211		316,041

				1,240,500

Machinery-Construction & Mining — 0.1%
Astec Industries, Inc.		2,337		92,335

Machinery-Diversified — 0.8%
Applied Industrial Technologies, Inc.		3,840		162,586
Briggs & Stratton Corp.		3,946		78,841
Chart Industries, Inc.*		4,451		113,768
Columbus McKinnon Corp.		15,150		288,002
Hurco Cos, Inc.		15,190		468,460
Manitex International, Inc.*		41,630		266,432
Tennant Co.		1,666		95,495
Twin Disc, Inc.		16,840		235,592

				1,709,176

Media — 0.1%
Gannett Co., Inc.		9,737		127,652
Scholastic Corp.		1,251		54,056

				181,708

Metal Fabricate/Hardware — 0.7%
Advanced Drainage Systems, Inc.		7,746		220,064
CIRCOR International, Inc.		2,058		93,104
Dynamic Materials Corp.		45,475		515,232
Haynes International, Inc.		89		3,402
Mueller Industries, Inc.		2,467		78,475
NN, Inc.		18,560		449,338
TimkenSteel Corp.		5,887		105,201

				1,464,816

Mining — 0.4%
Alcoa, Inc.		—^		3
A-Mark Precious Metals, Inc.		26,581		279,100
Century Aluminum Co.*		10,485		58,716
Kaiser Aluminum Corp.		1,268		105,979
Materion Corp.		933		28,886
Stillwater Mining Co.*		12,813		122,364
United States Lime & Minerals, Inc.		5,185		255,309

				850,357


	Number
	of Shares		Value

Miscellaneous Manufacturing — 1.3%
Actuant Corp., Class A		7,774	$	166,675
AZZ, Inc.		1,154		58,392
Barnes Group, Inc.		3,127		120,796
CLARCOR, Inc.		6,307		355,526
EnPro Industries, Inc.		2,026		96,113
Fabrinet (Cayman Islands)*		3,054		60,714
Federal Signal Corp.		2,265		32,050
Harsco Corp.		11,836		136,824
John Bean Technologies Corp.		2,493		82,568
Lydall, Inc.*		14,616		396,971
Proto Labs, Inc.*		5,610		408,576
Smith & Wesson Holding Corp.*		36,618		662,053
Sturm Ruger & Co., Inc.		1,620		101,882

				2,679,140

Office Furnishings — 0.6%
Interface, Inc.		23,639		573,009
Kimball International, Inc., Class B.		23,006		251,456
Knoll, Inc.		18,457		441,491

				1,265,956

Oil & Gas — 1.6%
Callon Petroleum Co.*		27,808		254,999
Diamondback Energy, Inc.*		6,180		422,032
Evolution Petroleum Corp.		76,221		447,417
Gran Tierra Energy, Inc.*		116,010		288,865
Murphy USA, Inc.*		11,740		600,031
Northern Oil and Gas, Inc.*		15,824		95,419
PDC Energy, Inc.*		10,329		580,283
QEP Resources, Inc.		16,140		226,606
RSP Permian, Inc.*		14,126		338,176
Synergy Resources Corp.*		6,624		71,142
Unit Corp.*		9,868		149,994

				3,474,964

Oil & Gas Services — 1.2%
Dawson Geophysical Co.*		55,961		259,099
Flotek Industries, Inc.*		31,011		606,575
Independence Contract Drilling, Inc.*		29,267		202,820
Matrix Service Co.*		3,158		63,160
Mitcham Industries, Inc.*		27,894		120,223
Natural Gas Services Group, Inc.*		27,630		599,295
Newpark Resources, Inc.*		15,095		110,646
PHI, Inc., Non Voting Shares*		8,644		219,212
Profire Energy, Inc.*		173,230		188,821
SEACOR Holdings, Inc.*		1,242		80,121
Tesco Corp. (Canada)		2,751		23,356

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Oil & Gas Services — (Continued)
TETRA Technologies, Inc.*		18,525	$	142,457

				2,615,785

Packaging & Containers — 0.2%
AEP Industries, Inc.*		9,130		497,128

Pharmaceuticals — 4.2%
Akorn, Inc.*		3,082		122,633
Anika Therapeutics, Inc.*		1,068		37,818
BioDelivery Sciences International, Inc.*		61,123		412,580
Cempra, Inc.*		7,097		244,137
Chiasma, Inc.*		17,900		464,684
Depomed, Inc.*		17,130		461,311
DexCom, Inc.*		6,932		652,578
Diplomat Pharmacy, Inc.*		9,030		356,595
Foamix Pharmaceuticals Ltd. (Israel)*		45,244		459,679
Global Blood Therapeutics, Inc.*		10,147		502,175
Heron Therapeutics, Inc.*		7,796		299,834
Impax Laboratories, Inc.*		3,480		142,541
Imprimis Pharmaceuticals, Inc.*		36,105		281,258
Intra-Cellular Therapies, Inc.*		6,805		182,306
Lannett Co., Inc.*		748		35,867
Mirati Therapeutics, Inc.*		12,405		320,297
Nektar Therapeutics*		7,708		85,173
Neogen Corp.*		1,733		89,492
Nevro Corp.*		4,457		200,699
OPKO Health, Inc.*		4,103		44,394
Owens & Minor, Inc.		12,300		418,077
PharMerica Corp.*		2,116		69,236
PRA Health Sciences, Inc.*		5,437		204,594
Prestige Brands Holdings, Inc.*		4,121		191,709
Raptor Pharmaceutical Corp.*		14,992		181,853
Sorrento Therapeutics, Inc.*		12,457		157,955
Supernus Pharmaceuticals, Inc.*		24,008		435,745
Synergy Pharmaceuticals, Inc.*		48,449		339,143
Tetraphase Pharmaceuticals, Inc.*		14,116		612,776
uniQure NV (Netherlands)*		17,165		459,850
Xencor, Inc.*		16,633		278,935
Zynerba Pharmaceuticals, Inc.*		5,911		166,158

				8,912,082

Real Estate — 0.7%
Farmland Partners, Inc.		26,965		285,020
Forestar Group, Inc.*		8,338		107,810
HFF, Inc., Class A		12,953		470,582
Marcus & Millichap, Inc.*		16,743		710,908

				1,574,320


	Number
	of Shares		Value

REITS — 1.3%
Acadia Realty Trust		3,764	$	111,226
Agree Realty Corp.		1,641		46,686
American Assets Trust, Inc.		1,089		41,948
CareTrust REIT, Inc.		4,280		47,979
Cedar Realty Trust, Inc.		15,667		98,075
Chesapeake Lodging Trust		3,271		94,565
CoreSite Realty Corp.		1,355		65,975
DiamondRock Hospitality Co.		17,242		202,766
EastGroup Properties, Inc.		2,185		117,990
GEO Group, Inc. (The)		20,220		607,207
Getty Realty Corp.		5,876		92,606
Healthcare Realty Trust, Inc.		7,137		163,437
Inland Real Estate Corp.		9,846		82,805
Lexington Realty Trust		25,135		202,839
LTC Properties, Inc.		3,774		153,941
Omega Healthcare Investors, Inc.		—^		7
Post Properties, Inc.		2,005		110,997
PS Business Parks, Inc.		760		55,450
Retail Opportunity Investments Corp.		3,666		58,399
Sabra Health Care REIT, Inc.		6,477		155,254
Sovran Self Storage, Inc.		1,313		117,815
Universal Health Realty Income Trust		3,063		140,898
Urstadt Biddle Properties, Inc., Class A		3,944		70,716

				2,839,581

Retail — 7.1%
Ascena Retail Group, Inc.*		27,712		334,484
Barnes & Noble Education, Inc.*		—^		3
Barnes & Noble, Inc.		2,744		42,834
Big 5 Sporting Goods Corp.		50,480		580,520
Biglari Holdings, Inc.*		1,876		700,236
BJ’s Restaurants, Inc.*		637		27,385
Boot Barn Holdings, Inc.*		20,500		447,720
Buckle, Inc. (The)		1,533		64,693
Buffalo Wild Wings, Inc.*		3,318		629,358
Build-A-Bear Workshop, Inc.*		24,110		472,556
Burlington Stores, Inc.*		4,474		237,525
Caleres, Inc.		2,536		84,449
Carrols Restaurant Group, Inc.*		45,685		577,915
Casey’s General Stores, Inc.		1,888		199,864
Children’s Place, Inc. (The)		5,848		350,412
Christopher & Banks Corp.*		84,460		147,805
Chuy’s Holdings, Inc.*		18,166		556,606
Cracker Barrel Old Country Store, Inc.		1,050		151,389
Del Taco Restaurants, Inc.*		16,213		205,743

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Retail — (Continued)
DineEquity, Inc.		907	$	86,618
Express, Inc.*		5,095		103,938
Ezcorp, Inc., Class A*		7,436		46,996
Finish Line, Inc. (The), Class A		2,711		71,489
First Cash Financial Services, Inc.*		1,291		53,280
Five Below, Inc.*		5,646		218,331
Fogo De Chao, Inc.*		34,871		670,221
Genesco, Inc.*		976		58,453
Good Times Restaurants, Inc.*		39,175		270,308
Gordmans Stores, Inc.*		141,510		534,908
Group 1 Automotive, Inc.		894		78,136
Jack in the Box, Inc.		6,903		539,677
Kirkland’s, Inc.		33,822		754,907
Kona Grill, Inc.*		24,703		453,794
Lithia Motors, Inc., Class A		1,495		159,367
Lumber Liquidators Holdings, Inc.*		4,086		61,739
MarineMax, Inc.*		27,024		440,491
Men’s Wearhouse, Inc. (The)		3,502		197,688
Movado Group, Inc.		2,997		84,845
New York & Co., Inc.*		84,240		221,551
Outerwall, Inc.		7,472		460,275
Papa John’s International, Inc.		1,415		95,159
PC Connection, Inc.		22,610		476,393
PCM, Inc.*		43,310		423,572
Pep Boys-Manny Moe & Jack (The)*		8,204		99,268
Rave Restaurant Group, Inc.*		24,271		229,846
Red Robin Gourmet Burgers, Inc.*		711		56,020
Regis Corp.*		2,708		29,355
Restoration Hardware Holdings, Inc.*		4,226		390,820
Ruby Tuesday, Inc.*		63,563		418,245
Ruth’s Hospitality Group, Inc.		3,265		52,501
Sonic Automotive, Inc., Class A		2,467		53,065
Sonic Corp.		2,998		80,946
Stage Stores, Inc.		16,500		177,210
Texas Roadhouse, Inc.		2,804		100,916
TravelCenters of America, LLC*		17,349		204,545
Vitamin Shoppe, Inc.*		1,989		71,206
Wingstop, Inc.*		12,018		328,812
Xcel Brands, Inc.*		21,301		181,698
Zoe’s Kitchen, Inc.*		8,620		297,735

				15,145,821

Savings & Loans — 0.5%
Astoria Financial Corp.		5,686		91,943
Banc of California, Inc.		46,770		579,480


	Number
	of Shares		Value

Savings & Loans — (Continued)
Brookline Bancorp, Inc.		9,875	$	104,181
Dime Community Bancshares, Inc.		8,292		141,213
Northwest Bancshares, Inc.		4,708		60,451
Provident Financial Services, Inc.		1,738		32,918
Sterling BanCorp.		6,871		96,400

				1,106,586

Semiconductors — 3.4%
Ambarella, Inc. (Cayman Islands)*		2,156		206,178
Amtech Systems, Inc.*		51,830		282,992
AXT, Inc.*		121,190		265,406
Cabot Microelectronics Corp.*		1,204		52,230
Cavium, Inc.*		6,691		455,122
CEVA, Inc.*		12,083		232,598
Cirrus Logic, Inc.*		3,525		106,314
Cohu, Inc.		43,000		417,100
Diodes, Inc.*		4,886		96,205
Exar Corp.*		9,657		56,976
GigOptix, Inc.*		196,340		327,888
Inphi Corp.*		4,581		108,753
Integrated Silicon Solution, Inc.		28,520		626,584
IPG Photonics Corp.*		2,401		202,692
M/A-COM Technology Solutions Holdings, Inc.*		13,099		386,551
Microsemi Corp.*		4,990		158,482
Monolithic Power Systems, Inc.		10,030		482,343
Nanometrics, Inc.*		2,355		32,711
Nova Measuring Instruments Ltd. (Israel)*		20,263		221,475
Power Integrations, Inc.		3,164		124,187
Qorvo, Inc.*		—^		23
Rovi Corp.*		18,278		202,337
Rubicon Technology, Inc.*		64,110		89,754
Rudolph Technologies, Inc.*		61,491		784,625
Sigma Designs, Inc.*		24,343		239,779
Silicon Motion Technology Corp., ADR (Cayman Islands)		12,646		319,944
Tessera Technologies, Inc.		2,426		79,427
Ultra Clean Holdings, Inc.*		83,190		564,860
Ultratech, Inc.*		2,385		41,022
Veeco Instruments, Inc.*		4,146		95,648

				7,260,206

Software — 6.1%
2U, Inc.*		15,795		552,351
American Software, Inc., Class A		27,472		251,644
Benefitfocus, Inc.*		11,749		430,953
Blackbaud, Inc.		2,160		123,422

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Continued)

August 31, 2015


	Number
	of Shares		Value

Software — (Continued)
Bottomline Technologies, Inc.*		3,324	$	88,884
BroadSoft, Inc.*		11,750		370,830
Callidus Software, Inc.*		104,901		1,654,289
Computer Programs & Systems, Inc.		901		41,464
CSG Systems International, Inc.		38,360		1,185,708
Cvent, Inc.*		15,326		483,382
Dealertrack Technologies, Inc.*		2,223		139,515
Ebix, Inc.		2,006		56,950
Evolent Health, Inc., Class A*		23,903		406,351
Hortonworks, Inc.*		8,064		191,601
InnerWorkings, Inc.*		70,590		512,483
Interactive Intelligence Group, Inc.*		19		665
MAM Software Group, Inc.*		38,359		229,003
MedAssets, Inc.*		4,258		89,929
Medidata Solutions, Inc.*		3,734		179,307
MicroStrategy, Inc., Class A*		2,630		522,581
Model N, Inc.*		23,490		241,947
Omnicell, Inc.*		2,250		76,455
Paycom Software, Inc.*		31,541		1,215,590
Progress Software Corp.*		4,675		126,646
Proofpoint, Inc.*		14,598		822,451
QAD, Inc., Class A		22,678		570,805
Qlik Technologies, Inc.*		13,287		503,046
Radware Ltd. (Israel)*		19,102		355,488
Simulations Plus, Inc.		52,779		356,258
SYNNEX Corp.		1,652		130,822
Take-Two Interactive Software, Inc.*		3,989		116,200
Tyler Technologies, Inc.*		3,231		446,007
Verint Systems, Inc.*		7,189		383,389
Xactly Corp.*		21,565		146,858

				13,003,274

Telecommunications — 2.8%
Anixter International, Inc.*		2,639		167,999
Atlantic Tele-Network, Inc.		9,119		651,553
CalAmp Corp.*		1,804		29,982
Ciena Corp.*		17,712		396,040
Comtech Telecommunications Corp.		2,710		72,303
Consolidated Communications Holdings, Inc.		2,873		56,052
General Communication, Inc., Class A*		4,528		76,297
Gigamon, Inc.*		22,828		520,022
GTT Communications, Inc.*		35,983		791,266
Infinera Corp.*		21,648		472,359
Inteliquent, Inc.		15,025		275,258


	Number
	of Shares		Value

Telecommunications — (Continued)
Ixia*		6,177	$	95,558
LogMeIn, Inc.*		1,382		86,154
NETGEAR, Inc.*		2,001		60,790
NeuStar, Inc., Class A*		25,370		709,092
ORBCOMM, Inc.*		46,298		281,955
Sonus Networks, Inc.*		36,379		256,108
Telephone & Data Systems, Inc.		26,953		766,543
ViaSat, Inc.*		2,757		162,029

				5,927,360

Textiles — 0.8%
Dixie Group, Inc. (The)*		29,022		289,930
G&K Services, Inc., Class A		1,071		72,410
UniFirst Corp.		12,607		1,366,725

				1,729,065

Transportation — 2.0%
Air Transport Services Group, Inc.*		33,804		307,278
Atlas Air Worldwide Holdings, Inc.*		1,379		56,966
CAI International, Inc.*		13,160		173,186
Celadon Group, Inc.		2,623		50,073
Echo Global Logistics, Inc.*		6,841		159,122
Forward Air Corp.		6,251		281,420
Gener8 Maritime, Inc. (Marshall Islands)*		28,473		370,149
Heartland Express, Inc.		3,048		61,692
Hub Group, Inc., Class A*		3,609		136,023
Knight Transportation, Inc.		2,061		56,059
Marten Transport Ltd.		29,441		544,953
Matson, Inc.		2,740		103,243
Old Dominion Freight Line, Inc.*		7,764		516,228
PAM Transportation Services, Inc.*		14,850		573,656
Radiant Logistics, Inc.*		34,718		209,002
Saia, Inc.*		1,823		68,454
Swift Transportation Co.*		18,346		357,564
UTi Worldwide, Inc. (British Virgin Islands)*		5,906		42,051
Werner Enterprises, Inc.		10,587		280,450

				4,347,569

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

ALTAIR SMALLER COMPANIES FUND

Portfolio of Investments (Concluded)

August 31, 2015


	Number
	of Shares		Value

Water — 0.3%
American States Water Co.		2,811	$	106,115
PICO Holdings, Inc.*		46,138		597,487

				703,602

TOTAL COMMON STOCKS (Cost $195,622,999)				206,250,851

TOTAL INVESTMENTS - 96.9% (Cost $195,622,999)				206,250,851

OTHER ASSETS IN EXCESS OF LIABILITIES - 3.1%				6,683,492

NET ASSETS - 100.0%			$	212,934,343

*	Non-income producing security.

^	Amount is less than 0.5 Shares

ADR	American Depository Receipt

PLC	Public Limited Company

REIT	Real Estate Investment Trust

SP ADR

Sponsored American Depository Receipt

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

ALTAIR SMALLER COMPANIES FUND

Statement of Assets and Liabilities

August 31, 2015


ASSETS
Investments, at value (Cost $195,622,999)	$	206,250,851
Cash		7,649,709
Receivables for:
Investments sold		6,627,578
Capital shares sold		442,948
Dividends		77,627
Prepaid expenses		4,501

Total assets		221,053,214


LIABILITIES
Payables for:
Investments purchased		7,770,345
Investment sub-advisory fees		149,787
Administration and accounting services fees		81,346
Capital shares redeemed		46,000
Transfer agent fees		8,797
Custodian fees		4,781
Other accrued expenses and liabilities		57,815

Total liabilities		8,118,871

Net Assets	$	212,934,343

NET ASSETS CONSISTS OF
Par value	$	20,110
Paid-in capital		205,376,401
Accumulated net investment loss		(606,391	)
Accumulated net realized loss from investments		(2,483,671	)
Net unrealized appreciation on investments and foreign currency		10,627,894

Net Assets	$	212,934,343


CAPITAL SHARES:
Net Assets	$	212,934,343

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		20,110,050

Net asset value, offering and redemption price per share	$	10.59

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

ALTAIR SMALLER COMPANIES FUND

Statement of Operations

For The Period Ended August 31, 2015⁽¹⁾


INVESTMENT INCOME
Dividends (net of foreign taxes withheld of $ 3,793)	$	1,198,953

Total investment income.		1,198,953

EXPENSES
Sub-Advisory fees (Note 2)		1,322,557
Administration and accounting services fees (Note 2)		192,282
Custodian fees (Note 2)		143,292
Transfer agent fees (Note 2)		45,486
Legal fees		43,500
Registration and filing fees		40,160
Audit fees		18,945
Printing and shareholder reporting fees		13,000
Directors’ and officers’ fees		9,067
Other expenses		43,768

Total expenses		1,872,057

Net investment loss		(673,104	)

NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS
Net realized loss from:
Investments		(2,483,676	)
Net change in unrealized appreciation/(depreciation) on:
Investments		10,627,852
Foreign currency translation		42

Net realized and unrealized gain on investments		8,144,218

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	7,471,114

(1)	The Fund commenced operations on October 21, 2014.

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

ALTAIR SMALLER COMPANIES FUND

Statement of Changes in Net Assets


	For the
	Period Ended
	August 31, 2015⁽¹⁾
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment loss		$	(673,104	)
Net realized loss from investments			(2,483,676	)
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translation			10,627,894

Net increase in net assets resulting from operations			7,471,114


CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold			213,199,410
Shares redeemed			(7,736,181	)

Net increase in net assets from capital share transactions			205,463,229

Total increase in net assets			212,934,343

NET ASSETS
Beginning of period			—

End of period		$	212,934,343

Accumulated net investment loss, end of period		$	(606,391	)

SHARE TRANSACTIONS:
Shares sold			20,816,801
Shares redeemed			(706,751	)

Net increase in shares			20,110,050

(1)	The Fund commenced operations on October 21, 2014.

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

ALTAIR SMALLER COMPANIES FUND

Financial Highlights

Contained below is per share operating performance data for shares outstanding, total investment return, ratios to average net assets and other supplemental data for the representative period. This information has been derived from information provided in the financial statements.



	For the Period
	October 21, 2014⁽¹⁾
	to August 31, 2015
Per Share Operating Performance
Net asset value, beginning of period		$	10.00

Net investment loss⁽²⁾			(0.04	)
Net realized and unrealized gain from investments			0.63

Net increase in net assets resulting from operations			0.59

Net asset value, end of period		$	10.59

Total investment return⁽³⁾			5.90	%⁽⁴⁾

Ratios/Supplemental Data
Net assets, end of period (000’s omitted)		$	212,934
Ratio of expenses to average net assets			1.15	%⁽⁵⁾
Ratio of net investment loss to average net assets			(0.41	)%⁽⁵⁾
Portfolio turnover rate			95	%⁽⁴⁾

(1)	Commencement of operations.

(2)	Calculated based on average shares outstanding for the period.

(3)	Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

(4)	Not annualized.

(5)	Annualized.

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

ALTAIR SMALLER COMPANIES FUND

Notes to Financial Statements

August 31, 2015

1. Organization and Significant Accounting Policies

Portfolio Valuation– The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (typically 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. Investments in other open-end investment companies, if any, are valued based on the NAV of those investment companies (which may use fair value pricing as disclosed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors. Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.

Fair Value Measurements – The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:


• 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.); and

• Level 3	—	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

ALTAIR SMALLER COMPANIES FUND

Notes to Financial Statements (Continued)

August 31, 2015

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

Level 2

Other

Level 3

Level 1

Significant

Total Value

Quoted

Observable

Unobservable

at August 31, 2015

Price

Inputs

Investments in Securities*

206,250,851

—

* Please refer to Portfolio of Investments for further details.

For the period ended August 31, 2015, there were no transfers between Levels 1, 2 and 3 for the Fund.

Use of Estimates — The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Codification Topic 946. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and those differences could be significant.

ALTAIR SMALLER COMPANIES FUND

Notes to Financial Statements (Continued)

August 31, 2015

family are charged directly to the class, fund or fund family to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred for all the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Company’s Board of Directors deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.

Dividends and Distributions to Shareholders — Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains (including net short-term capital gains), if any, are declared and paid annually. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations which may differ from U.S. GAAP.

U.S. Tax Status — No provision is made for U.S. income taxes as it is the Fund’s intention to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.

Cash and Cash Equivalents — The Fund considers liquid assets deposited into a bank demand deposit account to be cash equivalents. These investments represent amounts held with financial institutions that are readily accessible to pay Fund expenses or purchase investments. Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.

Other — In the normal course of business, the Fund may enter into contracts that provide general indemnifications. The Fund’s maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future, and, therefore, cannot be estimated; however, based on experience, the risk of material loss from such claims is considered remote.

2. Investment Adviser and Other Services

Altair Advisers LLC (“Altair” or the “Adviser”) serves as the Fund’s investment adviser. Aperio Group, LLC, Driehaus Capital Management LLC, Granite Investment Partners, LLC, Pacific Ridge Capital Partners, LLC, Pier Capital LLC and River Road Asset Management, LLC each serves as an investment sub-adviser (“Sub-Adviser”) to the Fund.

The Fund is managed by the Adviser and one or more Sub-Advisers unaffiliated with the Adviser. The Adviser also has the ultimate responsibility to oversee the Sub-Advisers, and to recommend their hiring, termination and replacement, subject to approval by the Company’s Board of Directors (the “Board”). The Adviser has an investment team that is jointly responsible for the day-to-day management of the Fund. The Sub-Advisers provide investment advisory services to the portion of the Fund’s portfolio allocated to them by the Adviser. The Adviser and the Fund have entered into sub-advisory agreements with the Sub-Advisers to manage the Fund, subject to supervision of the Adviser and the Board, and in accordance with the investment objective and restrictions of the Fund. For their services, each Sub-Adviser is entitled to receive a fee based upon a percentage of the Fund’s average daily net assets, which will be paid by the Fund and not by the Adviser. However, in no event will the total sub-advisory fees exceed the annual rate of 1.00% of the Fund’s average daily net assets. For the period ended August 31, 2015, collectively, the Sub-Advisers earned fees of $1,322,557 or an annualized rate of 0.81%.

The Fund is currently only available to clients of the Adviser and to other investors at the Fund’s discretion. The Adviser does not receive a separate management fee from the Fund. However, pursuant to the Fund’s investment advisory agreement with the Adviser, the Adviser is entitled to receive reimbursement for out-of-pocket expenses it incurs in connection with its compliance monitoring of Fund trading, up to 0.01% of the Fund’s average daily net assets.

ALTAIR SMALLER COMPANIES FUND

Notes to Financial Statements (Continued)

August 31, 2015

The Adviser has contractually agreed to reimburse expenses in an aggregate amount equal to the amount by which the total annual Fund operating expenses (excluding certain items discussed below) exceeds 1.35% of the average daily net assets of the Fund. In determining the Adviser’s obligation to reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 1.35%: acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, litigation, extraordinary items, interest or taxes. This contractual limitation is in effect until at least October 20, 2015 and may not be terminated without approval by the Company’s Board of Directors. If at any time during the first three years the investment advisory agreement is in effect, the Fund’s total annual Fund operating expenses for that year are less than 1.35%, the Adviser may recoup any waived or reimbursed amounts from the Fund if such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement. For the period ended August 31, 2015, the Adviser earned no fees and did not waive or reimburse any fees.

Included in the administration and accounting service fees, shown on the Statement of Operations, are fees for providing regulatory administration services to RBB. For providing these services, BNY Mellon is entitled to receive compensation as agreed to by the Company and BNY Mellon. This fee is allocated to each portfolio of the Company in proportion to its net assets of the Company.

Foreside Funds Distributors LLC, serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.

3. Director Compensation

The Directors of the Company receive an annual retainer and meeting fees for meetings attended. The aggregate remuneration paid to the Directors by the Fund during the period ended August 31, 2015 was $8,736. Certain employees of BNY Mellon serve as an Officer of the Company. They are not compensated by the Fund or the Company.

4. Investment in Securities

For the period ended August 31, 2015, aggregate purchases and sales of investment securities (excluding short-term investments) of the Fund were as follows:


	Purchases	Sales
Investment Securities	$354,012,907	$155,893,887

5. Federal Income Tax Information

ALTAIR SMALLER COMPANIES FUND

Notes to Financial Statements (Continued)

August 31, 2015

including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.

As of August 31, 2015, the federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by the Fund were as follows:



Federal tax cost	$	196,517,442

Gross unrealized appreciation	$	22,241,169
Gross unrealized depreciation		(12,507,760	)

Net unrealized appreciation	$	9,733,409

Distributions to shareholders, if any, from net investment income and realized gains are determined in accordance with federal income tax regulations, which may differ from net investment income and realized gains recognized for financial reporting purposes. Accordingly, the character of distributions and composition of net assets for tax purposes may differ from those reflected in the accompanying financial statements. To the extent these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.

The following permanent differences as of August 31, 2015, primarily attributable to disallowed expenses and current year write-off of net operating loss, were reclassified among the following accounts:


Undistributed	Accumulated
Net Investment	Net Realized	Paid-In
Income	Gain/(Loss)	Capital
$66,713	$5	$	(66,718	)

As of August 31, 2015, the components of distributable earnings on a tax basis were as follows:


Undistributed	Undistributed	Net Unrealized	Qualified Late-Year
Ordinary Income	Long-Term Gains	Appreciation	Losses
$ —	$1,998	$9,733,451	$(2,197,617)

The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reportable as ordinary income for federal income tax purposes.

There were no dividends or distributions paid during the period ended August 31, 2015.

Pursuant to federal income tax rules applicable to regulated investment companies, the Fund may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the year ended August 31, 2015, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2015.

ALTAIR SMALLER COMPANIES FUND

Notes to Financial Statements (Concluded)

August 31, 2015

For the fiscal year ended August 31, 2015, the Fund deferred to September 1, 2015, the following losses:


Late-Year	Short-Term	Long-Term
Ordinary	Capital	Capital
Loss Deferral	Loss Deferral	Loss Deferral
$606,391	$1,591,226	$—

6. Subsequent Events

Management has evaluated the impact of all subsequent events on the Fund though the date the financial statements were issued, and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.

ALTAIR SMALLER COMPANIES FUND

Report of Independent Registered Public Accounting Firm

To the Board of Directors of The RBB Fund, Inc. and Shareholders of the Altair Smaller Companies Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Altair Smaller Companies Fund, a separately managed portfolio of The RBB Fund, Inc. (the “Fund”) at August 31, 2015, the results of its operations, the changes in its net assets and the financial highlights for the period October 21, 2014 (commencement of operations) through August 31, 2015, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at August 31, 2015 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Philadelphia, Pennsylvania

October 23, 2015

ALTAIR SMALLER COMPANIES FUND

Shareholder Tax Information

(Unaudited)

Certain tax information regarding the Fund is required to be provided to shareholders based upon the Fund’s income and distributions for the taxable period ended August 31, 2015. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ending December 31, 2015. During the fiscal period ended August 31, 2015, the Fund did not pay ordinary income dividends nor long-term capital gain dividends to its shareholders.

Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.

In general, dividends received by tax-exempt recipients (e.g., IRAs and Keoghs) need not be reported as taxable income for U.S. federal income tax purposes. However, some retirement trusts (e.g., corporate, Keogh and 403(b)(7) plans) may need this information for their annual information reporting.

Shareholders are advised to consult their own tax advisers with respect to the tax consequences of their investment in the Fund.

ALTAIR SMALLER COMPANIES FUND

Other Information

(Unaudited)

Proxy Voting

Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent 12-month period ended June 30 are available without charge, upon request, by calling (844) 261-6482 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

Quarterly Portfolio Schedules

The Company files a complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q. The Company’s Form N-Q is available on the SEC website at http://www.sec.gov and may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. Information on the operation of the SEC Public Reference Room may be obtained by calling (800) SEC-0330.

ALTAIR SMALLER COMPANIES FUND

Company Management

(Unaudited)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served ¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS
Julian A. Brodsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 7/33	Director	1988 to present	From 1969 to 2011, Director and Vice Chairman, Comcast Corporation (cable television and communications).	21	AMDOCS Limited (service provider to telecommu- nications companies).

J. Richard Carnall 103 Bellevue Parkway Wilmington, DE 19809 DOB: 9/38	Director	2002 to present	Since 1984, Director of Haydon Bolts, Inc. (bolt manufacturer) and Parkway Real Estate Company (subsidiary of Haydon Bolts, Inc.); since March 2004, Director of Cornerstone Bank.	21	None

Gregory P. Chandler 103 Bellevue Parkway Wilmington, DE 19809 DOB: 12/66	Director	2012 to present	Since May 2009, Chief Financial Officer, Emtec, Inc. (information technology consulting/services); from February 2003-April 2009, Managing Director, head of Business Services and IT Services Practice, Janney Montgomery Scott LLC (investment banking/brokerage).	21	Emtec, Inc.; FS Investment Corporation (business development company); FS Energy and Power Fund (business development company).

Nicholas A. Giordano 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/43	Director	2006 to present	Since 1997, Consultant, financial services organizations.	21	Kalmar Pooled Investment Trust (registered investment company); Wilmington Funds (registered investment company); WT Mutual Fund (registered investment company) (until March 2012); Independence Blue Cross; Intricon Corp. (producer of medical devices).

ALTAIR SMALLER COMPANIES FUND

Company Management (Continued)

(Unaudited)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served ¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years

Jay F. Nusblatt 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/61	Director	2012 to present	From July 2010 to March 2015, Head of U.S. Fund Accounting and Administration, BNY Mellon Asset Servicing; from 2006 to July 2010, Senior Vice President, Fund Accounting and Administration, PNC Global Investment Servicing.	21	None

Arnold M. Reichman 103 Bellevue Parkway Wilmington, DE 19809 DOB: 5/48	Chairman Director	2005 to present 1991 to present	Since 2006, Co-Founder and Chief Executive Officer, Lifebooker, LLC.	21	Independent Trustee of EIP Investment Trust (registered investment company).

Robert A. Straniere 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/41	Director	2006 to present	Since 2009, Administrative Law Judge, New York City; since 1980, Founding Partner, Straniere Law Group.	21	Reich and Tang Group (asset management).

INTERESTED DIRECTOR ²

Robert Sablowsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/38	Director	1991 to present	Since July 2002, Senior Vice President and prior thereto, Executive Vice President, of Oppenheimer & Co., Inc. (a registered broker-dealer).	21	None

ALTAIR SMALLER COMPANIES FUND

Company Management (Concluded)

(Unaudited)


Name, Address, and Age	Position(s) Held with Company	Term of Office and Length of Time Served ¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
OFFICERS

Salvatore Faia, JD, CPA, CFE Vigilant Compliance Services Brandywine Two 5 Christy Drive, Suite 208 Chadds Ford, PA 19317 DOB: 12/62	President Chief Compliance Officer	2009 to present 2004 to present	Since 2004, President, Vigilant Compliance Services; since 2005, Independent Trustee of EIP Investment Trust (registered investment company).	N/A	N/A

Joel Weiss 103 Bellevue Parkway Wilmington, DE 19809 DOB: 1/63	Treasurer	2009 to present	Since 1993, Vice President and Managing Director, BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A

Christina Morse 301 Bellevue Parkway Wilmington, DE 19809 DOB: 12/64	Secretary	2015 to present	Since August 2014, Vice President and Counsel, BNY Mellon Investment Servicing (US) Inc. (financial services company); from August 2013 to July 2014, Counsel, Lord, Abbett & Co. LLC; from May 2009 to July 2013, Vice President, BNY Mellon Investment Servicing (US) Inc.	N/A	N/A

James G. Shaw 103 Bellevue Parkway Wilmington, DE 19809 DOB: 10/60	Assistant Treasurer	2005 to present	Since 1995, Senior Director and Vice President of BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A

Michael P. Malloy One Logan Square, Ste. 2000 Philadelphia, PA 19103 DOB: 7/59	Assistant Secretary	1999 to present	Since 1993, Partner, Drinker Biddle & Reath LLP (law firm).	N/A	N/A

*	Each Director oversees twenty-one portfolios of the Company that are currently offered for sale.

Subject to the Company’s Retirement Policy, each Director may continue to serve as a Director until the last day of the calendar year in which the applicable Director attains age 75 or until his successor is elected and qualified or his death, resignation or removal. The Board reserves the right to waive the requirements of the Policy with respect to an individual Director. The Board has approved waivers of the policy with respect to Messrs. Brodsky, Carnall, and Sablowsky. Each officer holds office at the pleasure of the Board of Directors until the next special meeting of the Company or until his or her successor is duly elected and qualified, or until he or she dies, resigns or is removed.

ALTAIR SMALLER COMPANIES FUND

Privacy Notice

(Unaudited)


FACTS		WHAT DOES THE ALTAIR SMALLER COMPANIES FUND DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information may include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Altair Smaller Companies Fund chooses to share; and whether you can limit this sharing.


Reasons we can share your information	Does the Altair Smaller Companies Fund Share?	Can you limit this sharing?
For our everyday business purpose — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	Yes	No
For affiliates’ everyday business purposes — information about your transactions and experiences	Yes	No
For affiliates’ everyday business purposes — information about your creditworthiness	No	We don’t share
For our affiliates to market to you	No	We don’t share
For nonaffiliates to market to you	No	We don’t share


Questions?		Call 1-844-261-6482

ALTAIR SMALLER COMPANIES FUND

Privacy Notice

(Unaudited)

What we do

How does the Altair Smaller Companies Fund protect my personal information?

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.

How does the Altair Smaller Companies Fund collect my personal information?

We collect your personal information, for example, when you

• open an account

• provide account information

• give us your contact information

• make a wire transfer

• tell us where to send the money

We also collect your information from others, such as credit bureaus, affiliates, or other companies.

Why can’t I limit all sharing?

Federal law gives you the right to limit only

• sharing for affiliates’ everyday business purposes — information about your credit worthiness

• affiliates from using your information to market to you

• sharing for nonaffiliates to market to you

State laws and individual companies may give you additional rights to limit sharing.

Definitions

Affiliates

Companies related by common ownership or control. They can be financial and nonfinancial companies.

• Our affiliates include Altair Advisers LLC, the investment adviser to the Altair Smaller Companies Fund.

Nonaffiliates

Companies not related by common ownership or control. They can be financial and nonfinancial companies.

• Altair Smaller Companies Fund doesn’t share with nonaffiliates so they can market to you.

Joint marketing

A formal agreement between nonaffiliated financial companies that together market financial products or services to you.

• Altair Smaller Companies Fund may share your information with other financial institutions with whom they have joint marketing arrangements who may suggest additional fund services or other investments products which may be of interest to you. We do not currently have any joint marketing arrangements with other financial institutions.

Investment Adviser

Altair Advisers LLC

303 West Madison Street

Chicago, IL 60606

Administrator

BNY Mellon Investment Servicing (US) Inc.

301 Bellevue Parkway

Wilmington, DE 19809

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Principal Underwriter

Foreside Funds Distributors LLC

400 Berwyn Park

899 Cassatt Road

Berwyn, PA 19312

Custodian

The Bank of New York Mellon

One Wall Street

New York, NY 10286

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

Two Commerce Square

2001 Market Street, Suite 1800

Philadelphia, PA 19103

Legal Counsel

Drinker Biddle & Reath LLP

One Logan Square, Ste. 2000

Philadelphia, PA 19103

ALT-AR15

BOGLE INVESTMENT MANAGEMENT

SMALL CAP

GROWTH FUND

of THE RBB FUND, INC.

ANNUAL REPORT

AUGUST 31, 2015

This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

ANNUAL INVESTMENT ADVISER’S REPORT

(UNAUDITED)

Fellow Shareholder:

For the fiscal year ended August 31, 2015, the Bogle Investment Management Small Cap Growth Fund (the “Fund”) Investor Class of shares returned -9.09% and the Institutional Class of shares returned -8.99%, both net of fees, underperforming the unmanaged Russell 2000^® Index of small cap stocks (the “Benchmark”), which returned +0.03%. The Fund’s periodic returns and returns since inception are shown in the charts on pages five and six (returns are calculated as the growth of the dollar value of a minimum investment made at the inception of the Fund, compared to the same investment in the Benchmark). The balance of this letter covers the market environment, performance attribution, Fund characteristics, and a Bogle Investment Management, L.P. business update.

Market Environment. U.S. equity markets delivered flat performance for the fiscal year ended August 31, 2015, though the lack of any material total return belies the approximate 20% trading range the Benchmark experienced during the fiscal year. Market volatility, as measured by the VIX level of implied, expected volatility, which had been quite low in the past few years, spiked at both the beginning of the fiscal year (amid concerns over global economic weakness and the rapid decline of oil prices that fell over -50% from the beginning of the period, on September 1, 2014, through late January) and at the end of the fiscal year (with escalating concern about slowing economic growth in China). U.S. small cap equities dropped in September 2014 and the first half of October with the Benchmark losing more than -10%. The Benchmark then rebounded strongly, rising more than +11% in the second half of October. Small cap equity stocks then moved up fairly steadily; from November 1, 2014 through late-June 2015, the Benchmark added over +11%. However, that gain was short lived as small cap stocks declined from late-June through August 2015 to finish the fiscal year approximately flat. Concerns regarding the global impact of China’s problems, declining commodity prices, and uncertainty regarding the timing of Federal Reserve tightening dominated the headlines during the final months of the fiscal year.

For much of the fiscal year, investors tended to favor more expensive growth stocks as the Russell 2000^® Growth Index outperformed the Russell 2000^® Value Index (up +5.11% versus -4.95%); and by market-cap weighted indices generally outperforming equal weighted indices, with the Russell 2000^® Index (market-cap weighted) advancing +0.03%, compared with the Russell 2000^® Equal Weighted Index returning -3.06%. Size was not a material factor differentiating stock returns as both the Russell 1000^® Index of large cap stocks and the Russell 2000^® Index of small cap stocks were flat over the period. Volatility of the Fund and the Benchmark, as measured by the variability (standard deviation) of their returns, were below long-term averages.

Performance Attribution. Our management of the Fund during fiscal year 2015 was very disappointing. The Fund’s Investor Class of shares underperformed the Benchmark by -9.12%, net of all fees, and the Institutional Class of shares underperformed by -9.02%, net of all fees. The most basic evaluation we perform on our investment returns versus our Benchmark is to look at how much of the difference is attributed to our overall market exposure, any economic sector exposures we have that are different from the Benchmark, and the exposures that we have to individual stocks that are different from the Benchmark, which we refer to as “stock selection.” Because we hold very little cash and do not tend to have large active sector bets, the significant majority of our performance is typically attributed to stock selection, and this was the case in fiscal year 2015 (though sector exposures also had a negative impact). Most of the Fund’s underperformance can be attributed to the first four months of the fiscal year, amid the collapse in oil prices, from September 1 to December 31, when the Fund returned -5.86%, compared to the Benchmark return of +3.09%. Individual stocks in several sectors (including energy minerals and industrial services), that were affected by the price of oil, experienced such steep declines that even small sector differences resulted in unusually negative relative performance. Over the next four months from January 1 to April 30, the Fund rebounded and outperformed the Benchmark by over +3% as markets stabilized. However, the Fund gave back those gains from May 1 to the end of the fiscal year on August 31. The economic sectors of the stocks that detracted the most from relative performance

were industrial services and energy minerals. Specific stocks with large negative contributions were Comstock Resources, Inc. (CRK), Pioneer Energy Services Corp. (PES), and Helix Energy Solutions Group, Inc. (HLX). Sectors with positive contributions included consumer non-durables, notably Skechers USA, Inc. (SKX), and health technology stocks, Anacor Pharmaceuticals, Inc. (ANAC) and ICON PLC (ICLR).

While stock and sector selection are standard classifications for performance attribution, it is also important to evaluate the various components of our investment process that led to these results. Our investment process continues to be driven by a proprietary stock selection model that has been created and enhanced over our sixteen years in business by our team of five investment professionals, each with not less than a dozen years of quantitative investment experience. Our investment process combines insights derived from longer-term fundamental financial data with those exploiting non-fundamental, often shorter-term data. This combination can be thought of, conceptually, as the exploitation of investment opportunities created, primarily, by stocks with attractive fundamental financial characteristics that are, for any of myriad reasons, not fully appreciated by the market, and secondarily, by opportunistically modifying our exposure to these securities when market data indicate that there is a statistical probability that their current prices will either revert toward, or start to diverge from, their short-term equilibrium price levels. Stocks that our model finds attractive will typically have some or many of the following characteristics when compared to their closest peers: more attractive free cash flow, less leverage, more transparent accounting, organic improvement in their businesses, less expensive share prices, improving earnings outlooks, and less controversy. Our non-fundamental models consider recent share price volatility and direction, trading volume, and other market data to determine whether or not a stock is likely to diverge from or regress toward its shorter-term fundamental level. Our fundamental models tend to work best when markets are focused more on discriminating between similar stocks than on broader macroeconomic themes that tend to result in investors moving into or out of groups or portfolios of stocks in unison. During these latter environments, we expect our non-fundamental signals to add value by finding both a greater number of opportunities from, and greater likelihood of success with, mispricings caused by structurally driven trading. Given the volatile market environment during the fiscal year, and consistent with model tendencies, our fundamental models detracted the most from our performance. Within this category of our models, the Fund’s exposure to stocks that had attractively priced multiples on assets and cash flows, and stocks that we consider high financial quality (conservative accounting, lower or declining leverage, improving free cash flow, etc.) were the largest detractors to performance, as investors were demonstrating a strong preference for stocks that were relatively more expensive and those that exhibited what our models deemed to be poor financial quality.

Although our underperformance this year is frustrating, our extensive experience managing assets has given us the conviction that market conditions unfavorable to our investment approach are temporary and tend to self-correct, providing good opportunities to earn compelling returns when they do. We have seen before, and surely will see again, individual models or our entire investment process going through periods of significant underperformance. While many investors might have a tendency to think that “the world has changed” and consider changing their approach in an attempt to adapt to what the markets have been rewarding, we have probably a greater tendency than most to be patient with these episodes. We are quite slow and deliberate to make changes to what we are doing, believing that the more painful the underperformance, the more likely it is to be driven by temporarily manic market behavior that will ultimately abate, providing uncommonly good opportunities as a reward for that patience. This conviction comes not from tests; it comes from experiencing it with your and our own real world investments. We are confident that our approach will be rewarded over the long term. That said, we are careful to not allow ourselves to become dogmatic in our beliefs; we continue to evaluate every aspect of our performance every day. We are not only open to evolutionary changes to our approach, we continually and actively seek new insights that we hope will add value for our shareholders.

Fund Characteristics. As of the end of the fiscal year ended August 31, 2015, the Fund held 217 stocks, with the largest position representing 1.40% of net assets. As shown in the table on the next page, the Fund looks similar to its investable universe across a variety of fundamental risk characteristics. As of August 31, 2015, the Fund’s median market capitalization was smaller than its investable universe. The Fund’s median price-to-sales ratio was also below its investable universe, reflecting the influence of our relative valuation model.

The Fund’s annualized active volatility (the variability of the difference between Fund and Benchmark performance, also called “tracking error”) was 5.9% in the fiscal year ended August 31, 2015, below the Fund’s long-term

average of 6.8%. The Fund’s beta with the Benchmark, at approximately 1.07, was slightly higher than its long-term average.

Self-Assessment. Each year we take a hard, objective look at how well we have performed for you, both in investment results and the quality of service the Fund’s operations team provides. We deserve a failing grade for our fiscal 2015 investment performance as we underperformed the Benchmark by a considerable margin. While we have pointed to the factors that led to these poor results, at the end of the day we are one hundred percent responsible for building those factors into our investment process. Despite the recent negative performance, our long-term performance is strong. As of the end of this fiscal year, the Fund has beaten the Benchmark by approximately two and a half percentage points per year for the past three- and five-year periods, and by over three percentage points per year since the inception of the Fund almost sixteen years ago. This long-term performance has resulted in a cumulative net return of 441% for the Fund’s Investor Class of shares, almost twice the 234% cumulative return to the Benchmark. Despite the poor performance this year, we remain confident that our approach will be rewarded over the long term.


FUNDAMENTAL CHARACTERISTICS AUGUST 31, 2015
Median	BOGLX*		Investable Universe
Median Market Cap ($mil.)		$1,476		$2,984
Price/Historical Earnings		20.7x		22.3x
Price/Forward Earnings		18.0x		19.1x
Price/Sales		1.2x		2.1x
* The Bogle Small Cap Growth Fund Investor Shares. Median characteristics refer to the Fund’s holdings, not the Fund itself.


RISK STATISTICS* FISCAL YEAR PERIOD
Measurement	BOGLX		Russell 2000^® Index
Standard Deviation		18.3%		16.1%
Active Volatility		5.9%
Beta with Russell 2000^® Index		1.07
* Risk statistics apply to the Fund and Benchmark. Standard deviation is a statistical measure of the range of performance. Active risk is the standard deviation of the difference between the Fund and Benchmark performance. Beta is a measure of a portfolio’s sensitivity to market movements.

While investment results are (and should be!) the focus of your investor experience with us, our shareholder and investor services are important as well. We continue to work with BNY Mellon Investment Servicing (US) Inc., giving them feedback that we have received from you as well as feedback from us directly based on our own experiences as fellow shareholders. We continue to encourage you to let us know how we can improve your shareholder experience.

Progress at Bogle Investment Management. At the end of August 2015, net assets in the Fund were $180.3 million. Our investment team remains unchanged; the same five analysts we have always had continue to work together coming up with new ideas for improving our investment process. We appreciate you staying the course with your investments during this recent period of difficult performance. We remain confident that our investment models will again rebound, hopefully strongly, and that you will be rewarded for your patience and long-term perspective.

More information about the Fund, including sector allocation, fundamental characteristics, and top ten holdings, can be viewed on our website, www.boglefunds.com. NAVs are updated daily while other Fund information is updated quarterly. Fund information is also available on Morningstar.com and other internet-based financial data providers. We thank you for your ongoing support and, moreover, for the trust and confidence you have placed in us.

Respectfully,

Bogle Investment Management, L.P.

Management Office: 781-283-5000

Shareholder Services Toll Free: 1-877-BOGLEIM (264-5346)

The performance data quoted represents past performance and does not guarantee future results. Current performance may be lower or higher. Performance data current to the most recent month-end may be obtained at 1-877-264-5346. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. The performance quoted reflects fee waivers in effect and would have been less in their absence.

The Fund’s investment adviser, Bogle Investment Management, L.P. (the “Adviser”), has contractually agreed to waive management fees and reimburse expenses through December 31, 2015 to the extent that total annual Fund operating expenses (excluding certain expenses) exceed 1.25% and 1.35% for the Institutional Class and Investor Class, respectively. The Adviser, in its discretion, has the right to extend this waiver. The total expense ratios for the Institutional Class and Investor Class, as stated in the current prospectus dated December 31, 2014, are 1.32% and 1.42%, respectively.

The Russell 2000^® Index is an index of stocks 1001 through 3000 in the Russell 3000^® Index as ranked by total market capitalization. A direct investment in the index is not possible. The Russell^® Indexes are a trademark of the Frank Russell Company (“FRC”). FRC is the owner of the copyrights relating to the Russell Indexes and is the source of the Performance Values for the Russell Indexes.

Investing in small companies can involve more volatility, less liquidity and less available information than investing in large companies.

Portfolio composition is subject to change. The current and future portfolio holdings of the Fund are subject to investment risk.

COMPARISON OF CHANGE IN VALUE OF $1,000,000 INVESTMENT IN BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND INSTITUTIONAL CLASS⁽¹⁾⁽²⁾ VS. RUSSELL 2000^® INDEX (UNAUDITED)

LOGO

(1)

The chart and table assume a hypothetical $1,000,000 minimum initial investment in the Fund made on October 1, 1999 (inception) and reflect Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the index is unmanaged, does not incur expenses and is not available for investment. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(2)

The Adviser waived a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense limitation as set forth in the notes to the financial statements. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no waivers and reimbursements of fees and expenses in excess of expense limitations. Returns shown include the reinvestment of all dividends and other distributions. Past performance is not predictive of future performance. Investment return and principal value will fluctuate, so that your shares, when redeemed, may be worth more or less than their original cost.

(3)	For the period October 1, 1999 (commencement of operations) through August 31, 2015.

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND INVESTOR CLASS⁽¹⁾⁽²⁾ VS. RUSSELL 2000^® INDEX (UNAUDITED)

LOGO

(1)

The chart and table assume a hypothetical $10,000 minimum initial investment in the Fund made on October 1, 1999 (inception) and reflect Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the index is unmanaged, does not incur expenses and is not available for investment. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(2)

(3)	For the period October 1, 1999 (commencement of operations) through August 31, 2015.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

FUND EXPENSE EXAMPLES

(UNAUDITED)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees, shareholder servicing fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the six-month period from March 1, 2015 through August 31, 2015, and held for the entire period.

ACTUAL EXPENSES

The first line of the accompanying tables provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

The second line of the accompanying tables provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the accompanying tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the accompanying tables is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.


	INSTITUTIONAL CLASS
	BEGINNING ACCOUNT VALUE MARCH 1, 2015		ENDING ACCOUNT VALUE AUGUST 31, 2015		EXPENSES PAID DURING PERIOD*
Actual	$	1,000.00	$	921.10	$	6.05
Hypothetical (5% return before expenses)		1,000.00		1,018.90		6.36

	INVESTOR CLASS
	BEGINNING ACCOUNT VALUE MARCH 1, 2015		ENDING ACCOUNT VALUE AUGUST 31, 2015		EXPENSES PAID DURING PERIOD*
Actual	$	1,000.00	$	920.50	$	6.53
Hypothetical (5% return before expenses)		1,000.00		1,018.40		6.87

Expenses are equal to the Fund’s annualized six-month expense ratio of 1.25% for the Institutional Class and 1.35% for the Investor Class, which includes waived fees or reimbursed expenses, multiplied by the average account value over the period, multiplied by the number of days (184) in the most recent fiscal half-year, then divided by 365 to reflect the one-half year period. The Fund’s ending account values on the first line in each table are based on the actual six-month total investment return for each class of (7.89)% for the Institutional Class and (7.95)% for the Investor Class.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

PORTFOLIO HOLDINGS SUMMARY TABLE

AUGUST 31, 2015

(UNAUDITED)

The following table presents a summary by security type of the portfolio holdings of the Fund:


SECURITY TYPE & SECTOR CLASSIFICATION	% OF NET ASSETS		VALUE

COMMON STOCKS:
Finance		22.5%	$	40,542,730
Health Technology		11.0		19,901,642
Technology Services		10.3		18,602,026
Electronic Technology		8.5		15,320,023
Producer Manufacturing		7.0		12,616,646
Consumer Services		5.4		9,777,428
Retail Trade		4.8		8,647,826
Consumer Durables		4.4		7,939,119
Energy Minerals		4.4		7,839,080
Process Industries		4.1		7,400,414
Industrial Services		3.5		6,314,490
Health Services		3.3		6,001,744
Commercial Services		2.5		4,453,581
Transportation		2.4		4,315,596
Consumer Non-Durables		2.2		3,987,065
Non-Energy Minerals		1.8		3,204,044
Utility		1.3		2,313,456
Distribution Services		0.1		195,267
Communications		0.1		157,937
SHORT-TERM INVESTMENT		1.2		2,138,369
LIABILITIES IN EXCESS OF OTHER ASSETS		(0.8)		(1,401,444	)

NET ASSETS		100.0%	$	180,267,039

Portfolio holdings are subject to change at anytime.

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

PORTFOLIO OF INVESTMENTS

AUGUST 31, 2015


	NUMBER OF SHARES		VALUE
COMMON STOCKS—99.6%
COMMERCIAL SERVICES—2.5%
Civeo Corp		173,084	$	337,514
Constant Contact, Inc. *		9,320		230,763
Groupon, Inc. *		350,903		1,579,064
Hackett Group, Inc., (The)		1,707		24,052
Insperity, Inc.		18,329		813,624
ManpowerGroup, Inc.		14,953		1,299,416
RetailMeNot, Inc. *		13,446		121,014
Vectrus, Inc. *		1,937		48,134

				4,453,581

COMMUNICATIONS—0.1%
Inteliquent, Inc.		8,621		157,937

CONSUMER DURABLES—4.4%
Bassett Furniture Industries, Inc.		10,724		311,210
Cooper Tire & Rubber Co.		46,867		1,809,066
Fossil Group, Inc. *		24,894		1,532,973
Fuel Systems Solutions, Inc. *		45,839		313,997
Movado Group, Inc.		4,828		136,681
Nautilus, Inc. *		48,148		735,701
Take-Two Interactive Software, Inc. *		54,055		1,574,622
TiVo, Inc. *		167,568		1,524,869

				7,939,119

CONSUMER NON-DURABLES—2.2%
Alliance One International, Inc. *		2,382		54,977
John B. Sanfilippo & Son, Inc.		3,449		178,279
Phibro Animal Health Corp., Class A		3,017		106,500
Skechers U.S.A., Inc., Class A *		16,261		2,288,573
USANA Health Sciences, Inc. *		7,945		1,163,863
Vince Holding Corp. *		21,228		194,873

				3,987,065

CONSUMER SERVICES—5.4%
Ascent Capital Group, Inc., Class A *		9,624		270,242
Boyd Gaming Corp. *		91,804		1,478,044
CTC Media, Inc.		60,841		111,339
Denny’s Corp. *		51,940		583,286
Jack in the Box, Inc.		23,752		1,856,931
K12, Inc. *		45,691		604,035
McClatchy Co., (The), Class A *		41		52
MoneyGram International, Inc. *		54,653		477,667
Nutrisystem, Inc.		8,576		239,956
Penn National Gaming, Inc. *		80,534		1,462,497


	NUMBER OF SHARES		VALUE
CONSUMER SERVICES—(CONTINUED)
Phoenix New Media Ltd., ADR *		17,042	$	81,631
ServiceMaster Global Holdings, Inc. *		37,713		1,326,743
Steiner Leisure Ltd. *		19,065		1,213,869
Wingstop, Inc. *		2,600		71,136

				9,777,428

DISTRIBUTION SERVICES—0.1%
SpartanNash Co.		5,709		161,565
Veritiv Corp. *		938		33,702

				195,267

ELECTRONIC TECHNOLOGY—8.5%
ADTRAN, Inc.		2,991		47,916
Advanced Energy Industries, Inc. *		28,403		689,341
Allied Motion Technologies, Inc.		877		16,681
Calix, Inc. *		400		3,204
Celestica, Inc. *		361		4,408
Checkpoint Systems, Inc.		2,406		19,440
ChipMOS TECHNOLOGIES Bermuda Ltd.		95,095		1,767,816
Cohu, Inc.		10,621		103,024
Eastman Kodak Co. *		800		11,264
Embraer SA, SP ADR		16,300		412,064
Flextronics International Ltd. *		1,100		11,561
FormFactor, Inc. *		217,530		1,446,575
Hollysys Automation Technologies Ltd.		7,274		127,659
Infinera Corp. *		71,374		1,557,381
Ixia *		40,371		624,539
Kulicke & Soffa Industries, Inc. *		54,837		579,079
Mellanox Technologies Ltd. *		842		34,050
NeoPhotonics Corp. *		73,181		529,830
NETGEAR, Inc. *		18,070		548,967
Polycom, Inc. *		125,018		1,345,194
Sigma Designs, Inc. *		61,817		608,897
Skyworks Solutions, Inc.		24,028		2,098,846
SunEdison Semiconductor Ltd. *		112,875		1,354,500
Teradyne, Inc.		76,374		1,377,787

				15,320,023

ENERGY MINERALS—4.4%
Baytex Energy Corp.		186,747		1,077,530
Contango Oil & Gas Co. *		88,687		825,676
Enerplus Corp.		275,517		1,746,778
Penn West Petroleum Ltd.		248,295		191,187
Stone Energy Corp. *		302,216		1,713,565

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


	NUMBER OF SHARES		VALUE
ENERGY MINERALS—(CONTINUED)
SunCoke Energy, Inc.		46,596	$	534,922
WPX Energy, Inc. *		239,319		1,749,422

				7,839,080

FINANCE—22.5%
Aaron’s, Inc.		15,571		586,248
Ambac Financial Group, Inc. *		28,506		463,223
American National Insurance Co.		12,091		1,200,515
Assured Guaranty Ltd.		54,960		1,388,290
Bancolumbia SA, SP ADR		43,080		1,486,260
Cash America International, Inc.		70,068		1,933,877
Central Pacific Financial Corp.		75,487		1,565,600
Employers Holdings, Inc.		54,435		1,200,292
ePlus, Inc. *		12,591		953,391
First BanCorp Puerto Rico *		344,228		1,380,354
First Defiance Financial Corp.		7,829		295,075
First Horizon National Corp.		113,614		1,650,811
GAMCO Investors, Inc., Class A		12,371		723,704
Genworth Financial, Inc., Class A *		308,161		1,596,274
Heartland Financial USA, Inc.		22,436		815,997
Hilltop Holdings, Inc. *		72,780		1,502,907
Interactive Brokers Group, Inc., Class A		51,410		2,052,287
INTL. FCStone, Inc. *		52,429		1,387,271
Investment Technology Group, Inc.		99,292		1,630,375
Legg Mason, Inc.		26,165		1,159,894
LendingTree, Inc. *		20,540		2,176,213
MBIA, Inc. *		303,424		2,130,036
Navigators Group, Inc., (The) *		21,603		1,642,908
Nelnet, Inc., Class A		9,584		360,838
OM Asset Management PLC		12,935		213,686
Phoenix Cos, Inc. (The) *		7,725		125,531
Piper Jaffray Cos. *		38,108		1,595,201
Reinsurance Group of America, Inc.		24,449		2,221,925
Selective Insurance Group, Inc.		62,748		1,902,519
TAL International Group, Inc. *		96,188		1,763,126
United Insurance Holdings Corp.		4,267		56,068
United Rentals, Inc. *		19,300		1,338,069


	NUMBER OF SHARES		VALUE
FINANCE—(CONTINUED)
Universal Insurance Holdings, Inc.		1,785	$	43,965

				40,542,730

HEALTH SERVICES—3.3%
Alliance HealthCare Services, Inc. *		10,861		155,530
Amedisys, Inc. *		15,736		608,039
INC Research Holdings, Inc., Class A *		32,533		1,334,178
LHC Group, Inc. *		4,231		183,202
Molina Healthcare, Inc. *		27,859		2,078,003
VCA , Inc. *		29,664		1,642,792

				6,001,744

HEALTH TECHNOLOGY—11.0%
Affymetrix, Inc. *		101,779		949,598
Akebia Therapeutics, Inc. *		9,851		68,563
Alere, Inc. *		17,440		906,357
Anacor Pharmaceuticals, Inc. *		17,249		2,249,442
Atrion Corp.		422		163,314
Avalanche Biotechnologies, Inc. *		32,973		344,898
Bio-Rad Laboratories, Inc., Class A *		10,405		1,449,729
BioSpecifics Technologies Corp. *		164		8,144
Concert Pharmaceuticals, Inc. *		9,863		153,666
Cytokinetics, Inc. *		4,130		28,580
Enzon Pharmaceuticals, Inc.		58,661		58,074
ICON PLC. *		32,807		2,526,139
ICU Medical, Inc. *		4,713		535,020
ImmunoGen, Inc. *		122,619		1,650,452
Infinity Pharmaceuticals, Inc. *		138,328		1,220,053
Lipocine, Inc. *		9,429		138,795
Masimo Corp. *		8,273		336,132
Merit Medical Systems, Inc. *		11,202		254,846
Momenta Pharmaceuticals, Inc. *		27,482		536,174
NewLink Genetics Corp. *		43,590		1,957,627
OraSure Technologies, Inc. *		97,658		527,353
Orthofix International N.V. *		15,711		588,848
Progenics Pharmaceuticals, Inc. *		102,785		753,414
Recro Pharma, Inc. *		24,567		329,689
Rigel Pharmaceuticals, Inc. *		50,149		150,447
RTI Surgical, Inc. *		2,997		19,121
SciClone Pharmaceuticals, Inc. *		39,715		312,160
Sucampo Pharmaceuticals, Inc., Class A *		62,184		1,670,262

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


	NUMBER OF SHARES		VALUE
HEALTH TECHNOLOGY—(CONTINUED)
Syneron Medical Ltd *		1,562	$	14,745

				19,901,642

INDUSTRIAL SERVICES—3.5%
Comfort Systems USA, Inc.		6,538		181,233
Dycom Industries, Inc. *		19,816		1,408,719
Helix Energy Solutions Group, Inc. *		256,946		1,785,775
Nabors Industries Ltd.		144,741		1,670,311
Pacific Drilling SA *		59,900		119,800
Parker Drilling Co. *		164,220		553,421
Pioneer Energy Services Corp. *		179,828		595,231

				6,314,490

NON-ENERGY MINERALS—1.8%
Century Aluminum Co. *		274,425		1,536,780
Constellium N.V., Class A *		16,718		109,503
Dominion Diamond Corp.		75,669		895,921
Gerdau SA, SP ADR		230,931		341,778
Schnitzer Steel Industries, Inc., Class A		18,490		320,062

				3,204,044

PROCESS INDUSTRIES—4.1%
Argan, Inc.		16,975		664,571
Braskem SA, SP ADR		24,246		188,149
Cabot Corp.		45,341		1,535,700
Cambrex Corp. *		40,536		1,938,026
Cosan Ltd. Class A		397,590		1,483,011
Kraton Performance Polymers, Inc. *		28,330		598,046
Tronox Ltd., Class A		123,343		992,911

				7,400,414

PRODUCER MANUFACTURING—7.0%
Allison Transmission Holdings, Inc.		46,281		1,323,637
American Woodmark Corp. *		18,984		1,258,260
Blount International, Inc. *		20,607		141,982
Broadwind Energy, Inc. *		6,146		19,544
Chart Industries, Inc. *		68,494		1,750,707
Continental Building Products, Inc. *		40,495		809,495
Core Molding Technologies, Inc. *		5,093		111,282
Energy Focus, Inc. *		13,023		285,204
Global Brass & Copper Holdings, Inc.		19,598		384,905
Interface, Inc.		61,602		1,493,232
ITT Corp.		42,045		1,572,903
KMG Chemicals, Inc.		1,686		34,057
SPX Corp.		8,595		504,784
Tower International, Inc. *		49,908		1,220,251


	NUMBER OF SHARES		VALUE
PRODUCER MANUFACTURING—(CONTINUED)
Wabash National Corp. *		139,526	$	1,706,403

				12,616,646

RETAIL TRADE—4.8%
AutoNation, Inc. *		20,100		1,202,784
Barnes & Noble, Inc.		42,496		663,363
Carter’s, Inc.		13,073		1,285,207
Cia Brasileira de Distribuicao, SP PRF ADR		58,161		1,001,532
Citi Trends, Inc.		53,968		1,425,295
Express, Inc. *		85,000		1,734,000
Ingles Markets, Inc., Class A		13,443		668,117
Pep Boys-Manny, Moe & Jack (The) *		17,950		217,195
Sears Hometown and Outlet Stores, Inc. *		524		4,024
Shoe Carnival, Inc.		17,232		446,309

				8,647,826

TECHNOLOGY SERVICES—10.3%
A10 Networks, Inc. *		13,623		90,457
Aspen Technology, Inc. *		40,397		1,529,834
Bitauto Holdings Ltd., ADR *		8,866		238,052
BSQUARE Corp. *		1,645		9,985
CDW Corp.		53,545		2,128,414
CoreLogic, Inc. *		29,212		1,108,595
Earthlink Holdings Corp.		65,356		548,337
EnerNOC, Inc. *		16,370		152,896
Gigamon, Inc. *		26,719		608,659
Imperva, Inc. *		25,281		1,506,242
Infoblox, Inc. *		73,319		1,410,658
Jive Software, Inc. *		76,172		343,536
LogMein, Inc. *		31,170		1,943,138
Manhattan Associates, Inc. *		31,598		1,847,851
Marchex, Inc., Class B		13,886		55,127
MicroStrategy, Inc., Class A *		2,053		407,931
Net 1 UEPS Technologies, Inc. *		39,209		807,313
NICE-Systems Ltd., SP ADR		13,887		854,884
Rovi Corp. *		89,240		987,887
Sohu.com, Inc. *		31,010		1,467,703
Sykes Enterprises, Inc. *		8,451		212,543
Tucows, Inc., Class A *		8,358		216,639
United Online, Inc. *		237		2,581
Web.com Group, Inc. *		5,702		122,764

				18,602,026

TRANSPORTATION—2.4%
Air Transport Services Group, Inc. *		212		1,927
Atlas Air Worldwide Holdings, Inc. *		35,940		1,484,681
JetBlue Airways Corp. *		99,023		2,210,193

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

PORTFOLIO OF INVESTMENTS (CONCLUDED)

AUGUST 31, 2015


	NUMBER OF SHARES		VALUE
TRANSPORTATION—(CONTINUED)
Latam Airlines Group SA, SP ADR *		58,730	$	324,190
PAM Transportation Services, Inc. *		3,068		118,517
Republic Airways Holdings, Inc. *		7,104		21,880
USA Truck, Inc. *		7,808		154,208

				4,315,596

UTILITIES—1.3%
Calpine Corp. *		73,300		1,168,402
CPFL Energia SA, ADR		43,920		382,543
Pampa Energia SA, SP ADR *		15,334		244,424
Talen Energy Corp. *		36,357		518,087

				2,313,456

TOTAL COMMON STOCKS (Cost $187,199,771)				179,530,114

SHORT-TERM INVESTMENT—1.2%
BofA Cash Reserves Fund		2,138,369		2,138,369

TOTAL SHORT-TERM INVESTMENT (Cost $2,138,369)				2,138,369

TOTAL INVESTMENTS—100.8% (Cost $189,338,140)				181,668,483

LIABILITIES IN EXCESS OF OTHER ASSETS—(0.8)%				(1,401,444	)

NET ASSETS—100.0%			$	180,267,039

* Non-income producing.

ADR—American Depositary Receipt.

PLC—Public Limited Company

SP ADR—Sponsored American Depositary Receipt.

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

STATEMENT OF ASSETS AND LIABILITIES

AUGUST 31, 2015


ASSETS
Investments, at value (cost $189,338,140)	$	181,668,483
Receivables for:
Investments sold		2,309,307
Capital shares sold		157,514
Dividends and interest		180,102
Prepaid expenses and other assets		24,629

Total assets		184,340,035

LIABILITIES
Payables for:
Investments purchased		3,303,436
Capital shares redeemed		481,089
Investment advisory fees and shareholder servicing fees		137,367
Other accrued expenses and liabilities		151,104

Total liabilities		4,072,996

Net assets	$	180,267,039

NET ASSETS CONSIST OF
Capital stock, $0.001 par value	$	6,072
Paid-in capital		166,090,277
Accumulated net investment loss		(411,281	)
Accumulated net realized gain from investments		22,251,628
Net unrealized depreciation on investments		(7,669,657	)

Net assets	$	180,267,039

INSTITUTIONAL CLASS
Net assets	$	88,085,898

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		2,936,405

Net asset value, offering and redemption price per share	$	30.00

INVESTOR CLASS
Net assets	$	92,181,141

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		3,135,307

Net asset value, offering and redemption price per share	$	29.40

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

STATEMENT OF OPERATIONS

FOR THE YEAR ENDED AUGUST 31, 2015


INVESTMENT INCOME
Dividends (net of foreign withholding taxes of $30,137)	$	1,460,185

Total investment income		1,460,185

EXPENSES
Advisory fees (Note 2)		2,034,432
Administration and accounting fees (Note 2)		292,391
Transfer agent fees (Note 2)		150,540
Shareholder servicing fees (Investor Class)		103,225
Custodian fees (Note 2)		73,218
Professional fees		58,464
Printing and shareholder reporting fees		50,748
Registration and filing fees		38,718
Directors’ and officers’ fees		26,341
Insurance fees		11,167
Other expenses		3,579

Total expenses before waivers		2,842,823
Less: waivers		(193,985	)

Net expenses after waivers		2,648,838

Net investment loss		(1,188,653	)

NET REALIZED AND UNREALIZED GAIN/LOSS FROM INVESTMENTS
Net realized gain from investments		26,788,339
Net change in unrealized appreciation /(depreciation) on investments		(46,136,365	)

Net realized and unrealized loss on investments		(19,348,026	)

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(20,536,679	)

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

STATEMENTS OF CHANGES IN NET ASSETS


	FOR THE YEAR ENDED AUGUST 31, 2015			FOR THE YEAR ENDED AUGUST 31, 2014
INCREASE/(DECREASE) IN NET ASSETS FROM OPERATIONS:
Net investment loss	$	(1,188,653	)	$	(1,554,746	)
Net realized gain from investments		26,788,339			36,367,817
Net change in unrealized appreciation/(depreciation) on investments		(46,136,365	)		18,834,972

Net increase/(decrease) in net assets resulting from operations		(20,536,679	)		53,648,043

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income
Institutional Class		–			(211,232	)
Investor Class		–			(92,941	)
Net realized capital gains
Institutional Class		(13,849,300	)		–
Investor Class		(13,815,545	)		–

Net decrease in net assets from dividends and distributions to shareholders		(27,664,845	)		(304,173	)

INCREASE/(DECREASE) IN NET ASSETS DERIVED FROM CAPITAL SHARE TRANSACTIONS:
Institutional Class
Proceeds from shares sold		19,079,419			37,241,140
Reinvestment of distributions		13,556,406			205,141
Distributions for shares redeemed		(38,571,504	)		(47,869,174	)

Total from Institutional Class		(5,935,679	)		(10,422,893	)
Investor Class
Proceeds from shares sold		19,241,414			31,368,704
Reinvestment of distributions		13,118,025			87,771
Distributions for shares redeemed		(32,546,993	)		(16,267,560	)

Total from Investor Class		(187,554	)		15,188,915

Net increase/(decrease) in net assets from capital share transactions		(6,123,233	)		4,766,022

Total increase/(decrease) in net assets		(54,324,757	)		58,109,892
NET ASSETS:
Beginning of year		234,591,796			176,481,904

End of year	$	180,267,039		$	234,591,796

Accumulated net investment loss, end of year	$	(411,281	)	$	–

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

STATEMENTS OF CHANGES IN NET ASSETS (CONCLUDED)


	FOR THE YEAR ENDED AUGUST 31, 2015			FOR THE YEAR ENDED AUGUST 31, 2014
INCREASE/(DECREASE) IN SHARES OUTSTANDING DERIVED FROM SHARE TRANSACTIONS:
Institutional Class
Shares sold		585,082			1,084,194
Shares reinvested		437,753			6,207
Shares redeemed		(1,183,973	)		(1,346,938	)

Total from Institutional Class		(161,138	)		(256,537	)

Investor Class
Shares sold		586,070			913,039
Shares reinvested		431,968			2,698
Shares redeemed		(998,233	)		(475,125	)

Total from Investor Class		19,805			440,612

Net increase/(decrease) in shares outstanding derived from share transactions		(141,333	)		184,075

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

FINANCIAL HIGHLIGHTS

Contained below is per share operating performance data for each class of shares outstanding, total investment return, ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.


	INSTITUTIONAL CLASS
	FOR THE YEAR ENDED 8/31/15			FOR THE YEAR ENDED 8/31/14			FOR THE YEAR ENDED 8/31/13			FOR THE YEAR ENDED 8/31/12			FOR THE YEAR ENDED 8/31/11
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of year	$	38.07		$	29.49		$	21.76		$	19.38		$	14.81

Net investment income/(loss)*		(0.18	)		(0.23	)		0.10			(0.04	)		(0.10	)
Net realized and unrealized gain/(loss) from investments		(3.09	)		8.87			7.63			2.42			4.67

Net increase/(decrease) in net assets resulting from operations		(3.27	)		8.64			7.73			2.38			4.57

Dividends and distributions to shareholders from:
Net investment income		—			(0.06	)		—			—			—
Net realized capital gain		(4.80	)		—			—			—			—

Total dividends and distributions to shareholders		(4.80	)		(0.06	)		—			—			—

Net asset value, end of year	$	30.00		$	38.07		$	29.49		$	21.76		$	19.38

Total investment return⁽¹⁾		(8.99	)%		29.34	%		35.52	%		12.28	%		30.86	%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (000’s omitted)	$	88,086		$	117,923		$	98,898		$	48,526		$	38,274
Ratio of expenses to average net assets with waivers and reimbursements		1.25	%		1.25	%		1.25	%		1.25	%		1.25	%
Ratio of expenses to average net assets without waivers and reimbursements		1.35	%		1.32	%		1.39	%		1.51	%		1.44	%
Ratio of net investment income/(loss) to average net assets		(0.53	)%		(0.66	)%		0.37	%		(0.21	)%		(0.48	)%
Portfolio turnover rate		196.15	%		175.06	%		237.59	%		288.88	%		302.71	%

*	Calculated based on average shares outstanding for the period.

⁽¹⁾	Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

FINANCIAL HIGHLIGHTS


	INVESTOR CLASS
	FOR THE YEAR ENDED 8/31/15			FOR THE YEAR ENDED 8/31/14			FOR THE YEAR ENDED 8/31/13			FOR THE YEAR ENDED 8/31/12			FOR THE YEAR ENDED 8/31/11
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of year	$	37.45		$	29.00		$	21.42		$	19.10		$	14.61

Net investment income/(loss)*		(0.21	)		(0.26	)		0.07			(0.07	)		(0.12	)
Net realized and unrealized gain/(loss) from investments		(3.04	)		8.74			7.51			2.39			4.61

Net increase/(decrease) in net assets resulting from operations		(3.25	)		8.48			7.58			2.32			4.49

Dividends and distributions to shareholders from:
Net investment income		—			(0.03	)		—			—			—
Net realized capital gain		(4.80	)		—			—			—			—

Total dividends and distributions to shareholders		(4.80	)		(0.03	)		—			—			—

Net asset value, end of year	$	29.40		$	37.45		$	29.00		$	21.42		$	19.10

Total investment return⁽¹⁾		(9.09	)%		29.28	%		35.39	%		12.15	%		30.73	%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of year (000’s omitted)	$	92,181		$	116,669		$	77,584		$	58,011		$	74,155
Ratio of expenses to average net assets with waivers and reimbursements		1.35	%		1.35	%		1.35	%		1.35	%		1.35	%
Ratio of expenses to average net assets without waivers and reimbursements		1.45	%		1.43	%		1.49	%		1.60	%		1.54	%
Ratio of net investment income/(loss) to average net assets		(0.63	)%		(0.76	)%		0.27	%		(0.36	)%		(0.58	)%
Portfolio turnover rate		196.15	%		175.06	%		237.59	%		288.88	%		302.71	%

*	Calculated based on average shares outstanding for the period.

⁽¹⁾	Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

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

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

NOTES TO FINANCIAL STATEMENTS

1.	ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

PORTFOLIO VALUATION — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by the Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities having a remaining maturity of greater than 60 days are valued using an independent pricing service. Fixed income securities having a remaining maturity of 60 days or less are valued at amortized cost, which approximates market value. Investments in other open-end investment companies are valued based on the NAV of those investment companies (which may use fair value pricing as discussed in their prospectuses). If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by RBB’s Board of Directors (the “Board”). Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.

FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:

• 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.); and

• Level 3 –

significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

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


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
TOTAL INVESTMENTS*		$181,668,483		$181,668,483		$ —		$ —

*	See Portfolio of Investments for detail on portfolio holdings.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) require the Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between Levels are based on values at the end of the period. U.S. GAAP also requires the Fund to disclose amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. A reconciliation of Level 3 investments is presented only when the Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all transfers in and out of each Level within the three-tier hierarchy are disclosed when the Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.

For the year ended August 31, 2015, there were no transfers between Levels 1, 2 and 3 for the Fund that require disclosure.

USE OF ESTIMATES — The Fund is an investment company and follows accounting and reporting guidance in Financial Accounting Standards Board Accounting Standards Codification Topic 946. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and those differences could be significant.

INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — The Fund records security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income is accrued when earned. Dividend income is recorded on the ex-dividend date. The Fund’s net investment income (other than class specific shareholder servicing fees) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Company’s Board deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily for the purpose of determining the NAV of the Fund.

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, will be declared and paid at least annually to shareholders and recorded on the ex-dividend date. Income dividends and capital gains distributions are determined in accordance with U.S. federal income tax regulations which may differ from U.S. GAAP.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

U.S. TAX STATUS — No provision is made for U.S. income taxes as it is the Fund’s intention to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.

2.	INVESTMENT ADVISER AND OTHER SERVICES

Bogle Investment Management, L.P. (the “Adviser” or “Bogle”) serves as the Fund’s investment adviser. For its advisory services, the Adviser is entitled to receive a monthly fee from the Fund calculated at an annual rate of 1.00% of the Fund’s average daily net assets.

The Adviser has contractually agreed to waive management fees and reimburse expenses to the extent that total annual Fund operating expenses (excluding certain items discussed below) exceed 1.25% and 1.35% for the Institutional Class and Investor Class, respectively. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause total annual Fund operating expenses to exceed 1.25% and 1.35%, as applicable: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation is in effect until December 31, 2015 and may not be terminated without the approval of the Company’s Board. The Adviser may discontinue these arrangements at any time after December 31, 2015.

The contractual fee waiver does not provide for recoupment of fees that were waived or expenses that were reimbursed. For the year ended August 31, 2015, investment advisory fees and waivers of the Fund were as follows:


GROSS ADVISORY FEES		WAIVERS		NET ADVISORY FEES
$	2,034,432	$	168,555	$	1,865,877

The Fund will not pay the Adviser at a later time for any amounts waived or any amounts assumed.

In addition to serving as the Fund’s investment adviser, Bogle provides certain shareholder services to the Investor Class of the Fund. As compensation for such services, the Adviser receives a monthly fee equal to an annual rate of 0.10% of the average daily net assets of the Fund’s Investor Class.

BNY Mellon has voluntarily agreed to waive a portion of its administration and accounting fees for the Fund. For the year ended August 31, 2015, administration and accounting fees and waivers of the Fund were as follows:


GROSS ADMINISTRATION AND ACCOUNTING FEES		WAIVERS		NET ADMINISTRATION AND ACCOUNTING FEES
$	292,391	$	25,430	$	266,961

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Foreside Funds Distributors, LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.

The Fund will not pay The Bank of New York Mellon Corporation or any of its members or BNY Mellon’s affiliates at a later time for any amounts waived or any amounts assumed.

3.	DIRECTOR COMPENSATION

The Directors of the Company receive an annual retainer, meeting fees and reimbursement of out-of-pocket expenses for meetings attended. The remuneration paid to the Directors by the Fund during the year ended August 31, 2015 was $12,515. Certain employees of BNY Mellon serve as an Officer of the Company. They are not compensated by the Fund or the Company.

4.	INVESTMENT IN SECURITIES

For the year ended August 31, 2015, aggregate purchases and sales of investment securities (excluding short-term investments) of the Fund were as follows:

5.	FEDERAL INCOME TAX INFORMATION

As of August 31, 2015, federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by the Fund were as follows:


FEDERAL TAX COST		UNREALIZED APPRECIATION		UNREALIZED DEPRECIATION			NET UNREALIZED DEPRECIATION
$	189,945,681	$	16,164,523	$	(24,441,721	)	$	(8,277,198	)

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

NOTES TO FINANCIAL STATEMENTS (CONCLUDED)

these differences are permanent, such amounts are reclassified within the capital accounts based on the tax treatment; temporary differences do not require such reclassification.

The following permanent differences as of August 31, 2015, primarily attributable to short-term capital gains netted against net operating loss, were reclassified among the following accounts:


UNDISTRIBUTED NET INVESTMENT INCOME/(LOSS)		ACCUMULATED NET REALIZED GAIN/(LOSS)			PAID-IN CAPITAL
$	777,372	$	(777,372	)	$	—

As of August 31, 2015, the components of distributable earnings on a tax basis were as follows:


CAPITAL LOSS CARRYFORWARD		UNDISTRIBUTED ORDINARY INCOME		UNDISTRIBUTED LONG-TERM GAINS		UNREALIZED DEPRECIATION			QUALIFIED LATE-YEAR LOSS DEFERRAL
$	—	$	3,127	$	22,856,042	$	(8,277,198	)	$	(411,281	)

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.

The tax character of dividend and distributions paid during the fiscal year ended August 31, 2015 and 2014 was as follows:


	ORDINARY INCOME		LONG-TERM GAINS
2015	$	11,234,768	$	16,430,077
2014		304,173		—

Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law.

As of August 31, 2015, the Fund did not have any capital loss carryforwards.

6.	SUBSEQUENT EVENT

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors of The RBB Fund, Inc. and Shareholders of the Bogle Investment Management Small Cap Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Bogle Investment Management Small Cap Growth Fund, a separately managed portfolio of The RBB Fund, Inc. (the “Fund”) at August 31, 2015, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2015 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

Pricewaterhouse Coopers, LLP

Philadelphia, Pennsylvania

October 23, 2015

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

SHAREHOLDER TAX INFORMATION

(UNAUDITED)

Certain tax information regarding the Fund is required to be provided to shareholders based upon the Fund’s income and distributions for the taxable year ended August 31, 2015. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2015. During the fiscal year ended August 31, 2015, the Fund paid $11,234,768 of ordinary income dividends to its shareholders and paid $16,430,077 of long-term capital gains dividends to its shareholders. Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.

The percentage of ordinary income dividends qualifying for the 15% dividend tax rate is 8.75%.

The percentage of ordinary income dividends qualifying for the corporate dividends received deduction is 7.57%.

The percentage of qualified interest related dividends not subject to withholding tax for non-resident aliens and foreign corporations is 0.00%.

Shareholders are advised to consult their own tax advisers with respect to the tax consequences of their investment in the Fund.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

OTHER INFORMATION

(UNAUDITED)

PROXY VOTING

Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent 12-month period ended June 30 are available without charge, upon request, by calling (877) 264-5346 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

QUARTERLY PORTFOLIO SCHEDULES

APPROVAL OF INVESTMENT ADVISORY AGREEMENT

As required by the 1940 Act, the Board, including all of the Directors who are not “interested persons” of the Company, as that term is defined in the 1940 Act (the “Independent Directors”), considered the renewal of the investment advisory agreement between Bogle and the Company (the “Advisory Agreement”) on behalf of the Fund at a meeting of the Board held on May 13-14, 2015 (the “Meeting”). At the Meeting, the Board, including all of the Independent Directors, approved the Advisory Agreement for an additional one-year term. The Board’s decision to approve the Advisory Agreement reflects the exercise of its business judgment to continue the existing arrangement. In approving the Advisory Agreement, the Board considered information provided by the Adviser with the assistance and advice of counsel to the Independent Directors and the Company.

In considering the renewal and approval of the Advisory Agreement between the Company and Bogle with respect to the Fund, the Directors took into account all the materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting. Among other things, the Directors considered (i) the nature, extent, and quality of Bogle’s services provided to the Fund; (ii) descriptions of the experience and qualifications of Bogle’s personnel providing those services; (iii) Bogle’s investment philosophies and processes; (iv) Bogle’s assets under management and client descriptions; (v) Bogle’s soft dollar commission and trade allocation policies, including information on the types of research and services obtained in connection with soft dollar commissions; (vi) Bogle’s current advisory fee arrangement with the Company and other similarly managed clients; (vii) Bogle’s compliance procedures; (viii) Bogle’s financial information, insurance coverage and profitability analysis related to providing advisory services to the Fund; (ix) the extent to which economies of scale are relevant to the Fund; (x) a report prepared by Lipper comparing the Fund’s management fees and total expense ratio to those of its Lipper Peer Group and comparing the performance of the Fund to the performance of its Lipper Peer Group; and (xi) a report comparing the performance of the Fund to the performance of its benchmark.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

OTHER INFORMATION (CONCLUDED)

(UNAUDITED)

As part of their review, the Directors considered the nature, extent and quality of the services provided by Bogle. The Directors concluded that Bogle had substantial resources to provide services to the Fund and that Bogle’s services had been acceptable.

The Directors also considered the investment performance of the Fund and Bogle. The Directors noted that each class of the Fund had outperformed the Fund’s primary benchmark for the year-to-date, since inception, and three- and five-year periods ended March 31, 2015. The Directors noted that the investment performance of the Fund was in the 4th quintile within its Lipper Peer Group and Lipper performance universe for the one-year period ended December 31, 2014, but that it was in the 1st quintile for the two-, three-, four- and five-year periods ended December 31, 2014.

The Board also considered the advisory fee rate payable by the Fund under the Advisory Agreement. In this regard, information on the fees paid by the Fund and the Fund’s total operating expense ratio (before and after fee waivers and expense reimbursements) was compared to similar information for mutual funds advised by other, unaffiliated investment advisory firms. The Directors noted that the contractual advisory fees of the Fund were equal to the peer group median, and the actual advisory fees of the Fund were slightly lower than the peer group median. In addition, the Directors noted that Bogle has contractually agreed to waive management fees and reimburse expenses through December 31, 2015 to the extent that total annual Fund operating expenses exceed 1.25% and 1.35% for the Institutional Class and Investor Class, respectively.

After reviewing the information regarding the Fund’s costs, profitability and economies of scale, and after considering Bogle’s services, the Directors concluded that the investment advisory fees paid by the Fund were fair and reasonable and that the Advisory Agreement should be approved and continued for an additional one-year period ending August 16, 2016.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

COMPANY MANAGEMENT

(UNAUDITED)

Name, Address,

and Date of Birth

Position(s)

Held

with Company

Term of Office

and Length of

Time Served¹

Principal Occupation(s)

During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by
Director*

Other

Directorships

Held by Director

During

5 Years

INDEPENDENT DIRECTORS

Julian A. Brodsky

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 7/33

Director

1988 to present

From 1969 to 2011, Director and Vice Chairman, Comcast Corporation (cable television and communications).

AMDOCS Limited (service provider to telecommunications companies).

J. Richard Carnall

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 9/38

Director

2002 to present

Since 1984, Director of Haydon Bolts, Inc. (bolt manufacturer) and Parkway Real Estate Company (subsidiary of Haydon Bolts, Inc.); since March 2004, Director of Cornerstone Bank.

None

Gregory P. Chandler

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 12/66

Director

2012 to present

Since May 2009, Chief Financial Officer, Emtec, Inc. (information technology consulting/services); from February 2003-April 2009, Managing Director, head of Business Services and IT Services Practice, Janney Montgomery Scott LLC (investment banking/brokerage).

Emtec, Inc.; FS Investment Corporation (business development company); FS Energy and Power Fund (business development company).

Nicholas A. Giordano

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 3/43

Director

2006 to present

Since 1997, Consultant, financial services organizations.

Kalmar Pooled Investment Trust (registered investment company); Wilmington Funds (registered investment company); WT Mutual Fund (registered investment company) (until March 2012); Independence Blue Cross; Intricon Corp. (producer of medical devices).

Jay F. Nusblatt

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 4/61

Director

2012 to present

From July 2010 to March 2015, Head of U.S. Fund Accounting and Administration, BNY Mellon Asset Servicing; from 2006 to July 2010, Senior Vice President, Fund Accounting and Administration, PNC Global Investment Servicing.

None

Arnold M. Reichman

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 5/48

Chairman

Director

2005 to present

1991 to present

Since 2006, Co-Founder and Chief Executive Officer, Lifebooker, LLC.

Independent Trustee of EIP Investment Trust (Registered Investment Company).

Robert A. Straniere

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 3/41

Director

2006 to present

Since 2009, Administrative Law Judge, New York City; since 1980, Founding Partner, Straniere Law Group.

Reich and Tang Group (asset management).

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

COMPANY MANAGEMENT (CONCLUDED)

(UNAUDITED)

Name, Address,

and Date of Birth

Position(s)

Held

with Company

Term of Office

and Length of

Time Served¹

Principal Occupation(s)

During Past 5 Years

Number of
Portfolios in
Fund Complex
Overseen by
Director*

Other

Directorships

Held by Director

During

5 Years

INTERESTED DIRECTOR²

Robert Sablowsky

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 4/38

Director

1991 to present

Since July 2002, Senior Vice President and prior thereto, Executive Vice President, of Oppenheimer & Co., Inc. (a registered broker-dealer).

None

OFFICERS

Salvatore Faia, JD,

CPA, CFE

Vigilant Compliance Services

Brandywine Two

5 Christy Drive, Suite 208
Chadds Ford, PA 19317
DOB: 12/62

President

Chief Compliance Officer

2009 to present

2004 to present

Since 2004, President, Vigilant Compliance Services; since 2005, Independent Trustee of EIP Investment Trust (Registered Investment Company).

N/A

Joel Weiss

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 1/63

Treasurer

2009 to present

Since 1993, Vice President and Managing Director, BNY Mellon Investment Servicing (US) Inc. (financial services company).

N/A

Christina Morse

301 Bellevue Parkway Wilmington, DE 19809 DOB: 12/64

Secretary

2015 to present

Since August 2014, Vice President and Counsel, BNY Mellon Investment Servicing (US) Inc. (financial services company); from August 2013 to July 2014, Counsel, Lord, Abbett & Co. LLC; from May 2009 to July 2013, Vice President, BNY Mellon Investment Servicing (US) Inc.

N/A

James G. Shaw

103 Bellevue Parkway

Wilmington, DE 19809
DOB: 10/60

Assistant Treasurer

2005 to present

Since 1995, Senior Director and Vice President of BNY Mellon Investment Servicing (US) Inc. (financial services company).

N/A

Michael P. Malloy

One Logan Square,

Ste. 2000

Philadelphia, PA 19103
DOB: 7/59

Assistant

Secretary

1999 to present

Since 1993, Partner, Drinker Biddle & Reath LLP (law firm).

N/A

*	Each Director oversees twenty-one portfolios of the Company that are currently offered for sale.

^1.

Subject to the Company’s Retirement Policy, each Director may continue to serve as a Director until the last day of the calendar year in which the applicable Director attains age 75 or until his successor is elected and qualified or his death, resignation or removal. The Board reserves the right to waive the requirements of the Policy with respect to an individual Director. The Board has approved waivers of the policy with respect to Messrs. Brodsky, Carnall, and Sablowsky. Each officer holds office at the pleasure of the Board of Directors until the next special meeting of the Company or until his or her successor is duly elected and qualified, or until he or she dies, resigns or is removed.

^2.

Mr. Sablowsky is considered an “interested person” of the Company as that term is defined in the 1940 Act and is referred to as an “Interested Director.” He is considered an “Interested Director” of the Company by virtue of his position as a senior officer of Oppenheimer & Co., Inc., a registered broker-dealer.

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

PRIVACY NOTICE

(UNAUDITED)


FACTS		WHAT DOES THE BOGLE INVESTMENT MANAGEMENT SMALL CAP GROWTH FUND DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Bogle Investment Management Small Cap Growth Fund chooses to share; and whether you can limit this sharing.


Reasons we can share your personal information	Does the Bogle Investment Management Small Cap Growth Fund share?	Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes – to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don’t share
For our affiliates’ everyday business purposes – information about your transactions and experiences	Yes	No
For our affiliates’ everyday business purposes – information about your creditworthiness	No	We don’t share
For our affiliates to market to you	No	We don’t share
For nonaffiliates to market to you	No	We don’t share


Questions?		Call (877) 264-5346 or go to www.boglefunds.com

BOGLE INVESTMENT MANAGEMENT

SMALL CAP GROWTH FUND

PRIVACY NOTICE (CONCLUDED)

(UNAUDITED)


What we do

How does the Bogle Investment Management Small Cap Growth Fund protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does the Bogle Investment Management Small Cap Growth Fund collect my personal information?		We collect your personal information, for example, when you • open an account • provide account information • give us your contact information • make a wire transfer • tell us where to send the money We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only • sharing for affiliates’ everyday business purposes – information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies. • Our affiliates include Bogle Investment Management, L.P.
Nonaffiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies. • The Bogle Investment Management Small Cap Growth Fund doesn’t share with nonaffiliates so they can market to you. The Fund may share information with nonaffiliates that perform marketing services on our behalf.
Joint marketing		A formal agreement between nonaffiliated financial companies that together market financial products or services to you. • The Bogle Investment Management Small Cap Growth Fund does not jointly market.

Investment Adviser

Bogle Investment Management, L.P.

2310 Washington Street

Suite 310

Newton Lower Falls, MA 02462

Administrator

BNY Mellon Investment Servicing (US) Inc.

301 Bellevue Parkway

Wilmington, DE 19809

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Principal Underwriter

Foreside Funds Distributors LLC

400 Berwyn Park

899 Cassatt Road

Berwyn, PA 19312

Custodian

The Bank of New York Mellon

One Wall Street

New York, NY 10286

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

Two Commerce Square, Suite 1800

2001 Market Street

Philadelphia, PA 19103-7042

Legal Counsel

Drinker Biddle & Reath LLP

One Logan Square

Suite 2000

Philadelphia, PA 19103-6996

BOG-AR15

LOGO


BOSTON PARTNERS INVESTMENT FUNDS

Boston Partners Small Cap Value Fund II

(formerly Robeco Boston Partners Small Cap Value Fund II)

Boston Partners Long/Short Equity Fund

(formerly Robeco Boston Partners Long/Short Equity Fund)

Boston Partners Long/Short Research Fund

(formerly Robeco Boston Partners Long/Short Research Fund)

Boston Partners All-Cap Value Fund

(formerly Robeco Boston Partners All-Cap Value Fund)

WPG Partners Small/Micro Cap Value Fund

(formerly Robeco WPG Small/Micro Cap Value Fund)

Boston Partners Global Equity Fund

(formerly Robeco Boston Partners Global Equity Fund)

Boston Partners Global Long/Short Fund

(formerly Robeco Boston Partners Global Long/Short Fund)

Table of Contents


General Market Commentary			1

Fund Expense Examples			21

Portfolio Holdings Summary Tables			23

Portfolio of Investments			25

Statements of Assets and Liabilities			54

Statements of Operations			56

Statements of Changes in Net Assets			58

Financial Highlights			62

Notes to Financial Statements			66

Other Information			80

Privacy Notice			84


BOSTON PARTNERS INVESTMENT FUNDS


GENERAL MARKET COMMENTARY

Dear Shareholder,

For the fiscal year ended August 31, 2015, the S&P 500 Index returned 0.48%, which would mark the worst yearly return in six years. As of the August close, investor sentiment was dealing with the lackluster performance of the European economies, the new potential for a significant slowdown in China and the subsequent drop in commodity prices, all of which capped off a tumultuous year for investors now worried about an impending global recession. With valuations stretched, earnings growth put on hold and the Federal Reserve likely to raise interest rates by year-end, we have been due for a pullback. The market has become increasingly narrow with momentum from Facebook, Amazon, Netflix and Google stocks leading the market. In these uncertain times, investors have been more comfortable paying up for perceived predictability as growth (Russell 3000 Growth Index) has outperformed value (Russell 3000 Value Index) by over 7.5% so far this year. Prior to the August correction, many economically sensitive sectors, including energy, basic materials, transportation, industrials and media, had been underperforming, leading to top-heavy leadership. We view the correction as necessary and healthy for the overall market.

The global economy certainly has challenges. Global growth has been tepid over the past several years with investors patiently waiting for a noticeable pick-up in the Eurozone. It now appears that any improvement in Europe will be more than offset by the slowdown in China. Coincident economic indicators in China suggest that the current level of manufacturing economic growth may be closer to 2% to 3%, as opposed to government published GDP figures of 7%. Regardless of the exact number, Chinese growth has been disappointing for the past two years and investment will likely be pulled back until capacity utilization improves. The Chinese government has many tools at its disposal and has been using them including cutting the base lending rate and reserve requirement ratio for banks, pledging money to support the stock market and infrastructure spending and devaluing the Yuan. These actions will help re-accelerate growth, but investors may have to wait a year or more for visible signs of economic improvement.

While global growth is not accelerating as hoped, we would not draw parallels to the economic developments of 2008 and 2009. Corporate earnings in the U.S. appear to have hit a plateau due to slowing emerging markets, the strong U.S. dollar and lower oil and commodity prices. However, we do not believe the current earnings recession will lead to an economic recession. Earnings appear to be taking a pause, but not collapsing as they did in 2008. The U.S. financial system is quite healthy today as major banks are among the best capitalized banks in the world and increased regulations are keeping a lid on speculative activities. Aside from pockets of energy loans at selected financial institutions, credit quality, often referred to as the backbone of the economy, remains quite strong. In other sectors of the economy, corporate revenues and earnings comparisons have been negatively influenced by falling energy and commodity prices and the strong U.S. dollar. We believe these factors, which will continue to weigh on results for the remainder of the year, have been largely discounted by the market. Employment, housing, and consumer spending statistics also continue to point toward a healthy, growing economy aided in part by the lower cost of oil over the past year that has provided an economic tailwind for consumers’ disposable income.

We are not sure when this market sell-off will reach bottom, but we do not expect this correction will evolve into a recession-led bear market. During this time of uncertainty, our idea generation has picked up considerably. High quality, free cash generating companies that have a history of responsibly allocating capital have been unduly punished and offer excellent value today. We would expect to see more signs of stress in lower quality companies that have been aggressively using capital and pricing to carry out their unsustainable business models. We expect this market decline will result in new opportunities for active managers with long histories of success to exploit the current controversies and create excess returns for their clients.

Sincerely,

Boston Partners Investment Funds Management

Portfolio composition is subject to change. The current and future portfolio holdings of the Funds are subject to investment risk.


ANNUAL REPORT 2015			1


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS SMALL CAP VALUE FUND II (unaudited)

Dear Shareholder,

The Boston Partners Small Cap Value Fund II outperformed its benchmark, the Russell 2000^® Value Index (the “Index”), for the fiscal year ended August 31, 2015. After a strong performance last year, the small cap value market has experienced higher volatility in 2015, pushing the Index to a -4.95% return for the full fiscal year while the Fund’s Institutional Class returned -1.45%. The Fund has protected capital during recent market drops as well as performing well in the up markets, adding value across most sectors and maintaining its edge over the Index.

Over the last year, the Energy sector dropped precipitously with a return of -60.68% while Basic Industries returned -33.54%. In this environment, the Fund’s holdings in these areas held up better than those in the Index. Further, we were able to pick up stocks of high quality companies, exhibiting positive business momentum, as valuations dropped. Strong stock selection within Consumer Services and Consumer Non-Durables also contributed to relative performance, particularly Business Services and Retail holdings. The portfolio’s Capital Goods position was the largest detractor from relative performance, declining more than the Index as several machinery positions missed earnings and experienced weakness in their end markets.

Our positions within Finance, Utilities and REITs performed well overall, but our underweights detracted as we continued to be opportunistic in these areas. These sectors performed in line or better than the market and, at almost 50% of the Index’s weighting, their returns were impactful. Within Finance, the Fund has a healthy 20% weighting, but was focused more towards Insurance and Financial Services companies with strong fundamentals, with an underweight to regional banks which comprise a large percentage of the Index. As interest rates remained low, investors continued to look for high yielding stocks, driving up Utilities and REITs to what we believe are unattractive and unsustainable levels. When rates begin to rise, we expect this to be a tailwind for the Fund.

With higher volatility in the market, we see more opportunities for picking up high quality companies at attractive valuations. Further, we believe the U.S. financial system is strong and the market can withstand a moderate pullback. With this backdrop, we continue to look for the best opportunities from a risk/reward perspective across the market. Looking forward, we believe that the portfolio is well positioned with the characteristics that work—attractive valuation, sound fundamentals and catalysts for change—to continue to provide for outperformance over the long term.

Sincerely,

David Dabora, CFA

Portfolio Manager, Boston Partners Small Cap Value Fund II

Small cap companies, as defined by our product, are those with a market capitalization similar to the Russell 2000^® Value Index. These companies tend to be new, in early development, or in transition. Usually, small caps are rapidly evolving, generating a new product or service, or taking advantage of a new market. However, returns may be inconsistent and may fluctuate widely over the short term, and small stock valuations tend to be more sensitive to market psychology. The Fund may invest in more

aggressive investments such as foreign securities which may expose the Fund to currency and exchange rate fluctuations, illiquid securities, which may cause greater volatility and less liquidity. As a result, an investment in Boston Partners Small Cap Value Fund II should be part of a carefully diversified portfolio.

P/E: Price/Earnings: A valuation ratio of a company’s current share price compared to its per-share earnings

P/B: Price/Book: A valuation ratio used by investors which compares a stock’s per-share price (market value) to its book value.

ROE: Return on Equity: Measures a corporation’s profitability by revealing how much profit a company generates with the money invested.

OROA: Operating Return on Operating Assets: The return on operating assets measurement focuses attention on only those assets used to generate revenue.

Portfolio characteristics refer to the underlying securities in the fund’s portfolio and do not represent or predict the performance of any fund.


Top Ten Positions (as of 8/31/15)	% of Net Assets
First American Financial Corp.		1.89%
World Fuel Services Corp.		1.77%
SYNNEX Corp.		1.66%
Men’s Wearhouse, Inc., (The)		1.55%
Finish Line, Inc., (The), Class A		1.47%
Graphic Packaging Holding Co.		1.32%
EnerSys		1.28%
Stewart Information Services Corp.		1.28%
Drew Industries, Inc.		1.26%
Two Harbors Investment Corp.		1.25%


Portfolio Review (as of 8/31/15)
P/E: Price/Earnings:	15.6	x
P/B: Price/Book:	1.5	x
Holdings:	162
Weighted Average Market Capitalization (millions):	$1,914
ROE: Return on Equity:	12.4	%
OROA: Operating Return on Operating Assets:	37.8	%

Portfolio holdings are subject to change at any time.


2		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS SMALL CAP VALUE FUND II (unaudited) (continued)

Comparison of Change in Value of $100,000 Investment in Boston Partners Small Cap Value Fund II vs. Russell Indices

LOGO

The chart assumes a hypothetical $100,000 minimum initial investment in the Fund made on August 31, 2005 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the Russell indices are unmanaged, do not incur expenses and are not available for investment.



For The Periods Ended August 31, 2015

	Average Annual Total Return								Gross Expense Ratio		Net Expense Ratio
	1 Year		3 Year		5 Year		10 Year		Gross Expense Ratio		Net Expense Ratio
Small Cap Value Fund II — Institutional Class		-1.45%		13.76%		15.55%		7.65%		1.23%		1.10%
Russell 2000^® Value Index		-4.95%		11.77%		13.23%		5.70%		n/a		n/a
Russell 2000^® Index⁽¹⁾		0.03%		14.12%		15.55%		7.12%		n/a		n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed to waive certain fees and/or reimburse expenses until December 31, 2016 as set forth in the notes to financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for a three year period from May 28, 2014 to May 28, 2017 if operating expenses for that year are less than 1.10%. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 1% redemption fee for shares held less than 60 days.

⁽¹⁾	This is not a benchmark of the Fund. Results of index performance are presented for general comparative purposes.

The Russell 2000^® Value Index is an unmanaged index that measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000^® Index companies with lower price-to-book ratios and lower forecasted growth values.

The Russell 2000^® Index measures the performance of the 2,000 smallest companies in the Russell 3000^® Index, which represents approximately 8% of the total market capitalization of the Russell 3000^® Index and is considered representative of small-cap stocks.


ANNUAL REPORT 2015			3


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS SMALL CAP VALUE FUND II (unaudited) (concluded)

Comparison of Change in Value of $10,000 Investment in

Boston Partners Small Cap Value Fund II vs. Russell Indices

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on August 31, 2005 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the Russell indices are unmanaged, do not incur expenses and are not available for investment.



For The Periods Ended August 31, 2015

	Average Annual Total Return								Gross Expense Ratio		Net Expense Ratio
	1 Year		3 Year		5 Year		10 Year		Gross Expense Ratio		Net Expense Ratio
Small Cap Value Fund II — Investor Class		-1.68%		13.48%		15.26%		7.38%		1.48%		1.35%
Russell 2000^® Value Index		-4.95%		11.77%		13.23%		5.70%		n/a		n/a
Russell 2000^® Index⁽¹⁾		0.03%		14.12%		15.55%		7.12%		n/a		n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed to waive certain fees and/or reimburse expenses until December 31, 2016 as set forth in the notes to financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for a three year period from May 28, 2014 to May 28, 2017 if operating expenses for that year are less than 1.35%. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 1% redemption fee for shares held less than 60 days.

⁽¹⁾	This is not a benchmark of the Fund. Results of index performance are presented for general comparative purposes.


4		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS LONG/SHORT EQUITY FUND (unaudited)

Dear Shareholder,

For the fiscal year ended August 31, 2015, the Boston Partners Long/Short Equity Fund (Institutional Class) underperformed its benchmark, the S&P 500^® Index (“S&P 500”). The Fund generated a net return of -8.35% during the past year versus the S&P 500’s return of 0.48% and the Russell 2000 Index (“Russell 2000”) return of 0.03%. The Fund’s return for the fiscal year was predominantly driven by a decline in the long portfolio, as the short portfolio was down fractionally for the period. Despite the generally lackluster performance displayed by both the S&P 500 and Russell 2000, there was a considerable amount of movement underneath the surface as evidenced by the stark return differentials between the “growth” and “value” segments of the market. For example, the Russell 2000 Growth Index (“Russell 2000 Growth”) produced a return of 5.11%, while the Russell 2000 Value Index (“Russell 2000 Value”) produced a return of -4.95%.

One of the dominant performance attribution themes of 2014, namely narrow economic sector performance, carried over into the first calendar quarter of 2015. Specifically, of the 13 economic sectors in the S&P 500, six sectors (Finance, Consumer Non-Durables, Utilities, Transportation, Energy and Basic Industries) representing 40% of the Index, produced negative returns. Three sectors (Health Care, Consumer Durables and Consumer Service) representing 28% of the Index produced returns of 5.5% or greater. Once again, while the popular financial press spoke of the healthy breadth seen out of the markets’ recent advance off of the October 2014 lows, in reality it was one particular segment within the small cap universe that produced outsized returns.

Within the context of this backdrop, the long portfolio, with a contribution to return of 2.3%, performed admirably yet unexceptionally through the first half of the fiscal year. During the first quarter, for example, our long portfolio outperformed both the S&P 500 (0.95%) and the Russell 3000 Value Index (-0.51%) substantially, but only modestly outperformed the Russell 2000 Value (1.98%). We had particularly good stock specific performance relative to the broader market out of the Finance, Technology, Health Care, and Consumer Non-Durables sectors of the market. The underlying strong performance of these top contributors was driven by company specific factors rather than any macro themes.

In contrast, the long portfolio performance was disappointing during the second half of the fiscal year. While our smaller cap orientation (at least vis-à-vis the S&P 500) was a detractor for this particular period and explains a good bit of our long underperformance versus the S&P 500, we would have expected our portfolio to outperform the Russell 2000 during the recent market correction and it did not. We had some poor performance out of some of our Consumer Non-Durables, Communications, and Consumer Services sector exposures. However, perusing the names that fell sharply, we believe that many of those represent some of the more compelling longer-term opportunities for attractive total return. Financial Services, Transportation (one of our longs was acquired at a healthy premium), and Health Care were all strong relative performers for the Fund.

While the short portfolio performed poorly through the end of the first quarter of 2015, performance improved through the rest of the fiscal year. For example, of the Fund’s top twenty individual stock contributions to returns during the second quarter, seven were short sales. The short portfolio continued to perform well, both in absolute and relative terms, into the August close. As of the fiscal year close, the shorts had fallen considerably more than the longs, allowing the Fund to generate a positive return during a period of generally falling equity prices. The strong performance enjoyed by the short portfolio was broad based, as the portfolio had exposure to all thirteen economic sectors and in eleven of the thirteen cases the Fund’s short holdings fell more than the respective benchmark sector return (positive from the short sellers’ perspective). Moreover, of the top twenty contributors to the Fund’s total return for the quarter, eighteen were short positions. Amongst these eighteen appear many “concept” or “story” stocks which promised big returns resulting from business exposure to large addressable markets, yet the valuations already captured all or more of the probable success without any regard for execution risk or competitive threats. As risk tolerances have subsided (along with the end of central bank liquidity creation) these stocks are being re-rated for the higher risk profile that they deserve.

The recent market correction was long overdue and, we believe, appropriate given full valuations, decelerating revenue/profit growth and

clear pockets of excess resulting from years of zero interest rate policies and unprecedented amounts of global liquidity infusions by central banks. How much farther the correction has to go remains to be seen, yet we can state that we have been slowly covering shorts and adding to longs judiciously and, consequently, our net long exposure has increased throughout the fourth quarter, yet remains toward the low end of our long run profile.

As of August 31, the Fund had a net long position of 24%. From a capitalization perspective, the long portfolio had a median market cap of $2.6 billion and the short portfolio had a median market cap of $1.3 billion. The Fund remains extremely well diversified with 187 positions held long and 214 positions held short.

Our bottom-up value discipline has yielded a long portfolio that is attractive relative to the short portfolio from both a valuation and profitability standpoint. The long portfolio trades at 15.6x price-to-earnings and 1.4x price-to-book, and the short portfolio trades at 32.9x price-to-earnings and 4.7x price-to-book. We believe that consistently positioning the Fund with these general characteristics increases the probability of success over the long term and continues to be the focus of our efforts.

Sincerely,

Robert Jones, CFA

Portfolio Manager, Boston Partners Long/Short Equity Fund

Investment in shares of the Boston Partners Long/Short Equity Fund is more volatile and risky than some other forms of investments. Since the Fund has both a long and a short portfolio, an investment in the Fund will involve risks associated with twice the number of investment decisions made for a typical stock fund. These types of funds typically have a high portfolio turnover that could increase transaction costs and cause short-term capital gains to be realized. Investments made in small or mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. The Fund may invest in more aggressive investments such as foreign securities which may expose the fund to currency and exchange rate fluctuations, illiquid and high yield debt (also known as junk bonds), all of which may cause greater volatility and less liquidity conditions.


Top Ten Positions (as of 8/31/15)	% of Net Assets
American International Group, Inc.		1.92%
Exxon Mobil Corp.		1.63%
Berkshire Hathaway, Inc., Class B		1.54%
Maiden Holdings Ltd.		1.42%
ARRIS Group, Inc.		1.42%
Sprott, Inc.		1.39%
International Speedway Corp., Class A		1.34%
JPMorgan Chase & Co.		1.31%
Bank of America Corp.		1.23%
Citigroup, Inc.		1.22%


Portfolio Review (as of 8/31/15)	Long			Short
P/E: Price/Earnings:		15.6	x		32.9	x
P/B: Price/Book:		1.4	x		4.7	x
Holdings:		187			214
Weighted Average Market Capitalization (millions):		$34,660			$5,204
ROE: Return on Equity:		13.2	%		(11.7	)%
OROA: Operating Return on Operating Assets:		22.2	%		(2.4	)%

Portfolio holdings are subject to change at any time.


ANNUAL REPORT 2015			5


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS LONG/SHORT EQUITY FUND (unaudited) (continued)

Comparison of Change in Value of $100,000 Investment in

Boston Partners Long/Short Equity Fund vs. S&P 500^® Index

LOGO

The chart assumes a hypothetical $100,000 minimum initial investment in the Fund made on August 31, 2005 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the S&P 500^® Index is unmanaged, does not incur expenses and is not available for investment.



For The Periods Ended August 31, 2015

	Average Annual Total Return								Gross Expense Ratio		Net Expense Ratio
	1 Year		3 Year		5 Year		10 Year		Gross Expense Ratio		Net Expense Ratio
Long/Short Equity Fund — Institutional Class		-8.35%		4.52%		10.02%		10.50%		4.33%		4.33%
S&P 500^® Index		0.48%		14.31%		15.87%		7.15%		n/a		n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed, until at least January 26, 2016, to waive a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense ratio as set forth in the notes to the financial statements. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above (including interest and dividend expense on short sales) are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 2% redemption fee for shares held less than 1 year.

The S&P 500^® Index is an unmanaged index that measures the performance of 500 large-cap stocks.


6		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS LONG/SHORT EQUITY FUND (unaudited) (concluded)

Comparison of Change in Value of $10,000 Investment in

Boston Partners Long/Short Equity Fund vs. S&P 500^® Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on August 31, 2005 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the S&P 500^® Index is unmanaged, does not incur expenses and is not available for investment.



For The Periods Ended August 31, 2015

	Average Annual Total Return								Gross Expense Ratio		Net Expense Ratio
	1 Year		3 Year		5 Year		10 Year		Gross Expense Ratio		Net Expense Ratio
Long/Short Equity Fund — Investor Class		-8.55%		4.26%		9.75%		10.17%		4.58%		4.58%
S&P 500^® Index		0.48%		14.31%		15.87%		7.15%		n/a		n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed, until at least January 26, 2016, to waive a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense ratio as set forth in the notes to the financial statements. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above (including interest and dividend expense on short sales) are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 2% redemption fee for shares held less than 1 year.

The S&P 500^® Index is an unmanaged index that measures the performance of 500 large-cap stocks.


ANNUAL REPORT 2015			7


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (unaudited)

Dear Shareholder,

The Boston Partners Long/Short Research Fund’s Institutional Class returned 1.73% net of fees for the year ended August 31, 2015. The Fund outperformed the 0.48% return of the S&P 500 Index (“Index”) over the same time period.

The Fund’s long holdings declined approximately -0.6% during the period, underperforming the Index but strongly outperforming the Fund’s short holdings. Short holdings declined in price by approximately -6.30% during the period, underperforming the Index, which is beneficial to relative performance, and contributing positively to overall gross performance. On the long side, the Fund’s Consumer Services holdings detracted from relative performance, though this was somewhat offset by positive relative performance within the Basic Industries and Technology sectors. Short holdings in the Energy and Capital Goods sectors strongly contributed to the Fund’s return during the year.

While global growth is not accelerating as hoped, we would not draw parallels to 2008 and 2009. Corporate earnings in the U.S. have hit a plateau due to slowing emerging markets, the strong U.S. dollar and lower oil and commodity prices. However, we do not believe the current earnings recession will lead to an economic recession. Earnings appear to be taking a pause and not collapsing as they did in 2008. The U.S. financial system is quite healthy today as major banks are among the best capitalized banks in the world and increased regulations are keeping a lid on speculative activities. Aside from pockets of energy loans at selected financial institutions, credit quality, often referred to as the backbone of the economy, remains quite strong. Employment, housing and consumer spending statistics continue to point toward a healthy, growing economy.

During this time of uncertainty, our idea generation has picked up considerably. High quality, free cash generating companies that have a history of responsibly allocating capital have been unduly punished and offer excellent value today. We would expect to see more signs of stress in lower quality companies that have been aggressively using capital and pricing to carry out their unsustainable business models. We expect this market decline will result in new opportunities for active managers with long histories of success to exploit the current controversies and create excess returns for their clients.

The Fund ended the fiscal year with approximately 47% net long exposure, with roughly 95% of capital invested long and approximately 48% invested short; the Fund is approximately 3% less net long compared to the same time last year. Fund portfolio managers maintain highest net long exposures to the Financials, Information Technology, and Capital Goods sectors. Conversely, Fund portfolio managers are less bullish on the prospects for the Utilities, REITs, and Consumer Non-Durables sectors, evidenced by net short exposures to those sectors.

Turnover in the Fund’s holdings was more active on the short side than long side of the portfolio throughout the year. The Fund added 120 new short positions and 59 new long positions throughout the year, but the overall number of portfolio holdings decreased as of the August close, resulting in an end-of-year portfolio that held 143 short positions and 105 long positions. The decreased number of portfolio holdings resulted from covering and selling positions and then reallocating capital to companies with the highest levels of conviction. Given the strong equity run over the past couple of years, the Fund has been positioned with the prospects of the average short position in the portfolio providing for larger downside opportunity than upside opportunity for the average long position.

The Fund portfolio managers continue to focus their efforts on purchasing shares of only those companies they deem most likely to appreciate on the long side, while selling short securities likely to fail due to a combination of valuation risk, earnings risk, and/or balance sheet risk. Our analysis process is bottom-up and

rooted in the three circles framework of low valuation, positive momentum and strong business fundamentals that the portfolio managers of Boston Partners and its predecessors have been employing for over a quarter century.

Sincerely,

Joseph Feeney, CFA & Eric Connerly, CFA

Portfolio Managers, Boston Partners Long/Short Research Fund

The Boston Partners Long/Short Research Fund will engage in short sales which theoretically involves unlimited loss potential since the market price of securities may continuously increase. This may have the effect of increased leverage with risk of loss and cause fluctuations in the market value of the Fund’s portfolio to have disproportionately large effects or cause the NAV of the Fund generally to decline faster than it would otherwise. Investments made in small or mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. The Fund may invest in more aggressive investments such as foreign securities which may expose the fund to currency and exchange rate fluctuations, derivatives (futures, options, swaps), Real Estate Investments Trusts (affected by economic factors related to the real estate industry), illiquid and high yield debt (also known as junk bonds), all of which may cause greater volatility and less liquidity. Derivatives may be more sensitive to changes in market conditions. The Fund may experience high portfolio turnover which may result in higher costs and capital gains.


Top Ten Positions (as of 8/31/15)	% of Net Assets
Microsoft Corp.		1.21%
Apple, Inc.		1.15%
Exxon Mobil Corp.		1.05%
Citigroup, Inc.		1.04%
Oracle Corp.		1.04%
JPMorgan Chase & Co.		1.01%
Wells Fargo & Co.		1.01%
Capital One Financial Corp.		1.00%
Graphic Packaging Holding Co.		0.99%
Liberty Global PLC, Series C		0.96%


Portfolio Review (as of 8/31/15)	Long			Short
P/E: Price/Earnings:		15.9	x		26.6	x
P/B: Price/Book:		2.1	x		2.8	x
Holdings:		210			212
Weighted Average Market Capitalization (millions):		$56,648			$10,648
ROE: Return on Equity:		22.5	%		17.2	%
OROA: Operating Return on Operating Assets:		59.2	%		28.9	%

Portfolio holdings are subject to change at any time.


8		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (unaudited) (continued)

Comparison of Change in Value of $100,000 Investment in
Boston Partners Long/Short Research Fund vs. S&P 500^® Index

LOGO

The chart assumes a hypothetical $100,000 minimum initial investment in the Fund made on September 30, 2010 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the S&P 500^® Index is unmanaged, does not incur expenses and is not available for investment.

For The Periods Ended August 31, 2015

Average Annual Total Return

Gross
Expense
Ratio

Net
Expense
Ratio

1 Year

3 Year

Since
Inception ⁽¹⁾

Long/Short Research Fund — Institutional Class

1.73%

9.46%

9.68%

2.52%

S&P 500^® Index

0.48%

14.31%

14.16%

n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed to forgo all or a portion of certain fees and/or reimburse expenses until January 26, 2016 as set forth in the notes to financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for the first three years the advisory agreement is in effect. This recoupment is reflected in the net expense ratio. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above (including interest and dividend expense on short sales) are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 1% redemption fee for shares held less than 60 days.

⁽¹⁾	For the period September 30, 2010 (commencement of operations) through August 31, 2015.

The S&P 500^® Index is an unmanaged index that measures the performance of 500 large-cap stocks.


ANNUAL REPORT 2015			9


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (unaudited) (concluded)

Comparison of Change in Value of $10,000 Investment in
Boston Partners Long/Short Research Fund vs. S&P 500^® Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on November 29, 2010 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the S&P 500^® Index is unmanaged, does not incur expenses and is not available for investment.

For The Periods Ended August 31, 2015

Average Annual Total Return

Gross
Expense
Ratio

Net
Expense
Ratio

1 Year

3 Year

Since
Inception ⁽¹⁾

Long/Short Research Fund — Investor Class

1.41%

9.16%

8.84%

2.77%

S&P 500^® Index

0.48%

14.31%

13.61%

n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed to forgo all or a portion of certain fees and/or reimburse expenses until January 26, 2016 as set forth in the notes to financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for the first three years the advisory agreement is in effect. This recoupment is reflected in the net expense ratio. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above (including interest and dividend expense on short sales) are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 1% redemption fee for shares held less than 60 days.

⁽¹⁾	For the period November 29, 2010 (commencement of operations) through August 31, 2015.

The S&P 500^® Index is an unmanaged index that measures the performance of 500 large-cap stocks.


10		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS ALL-CAP VALUE FUND (unaudited)

Dear Shareholder,

The Boston Partners All-Cap Value Fund outperformed its benchmark, the Russell 3000^® Value Index (“Benchmark”), for the fiscal year ended August 31, 2015. The Fund generated a net return of 0.88% for the Institutional Class during the fiscal year versus the Benchmark’s return of -3.60%.

The Fund’s stock selection outmatched the Benchmark across the majority of major economic sectors, led by Consumer Non-Durables which returned 33.14% for the Fund versus the Benchmark’s -1.17% return for that sector. Communications and Healthcare were also top contributors to the Fund’s overall performance for the period. While our stock-specific investments in Communications returned 13.73% versus the Benchmark’s -3.15% return, the portfolio’s overweight position in the Healthcare sector was also a top contributor to overall Fund performance versus the Benchmark.

The Fund’s long-term avoidance of REITs and Utilities helped the relative return of the Fund for the period, which marks a reversal of the past several years in which the portfolio’s underweight in these two sectors has hurt relative performance. The Fund has continued to be underweight these sectors given their demanding valuations and mediocre fundamentals, and we’ve continued to find much stronger opportunities elsewhere in the market on a bottom-up basis.

Our holdings in Technology, Energy and Basic Industries were the negative performers for the period, but relative to the Benchmark, fared much better due principally to solid stock selection and to a lesser extent sector allocation. While our Technology sector holdings, for example, were on average twice the weighting of the Benchmark (19.75% versus 9.41%) over the period, the Fund had nonetheless experienced a much less pronounced negative return for the sector versus the Benchmark due to superior stock selection (-1.28% for the Fund versus -7.26% for the Benchmark).

During the period, we made a host of stock-specific decisions to refresh the portfolio’s risk/return profile. We continued to find financials, both banks and insurance attractive. Financial stock valuations remained below pre-crisis levels despite significantly improved balance sheets and reduced leverage. We do not expect post-crisis return on equity (“ROE”) to match historical highs, but valuations in our estimation do not properly reflect the reduced risks in today’s environment. Much of the improvement in ROE lies ahead if and when the Federal Reserve normalizes interest rate policy.

In Consumer Services, new portfolio positions focused on companies having direct exposure to home improvement and durables. The domestic housing market remains far below prior build activity and has recovered at a slower pace than the overall economy. This has created a long “runway” for continued improvement and companies exposed to those sectors are experiencing continued business momentum. We sold consumer positions during the fiscal year in media as alternative viewing platforms are having an adverse impact on advertising revenues.

The technology sector also remains an attractive investment opportunity within the Fund. High quality companies continued to sell at very attractive valuations. The threats of technological obsolescence or product disruptions appeared overly discounted in stock valuations throughout the period. With good balance sheets and management’s willingness to return substantial cash

flows to shareholders, technology stocks remained one of the best opportunities we find in the market.

Looking ahead, we will continue to invest your portfolio on a stock-by-stock basis within our three-circle discipline of attractive valuation, sound fundamentals and a catalyst for improvement. The portfolio’s valuation edge and quality advantage over the Benchmark has positioned it favorably for the longer term. We look forward to keeping you informed of the work we are doing on your portfolio’s behalf.

Duilio Romallo, CFA

Portfolio Manager, Boston Partners All-Cap Value Fund

The Boston Partners All-Cap Value Fund may invest small cap companies. These companies tend to be new, in early development, or in transition. Usually, small caps are rapidly evolving, generating a new product or service, or taking advantage of new market. However, returns may be inconsistent and may fluctuate widely over the short term, and small stock valuations tend to be more sensitive to market psychology. The Fund may invest in more aggressive investments such as foreign securities which may expose the fund to currency and exchange rate fluctuations, illiquid securities and options (a type of derivative), all of which may cause greater volatility and less liquidity. Derivatives may more sensitive to changes in market conditions. As a result, investment in the Fund should be part of a carefully diversified portfolio.


Top Ten Positions (as of 8/31/15)	% of Net Assets
JPMorgan Chase & Co.		3.30%
Citigroup, Inc.		2.14%
Merck & Co., Inc.		2.13%
General Electric Co.		2.01%
Capital One Financial Corp.		1.99%
Oracle Corp.		1.94%
Johnson & Johnson		1.91%
Amgen, Inc.		1.85%
EMC Corp.		1.83%
Fifth Third Bancorp		1.63%


Portfolio Review (as of 8/31/15)
P/E: Price/Earnings:	15.3	x
P/B: Price/Book:	1.9	x
Holdings:	136
Weighted Average Market Capitalization (millions):	$74,678
ROE: Return on Equity:	17.5	%
OROA: Operating Return on Operating Assets:	71.6	%

Portfolio holdings are subject to change at any time.


ANNUAL REPORT 2015			11


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS ALL-CAP VALUE FUND (unaudited) (continued)

Comparison of Change in Value of $100,000 Investment in

Boston Partners All-Cap Value Fund vs. Russell Indices

LOGO



For The Periods Ended August 31, 2015

	Average Annual Total Return								Gross Expense Ratio		Net Expense Ratio
	1 Year		3 Year		5 Year		10 Year		Gross Expense Ratio		Net Expense Ratio
All-Cap Value Fund — Institutional Class		0.88%		16.57%		16.04%		8.73%		0.94%		0.70%
Russell 3000^® Value Index		-3.60%		13.74%		14.56%		6.14%		n/a		n/a
Russell 3000^® Index⁽¹⁾		0.36%		14.63%		16.03%		7.33%		n/a		n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed, until at least January 26, 2016, to waive a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense ratio as set forth in the notes to the financial statements. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com.

⁽¹⁾	This is not a benchmark of the Fund. Results of index performance are presented for general comparative purposes.

The Russell 3000^® Value Index is an unmanaged index that measures the performance of the broad value segment of the U.S. equity value universe. It includes those Russell 3000^® Index companies with lower price-to-book ratios and lower forecasted growth values.

The Russell 3000^® Index measures the performance of the largest 3,000 U.S. companies representing approximately 98% of the investable U.S. equity market.


12		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS ALL-CAP VALUE FUND (unaudited) (concluded)

Comparison of Change in Value of $10,000 Investment in

Boston Partners All-Cap Value Fund vs. Russell Indices

LOGO



For The Periods Ended August 31, 2015

	Average Annual Total Return								Gross Expense Ratio		Net Expense Ratio
	1 Year		3 Year		5 Year		10 Year		Gross Expense Ratio		Net Expense Ratio
All-Cap Value Fund — Investor Class		0.66%		16.36%		15.81%		8.49%		1.19%		0.95%
Russell 3000^® Value Index		-3.60%		13.74%		14.56%		6.14%		n/a		n/a
Russell 3000^® Index⁽¹⁾		0.36%		14.63%		16.03%		7.33%		n/a		n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed, until at least January 26, 2016, to waive a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense ratio as set forth in the notes to the financial statements. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com.

⁽¹⁾	This is not a benchmark of the Fund. Results of index performance are presented for general comparative purposes.

The Russell 3000^® Index measures the performance of the largest 3,000 U.S. companies representing approximately 98% of the investable U.S. equity market.


ANNUAL REPORT 2015			13


BOSTON PARTNERS INVESTMENT FUNDS


WPG PARTNERS SMALL/MICRO CAP VALUE FUND (unaudited)

Dear Shareholder,

The WPG Partners Small/Micro Cap Value Fund underperformed its benchmark, the Russell 2000^® Value Index, for the fiscal year ended August 31, 2015. The Fund generated a net loss of -14.01% during the fiscal year versus the Russell 2000 Value^® Index loss of -4.95%. Volatility was a central theme during the year. Most notably, the collapse of commodity prices, specifically oil, during the year had lasting impacts on many names in our coverage universe. The commodity weakness coupled with expectations for the Federal Reserve tightening, Eurozone economic stresses and slowing emerging market economies pressured global equity markets. Furthermore, unlike some earlier periods this year, we have recently seen unmitigated and indiscriminant liquidation in our names. While temporally painful, our experience has proven to us time and time again that these periods create attractive opportunities that drive performance in subsequent periods. Said another way, when the headwinds turn to tailwinds, we experience the flipside of illiquidity, driving significant gains in our portfolio. We firmly believe the current environment and the portfolio we hold today is setting the stage for a strong outcome prospectively. Below, we will provide further clarity to the recent attribution and our constructive view going forward.

In the 2015 fiscal year, both stock selection and sector attribution detracted from results. The largest detractors from returns were the Energy, Capital Goods and Transportation sectors. The significant decline in commodity prices globally and reduced infrastructure demand out of China has caused many of our holdings in the Energy Exploration and Production sector, Machinery and Railroads to revise earnings guidance and reassess demand forecasts. The biggest contributors from stock selection were the Consumer Durables and Technology sectors. Consumer products companies benefitted from increased unit demand domestically and improved free cash flow from deleveraging strategies. Our Technology portfolio benefitted from significant takeout activity of our undervalued software and semiconductor names.

We remain steadfast in our investment methodology and our process remains consistent. Our team conducts approximately 700 one-on-one interviews with company managements per annum. As such, we derive a good measure on company fundamentals, health of the U.S. economy, where value opportunities exist and where the most irrational exuberance lays. Our current views synthesized from these meetings and our macroeconomic overlay dictate to us that we are not headed into a domestic recession, valuations are pricing in draconian projections and insider purchases and buybacks are accelerating. We clearly feel there are pronounced macro and style headwinds that have challenged our methodology over the past year. While it is impossible to pinpoint when the timing of these trends will reverse, we do think the outperformance of small-caps specifically after rate-hikes is an important trend. We believe it is inevitable that we are headed for an interest rate hike and as such should see some tailwinds during what is also a seasonally strong period for us. Furthermore, the recent outperformance of cyclicals and small-caps during the start of the 2016 fiscal year is encouraging. We are excited for the opportunity set in front of us and look forward to the coming fiscal year.

Sincerely,

Richard Shuster, CFA

Portfolio Manager, WPG Partners Small/Micro Cap Value Fund

Value investing involves buying the stocks of companies that are out of favor or are undervalued. This may adversely affect The WPG Partners Small/Micro Cap Value Fund’s value and return. Investments in Real Estate Investment Trusts may be affected by economic forces and other factors related to the real estate industry. There is risk that the special situation might not occur which could have a negative impact on the securities. The purchase of rights and warrants involves risk that the Fund could lose the purchase value of the right or warrant. The Fund may invest in securities that are traded only in the over-the-counter market as well as small cap and micro cap securities. These securities may be subject to wide fluctuations in market value.


Top Ten Positions (as of 8/31/15)	% of Net Assets
Geo Group, Inc. (The)		2.61%
Great Lakes Dredge & Dock Corp.		2.37%
Scorpio Tankers, Inc.		2.19%
Accuray, Inc.		2.07%
MDC Partners, Inc., Class A		1.95%
FreightCar America, Inc.		1.94%
Carmike Cinemas, Inc.		1.92%
Bill Barrett Corp.		1.89%
Fidelity & Guaranty Life		1.83%
Customers Bancorp, Inc.		1.81%


Portfolio Review (as of 8/31/15)
P/E: Price/Earnings:	15.4	x
P/B: Price/Book:	1.2	x
Holdings:	109
Weighted Average Market Capitalization (millions):	$1,186
ROE: Return on Equity:	6.4	%
OROA: Operating Return on Operating Assets:	13.1	%

Portfolio holdings are subject to change at any time.


14		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


WPG PARTNERS SMALL/MICRO CAP VALUE FUND (unaudited) (concluded)

Comparison of Change in Value of $100,000 Investment in

WPG Partners Small/Micro Cap Value Fund vs. Russell 2000^® Value Index

LOGO

The chart assumes a hypothetical $100,000 minimum initial investment in the Fund made on August 31, 2005 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the Russell 2000^® Value Index is unmanaged, does not incur expenses and is not available for investment.



For The Periods Ended August 31, 2015

	Average Annual Total Return								Gross Expense Ratio		Net Expense Ratio
	1 Year		3 Year		5 Year		10 Year		Gross Expense Ratio		Net Expense Ratio
WPG Partners Small/Micro-Cap Value Fund — Institutional Class		-14.01%		10.54%		10.67%		5.20%		1.35%		1.10%
Russell 2000^® Value Index		-4.95%		11.77%		13.23%		5.70%		n/a		n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed to waive certain fees and/or reimburse expenses until December 31, 2016 as set forth in the notes to financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for a three year period from May 28, 2014 to May 28, 2017 if operating expenses for that year are less than 1.10%. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 2% redemption fee for shares held less than 60 days.


ANNUAL REPORT 2015			15


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS GLOBAL EQUITY FUND (unaudited)

Dear Shareholder,

The Boston Partners Global Equity Fund returned -1.75% for the fiscal year ended August 31, 2015. During that same period the MSCI World Index returned -3.61%.

The fiscal year was bookended by two market selloffs with a record high in between for the MSCI World Index. The period opened on a down trend as investors fretted about global growth, Central Bank stimulus, and a smattering of geopolitical issues principally from Russia and Greece. The ebb and flow of these concerns drove broad market movements during the fiscal year, just as they have since the onset of the global financial crisis. Global growth, or a lack thereof, has been the dominant theme for some time. The U.S. economy appears to be plateauing, but there are no clear candidates to assume the responsibility as driver of global growth. The 2015 GDP expectations for Japan and Europe are uninspiring. As the world’s second largest economy, China remains a particular concern for investors. Slowing Chinese economic growth led to a precipitous decline in the price of commodities as exemplified by the rout in oil prices. Oil only just began to decline when this letter was written last year. Of course, the increase in supply from U.S. fracking contributed equitably to the decline. Softening Chinese demand for commodities has had painful knock-on effects for energy companies, energy exporters, and emerging markets and currencies. Conversely, energy importers have benefitted through lower inflation and input costs. As mentioned in the first sentence of this paragraph, the MSCI World Index reached an all-time high on May 21, but closed the period on a down note following China’s currency devaluation in August. The devaluation raises concerns about the ability of Chinese policy makers to prevent a hard landing in the world’s second-largest economy.

Regardless of the above commentary, our strategy remains focused on identifying dislocations between underlying fundamentals and valuations on an individual company basis. Stock selection was the primary driver of the Fund’s outperformance. The Materials, Energy, and Industrials sectors were the largest contributors to performance. Small detractors from performance came from within the Information Technology, Consumer Staples, and Telecomm sectors. Large individual stock contributors to performance came from overweight or off-benchmark positions that reported better-than-expected earnings. Several companies cited lower energy costs as a contributor to their better-than-expected results, and analysts raised estimates for 2015. M&A speculation benefitted several positions in the Fund’s portfolio, particularly within the Media industry. Shares of an overweight Japanese manufacturing and medical company traded higher on news that the company will start an anti-fibrosis drug trial. Finally, an overweight position in a German financial acquisition and development company traded higher following strong results and favorably viewed acquisitions.

At the sector level, Industrials and Consumer Discretionary are the largest overweight sectors. Aerospace & Defense and Machinery are the overweight industries in the Industrials sector and Media is the most overweight industry in the Consumer Discretionary sector. The largest underweight sectors are Financials and Utilities. Utilities trade at unattractive valuations and we remain skeptical of European Bank capitalization levels. From a region perspective, the Fund’s portfolio is overweight in the United Kingdom, while North America remains the region with the

largest underweight. The underlying rationale for all of the portfolio’s exposures is the dislocation between valuations and company fundamentals.

We expect global economic data to remain mixed in the near term as North America continues to show intermediate signs of strength, while growth elsewhere is subdued. Central Bank activity as exemplified by the Chinese Yuan devaluation or the Federal Reserve’s interest rate activity will continue to exert substantial influence on markets for the foreseeable future. Nevertheless, this dynamic creates the opportunity for strong security selection through fundamental and valuation dislocations. The Fund’s portfolio remains well positioned with holdings that reflect Boston Partners’ three circle characteristics—attractive valuations, solid fundamentals, and identifiable catalysts.

Sincerely,

Christopher K. Hart, CFA

Portfolio Manager, Boston Partners Global Equity Fund

International investing is subject to special risks including, but not limited to, currency risk associated with securities denominated in other than US dollar, which may be affected by fluctuations in currency exchange rates, political, social or economic instability, and differences in taxation, auditing and other financial practices. Investment in emerging market securities may increase these risks. The Fund may invest in small and mid cap companies which tend to be more volatile and may fluctuate in the opposite direction of the broader stock market average, and in illiquid securities which involves risk of limitations on resale and uncertainty determining valuation. An investment in the Fund should be part of a carefully diversified portfolio.


Top Ten Positions (as of 8/31/15)	% of Net Assets
Apple, Inc.		3.63%
Liberty Global PLC, Series C		3.01%
CVS Health Corp.		2.50%
Fifth Third Bancorp		2.46%
Google, Inc., Class C		2.44%
Comcast Corp., Class A		2.36%
Safran SA		2.09%
Wells Fargo & Co.		1.87%
Merck & Co., Inc.		1.66%
American International Group, Inc.		1.42%


Portfolio Review (as of 8/31/15)
P/E: Price/Earnings:	16.2	x
P/B: Price/Book:	1.9	x
Holdings:	106
Weighted Average Market Capitalization (millions):	$75,216
ROE: Return on Equity:	15.7	%
OROA: Operating Return on Operating Assets:	53.4	%

Portfolio holdings are subject to change at any time.


16		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS

BOSTON PARTNERS GLOBAL EQUITY FUND (unaudited) (concluded)

Comparison of Change in Value of $100,000 Investment in
Boston Partners Global Equity Fund vs. MSCI World Index

LOGO

The chart assumes a hypothetical $100,000 minimum initial investment in the Fund made on December 30, 2011 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the MSCI World Index is unmanaged, does not incur expenses and is not available for investment.

For The Periods Ended August 31, 2015

Average Annual Total Return

Gross
Expense
Ratio

Net
Expense
Ratio

1 Year

3 Year

Since
Inception⁽¹⁾

Global Equity Fund — Institutional Class

-1.75%

13.35%

13.70%

1.39%

0.95%

MSCI World Index

-3.61%

11.56%

12.49%

n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed, until at least January 26, 2016, to waive a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense ratio as set forth in the notes to the financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for the first three years the advisory agreement is in effect. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 1% redemption fee for shares held less than 60 days.

⁽¹⁾	For the period December 30, 2011 (commencement of operations) through August 31, 2015.

The MSCI World Index is an unmanaged index that measures the equity market performance of developed markets.


ANNUAL REPORT 2015			17


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS GLOBAL LONG/SHORT FUND (unaudited)

Dear Shareholder:

The Boston Partners Global Long/Short Fund’s Institutional Class returned 2.43% net of fees for the fiscal year ended August 31, 2015. The Fund outperformed the -3.61% return posted by the MSCI World Index during this time period.

The Fund’s long holdings declined roughly -0.1% during the period and outperformed the Index. Short holdings declined approximately -10.9% in price, underperforming the Index, which is beneficial to relative performance, and contributing positively to the Fund’s performance for the fiscal year. On the long side, the Fund’s Materials, Industrials, and Energy holdings accounted for the majority of relative outperformance. Short holdings in the Industrials, Energy, and Information Technology sectors strongly contributed to positive performance during the fiscal year.

The Fund ended the fiscal year with approximately 36% net long exposure, with roughly 91% of capital invested long and approximately 55% invested short; net exposure is approximately 7% lower than at the same time last year, as the team has identified more short opportunities over recent months. The Fund’s portfolio managers maintain highest net long exposures to the Health Care, Financials, and Information Technology sectors as well as the North American region. Conversely, Fund’s portfolio managers are least bullish on the prospects for the Utilities, Telecommunications, and Industrials sectors, evidenced by low net exposures to those sectors.

Turnover in the Fund’s holdings was more active on the short side than long side of the portfolio throughout the year. The Fund added 96 new short positions and 56 new long positions over the period, and held 88 short positions and 86 long positions as of the August close. Given the strong equity run over the past couple of years, the Fund had positioned the short book with the prospects of the average short position providing for larger downside opportunity than upside opportunity for the average long position within the portfolio.

The Fund’s portfolio managers continue to focus their efforts on purchasing shares of only those companies they deem most likely to appreciate on the long side, while selling short securities likely to fail due to a combination of valuation risk, earnings risk, and/or balance sheet risk. Our analysis process is bottom-up and rooted in the three circles framework of low valuation, positive momentum and strong business fundamentals that the portfolio managers of Boston Partners and its predecessors have been employing for over a quarter century.

Sincerely,

Christopher Hart, CFA & Joshua Jones, CFA

Portfolio Managers, Boston Partners Global Long/Short Fund

The Fund will engage in short sales which theoretically involves unlimited loss potential since the market price of securities sold short may continuously increase. This may have the effect of increased leverage with risk of loss and cause fluctuations in the market value of the Fund’s portfolio to have disproportionately large effects or cause the NAV of the Fund generally to decline faster than it would otherwise. Investments made in small or mid-capitalization companies may be more volatile and less liquid due to limited resources or product lines and more sensitive to economic factors. The Fund may invest in more aggressive investments such as foreign securities which may expose the fund to currency and exchange rate fluctuations, derivatives (futures, options, swaps), REITS (affected by economic factors related to the real estate industry), illiquid and high yield debt (also known as junk bonds), all of which may cause greater volatility and less liquidity. Derivatives may be more sensitive to changes in market conditions. The Fund may experience high portfolio turnover which may result in higher costs and capital gains.


Top Ten Positions (as of 8/31/15)	% of Net Assets
Apple, Inc.		3.56%
Liberty Global PLC, Series C		2.98%
CVS Health Corp.		2.52%
Google, Inc., Class C		2.44%
Safran SA		2.05%
Fifth Third Bancorp		1.95%
Wells Fargo & Co.		1.81%
Merck & Co., Inc.		1.64%
Diamondback Energy, Inc.		1.45%
WH Smith PLC		1.36%


Portfolio Review (as of 8/31/15)	Long			Short
P/E: Price/Earnings:		16.6	x		22.2	x
P/B: Price/Book:		1.9	x		2.4	x
Holdings:		106			142
Weighted Average Market Capitalization (millions):		$74,871			$10,643
ROE: Return on Equity:		12.1	%		10.9	%
OROA: Operating Return on Operating Assets:		52.5	%		18.7	%

Portfolio holdings are subject to change at any time.


18		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS GLOBAL LONG/SHORT FUND (unaudited) (continued)

Comparison of Change in Value of $100,000 Investment in

Boston Partners Global Long/Short Fund vs. MSCI World Index

LOGO

The chart assumes a hypothetical $100,000 minimum initial investment in the Fund made on December 31, 2013 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the MSCI World Index is unmanaged, does not incur expenses and is not available for investment.

For The Period Ended August 31, 2015

Average Annual Total Return

Gross
Expense
Ratio

Net
Expense
Ratio

1 Year

Since
Inception⁽¹⁾

Global Long/Short Fund — Institutional Class

2.43%

3.27%

4.89%

3.88%

MSCI World Index

-3.61%

1.98%

n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed, until at least January 26, 2016, to waive a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense ratio as set forth in the notes to the financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for the first three years the advisory agreement is in effect. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above (including interest and dividend expense on short sales) are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 1% redemption fee for shares held less than 60 days.

⁽¹⁾	For the period December 31, 2013 (commencement of operations) through August 31, 2015.

The MSCI World Index is an unmanaged index that measures the equity market performance of developed markets.


ANNUAL REPORT 2015			19


BOSTON PARTNERS INVESTMENT FUNDS


BOSTON PARTNERS GLOBAL LONG/SHORT FUND (unaudited) (concluded)

Comparison of Change in Value of $10,000 Investment in

Boston Partners Global Long/Short Fund vs. MSCI World Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on April 11, 2014 and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the MSCI World Index is unmanaged, does not incur expenses and is not available for investment.

For The Period Ended August 31, 2015

Average Annual Total Return

Gross
Expense
Ratio

Net
Expense
Ratio

1 Year

Since
Inception⁽¹⁾

Global Long/Short Fund — Investor Class

2.14%

4.70%

5.14%

4.13%

MSCI World Index

-3.61%

2.06%

n/a

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The Adviser has contractually agreed, until at least January 26, 2016, to waive a portion of its advisory fee and agreed to reimburse a portion of the Fund’s operating expenses, if necessary, to maintain the expense ratio as set forth in the notes to the financial statements. Furthermore, the Adviser is entitled to recoup fees foregone or expenses reimbursed for the first three years the advisory agreement is in effect. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no assumption of fees and expenses in excess of expense limitations. The Fund’s annual operating expense ratios above (including interest and dividend expense on short sales) are as stated in the current prospectus. These ratios may differ from the actual expenses incurred by the Fund for the period covered by this report. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Current performance may be lower or higher than the performance data quoted. For performance data current to the most recent month-end, please call 1-888-261-4073 or visit our web site at www.boston-partners.com. There is a 1% redemption fee for shares held less than 60 days.

⁽¹⁾	For the period April 11, 2014 (commencement of operations) through August 31, 2015.

The MSCI World Index is an unmanaged index that measures the equity market performance of developed markets.


20		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


FUND EXPENSE EXAMPLES (unaudited)

As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs, including redemption fees (if applicable); and (2) ongoing costs, including management fees, distribution fees and other Fund expenses. The examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period from March 1, 2015 through August 31, 2015, and held for the entire period.

Actual Expenses

Hypothetical Example for Comparison Purposes

The second line of the accompanying tables provides information about hypothetical account values and hypothetical expenses based on a Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund(s) and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Expense Table


	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Annualized Expense Ratio			Expenses Paid During Period*
Boston Partners Small Cap Value Fund II
Institutional
Actual		$1,000.00		$962.20		1.10	%		$5.44
Hypothetical		1,000.00		1,019.66		1.10	%		5.60
Investor
Actual		$1,000.00		$961.20		1.35	%		$6.67
Hypothetical		1,000.00		1,018.40		1.35	%		6.87
Boston Partners Long/Short Equity Fund
Institutional
Actual		$1,000.00		$1,006.30		6.06	%⁽¹⁾		$30.65
Hypothetical		1,000.00		994.66		6.06	%⁽¹⁾		30.47
Investor
Actual		$1,000.00		$1,005.10		6.47	%⁽¹⁾		$32.70
Hypothetical		1,000.00		992.59		6.47	%⁽¹⁾		32.50
Boston Partners Long/Short Research Fund
Institutional
Actual		$1,000.00		$982.50		2.49	%⁽¹⁾		$12.44
Hypothetical		1,000.00		1,012.65		2.49	%⁽¹⁾		12.63
Investor
Actual		$1,000.00		$980.40		2.77	%⁽¹⁾		$13.85
Hypothetical		1,000.00		1,011.24		2.77	%⁽¹⁾		14.04


ANNUAL REPORT 2015			21


BOSTON PARTNERS INVESTMENT FUNDS


FUND EXPENSE EXAMPLES (unaudited) (concluded)


	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Annualized Expense Ratio			Expenses Paid During Period*
Boston Partners All-Cap Value Fund
Institutional
Actual		$1,000.00		$955.00		0.70	%		$3.45
Hypothetical		1,000.00		1,021.68		0.70	%		3.57
Investor
Actual		$1,000.00		$954.40		0.95	%		$4.68
Hypothetical		1,000.00		1,020.42		0.95	%		4.84
WPG Partners Small/Micro Cap Value Fund
Institutional
Actual		$1,000.00		$905.90		1.10	%		$5.28
Hypothetical		1,000.00		1,019.66		1.10	%		5.60
Boston Partners Global Equity Fund
Institutional
Actual		$1,000.00		$954.40		0.95	%		$4.68
Hypothetical		1,000.00		1,020.42		0.95	%		4.84
Boston Partners Global Long/Short Fund
Institutional
Actual		$1,000.00		$1,013.40		3.37	%⁽¹⁾		$17.10
Hypothetical		1,000.00		1,008.22		3.37	%⁽¹⁾		17.06
Investor
Actual		$1,000.00		$1,011.60		3.52	%⁽¹⁾		$17.85
Hypothetical		1,000.00		1,007.46		3.52	%⁽¹⁾		17.81

Expenses are equal to the Fund’s annualized six-month expense ratios in the table above, which include waived fees or reimbursed expenses, multiplied by the average account value over the period, multiplied by the number of days (184) in the most recent fiscal half- year, then divided by 365 to reflect the one-half year period. The Fund’s ending account values on the first line in each table are based on the actual six-month total return of (3.78)% and (3.88)% for the Institutional Class and Investor Class, respectively, of the Boston Partners Small Cap Value Fund II; 0.63% and 0.51% for the Institutional Class and Investor Class, respectively, of the Boston Partners Long/Short Equity Fund; (1.75%) and (1.96%) for the Institutional Class and Investor Class, respectively, of the Boston Partners Long/Short Research Fund; (4.50%) and (4.56%) for the Institutional Class and Investor Class, respectively, of the Boston Partners All-Cap Value Fund; (9.41)% for the Institutional Class of the WPG Partners Small/Micro Cap Value Fund; (4.56%) for the Institutional Class of the Boston Partners Global Equity Fund and 1.34% and 1.16% for the Institutional Class and Investor Class, respectively, of the Boston Partners Global Long/Short Fund.

⁽¹⁾

These amounts include dividends paid on securities which the Funds have sold short (“short-sale dividends”) and related interest expense. The amount of short-sale dividends and related interest expense was 3.44% and 1.11% of average net assets for the six-month period ended August 31, 2015 for both the Institutional Class and Investor Class of the Boston Partners Long/Short Equity Fund and Boston Partners Long/Short Research Fund, respectively, and 1.46% of average net assets for the Institutional Class and Investor Class, respectively, of the Boston Partners Global Long/Short Fund.


22		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


PORTFOLIO HOLDINGS SUMMARY TABLES (unaudited)

BOSTON PARTNERS

SMALL CAP VALUE FUND II


Security Type/Sector Classification	% of Net Assets			Value
COMMON STOCK
Finance		21.0	%	$	65,096,133
Consumer Services		20.1			62,329,509
Capital Goods		13.0			40,146,630
Health Care		10.1			31,184,176
Technology		8.7			27,054,600
Real Estate Investment Trusts		8.0			24,723,240
Consumer Non-Durables		3.6			11,195,856
Basic Industries		3.5			10,777,722
Consumer Durables		3.4			10,508,184
Energy		2.8			8,507,122
Transportation		1.5			4,607,825
Utilities		0.4			1,384,016
SECURITIES LENDING COLLATERAL		3.1			9,627,911
OTHER ASSETS IN EXCESS OF LIABILITIES		0.8			2,387,801

NET ASSETS		100.0	%	$	309,530,725

Portfolio holdings are subject to change at any time.

BOSTON PARTNERS

LONG/SHORT EQUITY FUND


Security Type/Sector Classification	% of Net Assets			Value
COMMON STOCK
Finance		19.5	%	$	114,610,373
Consumer Services		17.5			102,896,229
Capital Goods		11.7			68,552,076
Technology		11.3			66,522,516
Health Care		10.6			62,349,468
Energy		8.9			52,376,600
Basic Industries		8.0			46,830,102
Communications		5.3			31,179,115
Consumer Non-Durables		2.6			15,310,392
Consumer Durables		1.3			7,546,110
Real Estate Investment Trusts		1.1			6,382,608
Utilities		0.5			3,285,384
Transportation		0.5			3,238,717
OPTIONS PURCHASED		0.4			2,041,545
WARRANTS		0.1			562,789
SECURITIES LENDING COLLATERAL		2.0			11,779,621
SECURITIES SOLD SHORT
Basic Industries		(0.3	)		(1,656,817	)
Real Estate Investment Trusts		(0.3	)		(1,734,335	)
Energy		(0.5	)		(2,924,630	)
Utilities		(0.6	)		(3,803,782	)
Transportation		(1.6	)		(9,528,732	)
Consumer Non-Durables		(2.8	)		(16,518,292	)
Finance		(2.9	)		(16,894,622	)
Consumer Durables		(4.1	)		(24,002,262	)
Capital Goods		(4.2	)		(24,783,182	)
Communications		(5.6	)		(32,711,518	)
Consumer Services		(13.7	)		(80,522,061	)
Health Care		(18.5	)		(108,660,622	)
Technology		(19.9	)		(117,096,932	)
WRITTEN OPTIONS		(0.3	)		(1,499,100	)
OTHER ASSETS IN EXCESS OF LIABILITIES		74.0			435,083,889

NET ASSETS		100.0	%	$	588,210,647

Portfolio holdings are subject to change at any time.

BOSTON PARTNERS

LONG/SHORT RESEARCH FUND


Security Type/Sector Classification	% of Net Assets			Value
COMMON STOCK
Finance		19.4	%	$	1,367,758,750
Technology		16.8			1,179,952,570
Consumer Services		12.0			846,461,590
Capital Goods		11.0			771,990,737
Health Care		9.7			681,362,201
Energy		8.8			620,055,238
Basic Industries		5.9			416,782,793
Communications		4.0			280,154,519
Consumer Non-Durables		3.2			224,956,795
Consumer Durables		2.6			180,767,941
Real Estate Investment Trusts		1.0			72,844,202
Transportation		0.5			38,841,572
Utilities		0.4			28,243,644
WARRANTS		0.0			600,781
SECURITIES SOLD SHORT
Utilities		(0.4	)		(25,773,618	)
Consumer Durables		(1.7	)		(120,497,498	)
Transportation		(1.7	)		(121,422,032	)
Basic Industries		(1.7	)		(121,621,742	)
Real Estate Investment Trusts		(2.1	)		(144,367,675	)
Energy		(2.6	)		(182,778,903	)
Health Care		(3.0	)		(212,341,147	)
Communications		(3.2	)		(227,724,598	)
Capital Goods		(4.3	)		(299,434,528	)
Consumer Non-Durables		(5.2	)		(368,282,615	)
Finance		(5.8	)		(411,471,508	)
Consumer Services		(8.2	)		(575,327,951	)
Technology		(8.3	)		(583,881,556	)
WRITTEN OPTIONS		(0.3	)		(22,030,485	)
OTHER ASSETS IN EXCESS OF LIABILITIES		53.2			3,745,662,739

NET ASSETS		100.0	%	$	7,039,480,216

Portfolio holdings are subject to change at any time.

BOSTON PARTNERS

ALL-CAP VALUE FUND


Security Type/Sector Classification	% of Net Assets			Value
COMMON STOCK
Finance		26.6	%	$	276,614,542
Technology		19.0			198,210,237
Health Care		17.5			182,742,049
Capital Goods		9.3			96,575,325
Consumer Services		8.8			91,484,896
Energy		6.6			68,490,258
Consumer Non-Durables		3.5			36,879,065
Communications		2.4			25,369,429
Basic Industries		2.1			22,196,324
Consumer Durables		2.1			21,483,697
Real Estate Investment Trusts		0.0			—
SECURITY LENDING COLLATERAL		1.2			12,040,240
RIGHTS		0.0			—
WRITTEN OPTIONS		(0.2	)		(1,482,000	)
OTHER ASSETS IN EXCESS OF LIABILITIES		1.1			11,137,371

NET ASSETS		100.0	%	$	1,041,741,433

Portfolio holdings are subject to change at any time.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			23


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


PORTFOLIO HOLDINGS SUMMARY TABLES (unaudited) (concluded)

WPG PARTNERS

SMALL/MICRO CAP VALUE FUND


Security Type/Sector Classification	% of Net Assets			Value
COMMON STOCK
Finance		28.7	%	$	10,447,020
Capital Goods		11.5			4,193,524
Real Estate Investment Trusts		10.0			3,662,857
Technology		10.0			3,646,368
Consumer Services		9.1			3,311,939
Transportation		7.4			2,705,861
Energy		6.0			2,184,299
Utilities		4.8			1,754,775
Health Care		4.2			1,538,256
Consumer Non-Durables		2.9			1,062,562
Consumer Durables		1.5			563,840
Mining & Metals		1.5			528,264
Basic Industries		1.0			348,090
Communications		0.4			153,470
SECURITIES LENDING COLLATERAL		11.4			4,141,270
LIABILITIES IN EXCESS OF OTHER ASSETS		(10.4	)		(3,781,009	)

NET ASSETS		100.0	%	$	36,461,386

Portfolio holdings are subject to change at any time.

BOSTON PARTNERS

GLOBAL EQUITY FUND


Security Type/Sector Classification	% of Net Assets			Value
COMMON STOCK
Finance		16.6	%	$	46,407,949
Consumer Discretionary		15.3			42,944,300
Industrial		14.5			40,758,972
Health Care		13.3			37,288,662
Information Technology		13.2			36,866,850
Consumer Staples		7.6			21,217,482
Energy		7.4			20,630,756
Materials		5.7			16,010,258
Telecommunications Services		2.7			7,473,132
OTHER ASSETS IN EXCESS OF LIABILITIES		3.7			10,379,402

NET ASSETS		100.0	%	$	279,977,763

Portfolio holdings are subject to change at any time.

BOSTON PARTNERS

GLOBAL LONG/SHORT FUND


Security Type/Sector Classification	% of Net Assets			Value
COMMON STOCK
Consumer Discretionary		13.9	%	$	52,437,364
Industrials		13.7			51,878,837
Information Technology		13.6			51,457,451
Financials		13.5			51,020,283
Health Care		12.9			48,862,093
Energy		8.6			32,369,083
Consumer Staples		7.4			27,971,839
Materials		5.2			19,669,081
Telecommunication Services		1.9			7,026,750
WARRANTS		0.0			3,691
SECURITIES SOLD SHORT
Telecommunication Services		(0.5	)		(1,862,784	)
Materials		(3.8	)		(14,514,343	)
Energy		(4.3	)		(16,099,961	)
Consumer Staples		(4.6	)		(17,201,998	)
Health Care		(5.3	)		(19,970,089	)
Information Technology		(6.3	)		(23,639,180	)
Financials		(7.4	)		(27,889,064	)
Consumer Discretionary		(9.8	)		(37,159,414	)
Industrials		(12.7	)		(47,800,662	)
OPTIONS WRITTEN		(0.4	)		(1,539,850	)
OTHER ASSETS IN EXCESS OF LIABILITIES		64.2			242,500,196

NET ASSETS		100.0	%	$	377,519,323

Portfolio holdings are subject to change at any time.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


24		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS SMALL CAP VALUE FUND II		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
COMMON STOCK—96.1%
Basic Industries—3.5%
Cloud Peak Energy, Inc. * (a)		247,158	$	1,181,417
Graphic Packaging Holding Co.		290,136		4,090,918
Orchids Paper Products Co.		71,531		1,790,421
PolyOne Corp.		22,494		730,380
Schweitzer-Mauduit International, Inc.		58,552		2,068,642
Sensient Technologies Corp.		14,059		915,944

				10,777,722

Capital Goods—13.0%
Actuant Corp., Class A		71,261		1,527,836
Aegion Corp. *		83,638		1,538,939
Ampco-Pittsburgh Corp.		25,274		311,376
Brady Corp., Class A		69,007		1,515,394
Cabot Corp.		39,193		1,327,467
Cubic Corp.		72,286		3,044,686
Curtiss-Wright Corp.		27,382		1,799,271
Drew Industries, Inc.		70,633		3,903,180
Globe Specialty Metals, Inc.		120,621		1,657,333
Granite Construction, Inc.		47,429		1,636,301
Hillenbrand, Inc.		47,849		1,290,009
LSB Industries, Inc. *		42,387		1,013,473
MRC Global, Inc. *		89,461		1,162,098
Mueller Industries, Inc.		30,231		961,648
Orion Marine Group, Inc. *		182,771		1,312,296
Rofin-Sinar Technologies, Inc. *		38,021		968,395
Stock Building Supply Holdings, Inc. *		117,869		2,219,473
Terex Corp.		132,944		3,101,584
Tutor Perini Corp. *		69,662		1,233,017
WESCO International, Inc. *		56,134		3,141,820
World Fuel Services Corp.		141,812		5,481,034

				40,146,630

Consumer Durables—3.4%
Strattec Security Corp.		12,704		801,495
Tempur Sealy International, Inc. *		35,123		2,564,681
Thor Industries, Inc.		60,695		3,312,733
Tower International, Inc. *		91,197		2,229,767
Winnebago Industries, Inc.		78,101		1,599,508

				10,508,184

Consumer Non-Durables—3.6%
Blyth, Inc. *		124,291		742,017
Fresh Del Monte Produce, Inc.		38,779		1,535,261
Matthews International Corp., Class A		16,586		842,237
Nu Skin Enterprises, Inc., Class A (a)		43,392		1,982,147
Steven Madden Ltd. *		57,544		2,351,248
Take-Two Interactive Software, Inc. *		77,112		2,246,273
Universal Corp.		30,414		1,496,673

				11,195,856

Consumer Services—20.1%
Abercrombie & Fitch Co., Class A (a)		122,438		2,431,619
ABM Industries, Inc.		80,622		2,580,710


	Number of Shares		Value
Consumer Services—(continued)
American Eagle Outfitters, Inc. (a)		216,577	$	3,686,141
Ascena Retail Group, Inc. *		91,090		1,099,456
Booz Allen Hamilton Holding Corp.		72,606		1,938,580
Brink’s Co., (The)		50,490		1,447,043
CBIZ, Inc. *		83,504		814,164
Civeo Corp.		298,217		581,523
Ennis, Inc.		33,290		543,626
Finish Line, Inc., (The), Class A		172,438		4,547,190
FTD Cos., Inc. *		65,424		1,955,523
FTI Consulting, Inc. *		52,290		2,084,279
G&K Services, Inc., Class A		28,110		1,900,517
Group 1 Automotive, Inc.		27,946		2,442,480
Heidrick & Struggles International, Inc.		60,547		1,180,061
ICF International, Inc. *		43,381		1,484,064
International Speedway Corp., Class A		62,422		2,003,122
KAR Auction Services, Inc.		93,794		3,474,130
Knoll, Inc.		73,174		1,750,322
Korn/Ferry International		28,709		978,116
Live Nation Entertainment, Inc. *		37,338		919,262
MAXIMUS, Inc.		36,564		2,213,950
Men’s Wearhouse, Inc., (The)		84,880		4,791,476
Navigant Consulting, Inc. *		188,851		2,981,957
Papa Murphy’s Holdings, Inc. *		187,589		2,772,565
Rent-A-Center, Inc.		48,408		1,301,691
RPX Corp. *		162,584		2,238,782
Starz, Class A *		46,155		1,735,890
Steiner Leisure Ltd. *		12,317		784,223
Tetra Tech, Inc.		79,638		2,068,995
Viad Corp.		22,812		623,680
XO Group, Inc. *		66,510		974,372

				62,329,509

Energy—2.8%
Contango Oil & Gas Co. *		16,860		156,967
Forum Energy Technologies, Inc. *		68,031		1,069,447
Helix Energy Solutions Group, Inc. *		207,184		1,439,929
Parsley Energy, Inc., Class A *		152,288		2,619,354
RSP Permian, Inc. *		68,036		1,628,782
Western Refining, Inc.		37,021		1,592,643

				8,507,122

Finance—21.0%
Air Lease Corp.		32,428		1,043,209
Ameris Bancorp		36,777		1,002,909
AMERISAFE, Inc.		28,790		1,345,645
Apollo Investment Corp. (a)		103,197		671,812
Assured Guaranty Ltd.		67,942		1,716,215
BBCN Bancorp, Inc.		208,115		3,028,073
CenterState Banks, Inc.		85,219		1,177,727
Columbia Banking System, Inc.		44,059		1,335,428
Essent Group Ltd. *		91,789		2,459,027
Federal Agricultural Mortgage Corp., Class C		90,020		2,130,773
Fifth Street Finance Corp.		144,019		941,884
First American Financial Corp.		150,847		5,861,914
First Cash Financial Services, Inc. *		8,924		368,293

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			25


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS SMALL CAP VALUE FUND II (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
Finance—(continued)
First Citizens BancShares, Inc., Class A		5,226	$	1,239,503
First NBC Bank Holding Co. *		51,978		1,819,230
FirstMerit Corp.		98,763		1,773,783
Flushing Financial Corp.		41,801		833,930
Gladstone Capital Corp. (a)		24,430		221,580
Global Indemnity PLC *		22,213		596,197
Heritage Financial Corp.		53,773		952,858
Infinity Property & Casualty Corp.		17,419		1,346,140
James Rivers Group Holdings, Ltd.		64,756		1,787,266
Maiden Holdings Ltd.		250,216		3,585,595
Nationstar Mortgage Holdings, Inc. * (a)		121,084		2,024,524
Navigators Group, Inc., (The) *		13,877		1,055,346
Nelnet, Inc., Class A		61,280		2,307,192
OneBeacon Insurance Group Ltd., Class A		96,326		1,391,911
Park Sterling Corp.		68,198		491,708
PHH Corp. *		114,611		1,856,698
Radian Group, Inc.		106,552		1,915,805
Safety Insurance Group, Inc.		15,731		827,136
SLM Corp. *		140,723		1,193,331
StanCorp Financial Group, Inc.		21,763		2,474,671
Stewart Information Services Corp.		102,364		3,965,581
Symetra Financial Corp.		120,901		3,804,754
Walker & Dunlop, Inc. *		145,314		3,535,490
Washington Federal, Inc.		44,645		1,012,995

				65,096,133

Health Care—10.1%
Amsurg Corp. *		32,935		2,582,763
Chemed Corp.		25,822		3,520,830
Hanger, Inc. *		69,526		1,246,601
ICON PLC *		35,494		2,733,038
Integra LifeSciences Holdings Corp. *		46,161		2,768,737
Kindred Healthcare, Inc.		129,231		2,594,958
LHC Group, Inc. *		26,914		1,165,376
LifePoint Health, Inc. *		23,484		1,834,805
Omnicell, Inc. *		39,940		1,357,161
Owens & Minor, Inc. (a)		41,475		1,409,735
PAREXEL International Corp. *		34,774		2,285,347
SeaSpine Holdings Corp. *		15,387		217,418
Select Medical Holdings Corp.		139,256		1,796,402
Symmetry Surgical, Inc. *		203,793		1,828,023
U.S. Physical Therapy, Inc.		83,634		3,842,982

				31,184,176

Real Estate Investment Trusts—8.0%
Altisource Residential Corp.		40,338		615,961
American Capital Mortgage Investment Corp.		45,709		697,976
American Residential Properties, Inc.		112,504		1,906,943
Anworth Mortgage Asset Corp.		191,763		964,568
Ares Commercial Real Estate Corp.		169,120		2,117,382
Chatham Lodging Trust		91,412		2,097,905
Colony Financial, Inc.		34,785		755,182
CYS Investments, Inc.		340,941		2,662,749


	Number of Shares		Value
Real Estate Investment Trusts—(continued)
Gladstone Commercial Corp.		28,150	$	405,360
Hatteras Financial Corp.		144,336		2,342,573
MFA Financial, Inc.		448,896		3,191,651
Monmouth Real Estate Investment Corp.		110,030		1,047,486
QTS Realty Trust, Inc., Class A		25,285		1,016,204
Silver Bay Realty Trust Corp.		65,109		1,019,607
Two Harbors Investment Corp.		410,327		3,881,693

				24,723,240

Technology—8.7%
Bel Fuse, Inc., Class B		90,110		1,591,343
Belden, Inc.		62,918		3,170,438
Brooks Automation, Inc.		70,311		729,828
Coherent, Inc. *		23,532		1,371,916
Convergys Corp.		42,215		954,059
EnerSys		74,316		3,973,677
Insight Enterprises, Inc. *		30,484		771,550
Magnachip Semiconductor Corp. * (a)		66,338		567,190
NETGEAR, Inc. *		45,069		1,369,196
PC Connection, Inc.		20,275		427,194
Sykes Enterprises, Inc. *		128,132		3,222,520
SYNNEX Corp.		64,773		5,129,374
TeleTech Holdings, Inc.		110,835		2,998,087
Teradyne, Inc.		43,139		778,228

				27,054,600

Transportation—1.5%
Diana Shipping, Inc. *		140,147		953,000
Landstar System, Inc.		13,403		887,279
Virgin America, Inc. * (a)		84,816		2,767,546

				4,607,825

Utilities—0.4%
PNM Resources, Inc.		54,042		1,384,016

TOTAL COMMON STOCK (Cost $251,708,626)				297,515,013

SECURITIES LENDING COLLATERAL—3.1%
BlackRock Liquidity TempFund, Institutional Shares		9,627,911		9,627,911

TOTAL SECURITIES LENDING COLLATERAL (Cost $9,627,911)				9,627,911

TOTAL INVESTMENTS—99.2% (Cost $261,336,537)				307,142,924

OTHER ASSETS IN EXCESS OF LIABILITIES—0.8%				2,387,801

NET ASSETS—100.0%			$	309,530,725


PLC	—	Public Limited Company
*	—	Non-income producing.
(a)	—	All or a portion of the security is on loan. At August 31, 2015, the market value of securities on loan was $9,582,054.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


26		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS SMALL CAP VALUE FUND II (concluded)		PORTFOLIO OF INVESTMENTS

A summary of the inputs used to value the Fund’s investments as of August 31, 2015 is as follows (see Note 1 in the Notes to Financial Statements):


	Total Value as of August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Common Stock *	$	297,515,013	$	297,515,013	$	—	$	—
Securities Lending Collateral		9,627,911		9,627,911		—		—

Total Assets	$	307,142,924	$	307,142,924	$	—	$	—

*	See Portfolio of Investments detail for industry and security type breakout.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			27


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT EQUITY FUND		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
LONG POSITIONS—101.3%
COMMON STOCK—98.8%
Basic Industries—8.0%
AEP Industries, Inc. * †		98,173	$	5,345,517
AgroFresh Solutions, Inc. * (a) †		349,673		3,409,312
Alcoa, Inc.		138,423		1,308,097
American Vanguard Corp. †		318,135		4,250,284
Cloud Peak Energy, Inc. * (a)		187,200		894,816
Crown Holdings, Inc. * †		76,447		3,789,478
Eastman Chemical Co. †		61,526		4,458,174
Freeport-McMoRan Copper & Gold, Inc. †		171,252		1,822,121
Greif, Inc., Class B †		39,678		1,408,172
Koppers Holdings, Inc. †		90,963		1,892,030
Monsanto Co. †		27,248		2,660,767
Owens-Illinois, Inc. * †		112,655		2,348,857
Pan American Silver Corp. (a)		144,531		1,001,600
POSCO — ADR		50,399		2,036,120
Praxair, Inc.		23,052		2,437,749
Reliance Steel & Aluminum Co. †		61,679		3,584,783
UFP Technologies, Inc. *		151,149		3,252,726
Universal Stainless & Alloy Products, Inc. *		71,555		929,499

				46,830,102

Capital Goods—11.7%
Actuant Corp., Class A †		116,741		2,502,927
AECOM Technology Corp. * †		119,905		3,297,388
Alamo Group, Inc. †		83,215		4,284,740
Babcock & Wilcox Enterprises, Inc. * †		67,921		1,253,142
Caterpillar, Inc.		31,052		2,373,615
Cemex SAB de CV ADR * †		226,075		1,776,950
Chicago Bridge & Iron Co. NV (a) †		53,666		2,376,330
Commercial Metals Co. †		133,164		2,090,675
Crane Co. †		45,723		2,402,286
Esterline Technologies Corp. *		77,356		6,320,759
Fluor Corp. †		71,640		3,268,217
Global Brass & Copper Holdings, Inc. †		240,386		4,721,181
Great Lakes Dredge & Dock Corp. *		346,730		1,924,352
Joy Global, Inc. (a) †		68,497		1,658,997
Pentair PLC		33,918		1,875,326
Preformed Line Products Co. †		70,568		2,138,210
Raytheon Co.		36,787		3,772,875
Rofin-Sinar Technologies, Inc. * †		155,411		3,958,318
Safran SA — ADR †		167,342		3,259,822
Terex Corp.		98,940		2,308,270
United Technologies Corp.		55,204		5,057,238
WESCO International, Inc. * (a) †		58,649		3,282,585
World Fuel Services Corp. †		68,509		2,647,873

				68,552,076

Communications—5.3%
Alaska Communications Systems Group, Inc. *		1,367,757		3,036,421
Blucora, Inc. * †		436,180		6,089,073


	Number of Shares		Value
Communications—(continued)
Discovery Communications, Inc. * †		164,462	$	4,170,756
GoldMoney, Inc. *		561,309		2,082,082
GoldMoney, Inc. 144A *		466,200		1,729,292
Hawaiian Telcom Holdco, Inc. * †		244,249		5,375,920
Iridium Communications, Inc. * †		669,347		4,986,635
Tremor Video, Inc. *		378,643		768,645
Verisign, Inc * (a) †		42,650		2,940,291

				31,179,115

Consumer Durables—1.3%
Dorel Industries, Inc., Class B		81,612		2,188,018
Helen of Troy Ltd. * †		19,845		1,689,603
Tenneco, Inc. * †		77,970		3,668,489

				7,546,110

Consumer Non-Durables—2.6%
Johnson Outdoors, Inc., Class A		79,261		1,987,073
Leucadia National Corp. †		193,359		4,149,484
Procter & Gamble Co.		59,620		4,213,345
Unilever NV †		88,488		3,550,139
Vince Holding Corp. *		153,633		1,410,351

				15,310,392

Consumer Services—17.5%
Amaya, Inc *		71,432		1,488,800
Ascena Retail Group, Inc. *		151,339		1,826,662
Atento SA * (a)		440,238		4,877,837
Cenveo, Inc. * (a)		717,931		1,234,841
Civeo Corp.		518,140		1,010,373
CVS Health Corp. †		57,158		5,852,979
Destination Maternity Corp. †		193,903		2,200,799
Essendant, Inc. †		155,683		5,371,064
Fogo De Chao, Inc. * (a)		30,000		576,600
FTD Cos., Inc. * †		79,471		2,375,388
Genesco, Inc. * †		41,570		2,489,627
GNC Holdings, Inc., Class A †		77,627		3,632,944
H&R Block, Inc. †		155,637		5,294,771
Harte-Hanks, Inc.		306,954		1,181,773
ICF International, Inc. *		51,201		1,751,586
International Game Technology PLC (a)		104,356		1,771,965
International Speedway Corp., Class A †		245,661		7,883,261
ITE Group PLC		582,911		1,341,401
Liberty Interactive Corp., Class A * †		120,342		3,254,048
Liberty Ventures, Series A * †		17,109		679,741
Markit Ltd. *		21,285		608,325
McDonald’s Corp.		19,777		1,879,211
New Oriental Education & Technology Group, Inc. — Sponsored ADR †		100,451		2,058,241
Overstock.com, Inc. * (a) †		233,427		4,586,841
Providence Service Corp. * †		58,549		2,624,752
Realogy Holdings Corp. * †		58,428		2,354,648
Rush Enterprises, Inc., Class B *		145,080		3,278,808
Salem Media Group, Inc.		71,689		458,810
SeaWorld Entertainment, Inc. (a) †		82,388		1,466,506

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


28		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT EQUITY FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
Consumer Services—(continued)
Shake Shack, Inc., Class A * (a)		29,375	$	1,466,988
Speedway Motorsports, Inc. †		208,492		4,034,320
Systemax, Inc. * †		349,873		3,190,842
Tetra Tech, Inc. †		87,420		2,271,172
Time Warner, Inc.		67,063		4,768,179
Tropicana Entertainment, Inc. *		88,833		1,412,445
United Natural Foods, Inc. †		73,400		3,534,210
Walgreens Boots Alliance, Inc. †		47,974		4,152,150
Wyndham Worldwide Corp. †		34,693		2,653,321

				102,896,229

Energy—8.9%
Canadian Natural Resources Ltd. †		108,317		2,433,883
Core Laboratories NV (a)		18,126		2,096,816
Dawson Geophysical Co. *		536,061		2,481,962
EOG Resources, Inc.		43,118		3,376,571
Exxon Mobil Corp. †		127,162		9,567,669
Gazprom OAO — Sponsored ADR		322,286		1,456,733
Halliburton Co. †		49,596		1,951,603
Kinder Morgan, Inc.		95,547		3,096,678
Lukoil OAO — Sponsored ADR		33,187		1,281,350
National Oilwell Varco, Inc.		28,498		1,206,320
Occidental Petroleum Corp. †		63,231		4,616,495
Pacific Drilling SA * (a)		205,716		411,432
Parsley Energy, Inc., Class A * †		137,288		2,361,354
Phillips 66		34,714		2,744,836
Rice Energy, Inc. *		65,688		1,277,632
Royal Dutch Shell PLC, Class A —ADR		60,293		3,190,706
Suncor Energy, Inc.		160,167		4,523,116
TransGlobe Energy Corp. (a)		489,322		1,668,588
Valero Energy Corp.		44,369		2,632,856

				52,376,600

Finance—19.5%
ACE Ltd. †		46,410		4,741,246
AerCap Holdings NV * †		92,718		3,897,865
American International Group, Inc. †		186,889		11,276,882
Aspen Insurance Holdings Ltd. †		71,095		3,263,971
Axis Capital Holdings Ltd. †		42,988		2,407,328
Bank of America Corp. †		442,284		7,226,921
Berkshire Hathaway, Inc., Class B * †		67,684		9,072,363
Century Bancorp, Inc., Class A †		33,518		1,397,365
CIT Group, Inc. †		54,425		2,364,222
Citigroup, Inc. †		133,792		7,155,196
Del Taco Restaurants, Inc. * (a) †		277,809		3,525,396
Endurance Specialty Holdings Ltd. †		83,760		5,339,700
ePlus, Inc. * †		24,427		1,849,612
Fairfax Financial Holdings Ltd. †		4,085		1,905,816
Flushing Financial Corp. †		88,546		1,766,493
JPMorgan Chase & Co. †		120,125		7,700,013
Lake Sunapee Bank Group		26,815		394,985
Loews Corp. †		97,735		3,562,441


	Number of Shares		Value
Finance—(continued)
Maiden Holdings Ltd. †		584,140	$	8,370,726
National Western Life Insurance Co., Class A †		8,710		1,980,828
PHH Corp. * †		89,472		1,449,446
Renaissance Holdings Ltd. †		37,909		3,864,823
Sprott, Inc.		4,794,896		8,200,453
Steel Excel, Inc. * †		127,172		2,479,854
Validus Holdings Ltd. †		121,102		5,362,397
White Mountains Insurance Group Ltd. †		5,636		4,054,031

				114,610,373

Health Care—10.6%
Alphatec Holdings, Inc. *		1,171,944		673,868
Amgen, Inc. †		22,957		3,484,413
Biolase Technology, Inc. *		1,211,150		1,816,725
DaVita HealthCare Partners, Inc. * †		77,610		5,870,420
Express Scripts Holding Co. * †		62,839		5,253,340
Fresenius Medical Care AG & Co. KGaA — ADR †		146,068		5,568,112
Laboratory Corp. of America Holdings * †		29,788		3,509,324
LHC Group, Inc. * †		108,952		4,717,622
LifePoint Health, Inc. *		21,891		1,710,344
Lion Biotechnologies, Inc * (a)		334,763		2,380,165
McKesson Corp.		15,586		3,079,482
Merck & Co., Inc.		91,402		4,921,998
PharMerica Corp. * †		215,732		7,058,751
Sanofi — ADR †		59,487		2,910,104
Teva Pharmaceutical Industries Ltd. — Sponsored ADR †		82,245		5,297,400
UnitedHealth Group, Inc. †		35,414		4,097,400

				62,349,468

Real Estate Investment Trusts—1.1%
Blackstone Mortgage Trust, Inc., Class A †		68,235		1,889,427
Hatteras Financial Corp. †		132,787		2,155,133
Two Harbors Investment Corp. †		247,151		2,338,048

				6,382,608

Technology—11.3%
Alpha & Omega Semiconductor Ltd. *		203,575		1,557,349
ARRIS Group, Inc. * †		316,306		8,356,805
Box, Inc., Class A * (a)		136,959		1,846,207
CIBER, Inc. *		269,879		922,986
Cognizant Technology Solutions Corp., Class A * †		37,355		2,351,124
Computer Task Group, Inc.		105,278		706,415
Comtech Telecommunications Corp. †		164,657		4,393,049
Covisint Corp. *		360,193		972,521
CSG Systems International, Inc. †		195,299		6,036,692
Dolby Laboratories, Inc. Class A †		72,969		2,375,871

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			29


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT EQUITY FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
Technology—(continued)
Energy Focus, Inc. * (a)		60,206	$	1,318,512
Fairchild Semiconductor International, Inc *		204,841		2,785,838
Flextronics International Ltd. * †		224,471		2,359,190
Generac Holdings, Inc. * †		48,165		1,489,262
Houston Wire & Cable Co.		214,508		1,638,841
Ingram Micro, Inc., Class A †		111,949		3,029,340
International Business Machines Corp. †		32,038		4,738,100
Jabil Circuit, Inc. †		119,604		2,314,337
Open Text Corp.		58,956		2,671,886
Oracle Corp. †		64,728		2,400,762
Pegasystems, Inc. †		109,819		2,691,664
Quality Systems, Inc.		188,044		2,555,518
ScanSource, Inc. *		24,318		928,948
Sykes Enterprises, Inc. * †		119,451		3,004,193
Vishay Intertechnology, Inc.		311,448		3,077,106

				66,522,516

Transportation—0.5%
Con-way, Inc. †		92,009		3,238,717

				3,238,717

Utilities—0.5%
AES Corp. †		273,782		3,285,384

TOTAL COMMON STOCK (Cost $550,681,917)				581,079,690

	Number of Contracts
OPTIONS PURCHASED ††—0.4%
GNC Holdings, Inc. * Call Options Expires 01/20/17 Strike Price $42.50		510		481,950
McDonald’s Corp. * Call Options Expires 01/20/17 Strike Price $90.00		800		840,000
Outerwall, Inc. * Call Options Expires 01/15/16 Strike Price $60.00		657		450,045
Outerwall, Inc. * Call Options Expires 01/15/16 Strike Price $65.00		599		269,550

TOTAL OPTIONS PURCHASED (Cost $2,467,932)				2,041,545

	Number of Shares
WARRANTS—0.1%
BitMoney, Inc. Exercise Price CAD 1.35, Expires 08/18/16 * ‡		262,555		562,789

TOTAL WARRANTS (Cost $84,018)				562,789


	Number of Shares			Value
SECURITIES LENDING COLLATERAL—2.0%
BlackRock Liquidity TempFund, Institutional Shares		11,779,621		$	11,779,621

TOTAL SECURITIES LENDING COLLATERAL (Cost $11,779,621)					11,779,621

TOTAL INVESTMENTS—101.3% (Cost $565,013,488)					595,463,645

SECURITIES SOLD SHORT—(75.0%)
COMMON STOCK—(75.0%)
Basic Industries—(0.3%)
Kennady Diamonds, Inc. *		(45,900	)		(122,455	)
NewMarket Corp.		(3,858	)		(1,478,540	)
Tanzanian Royalty Exploration Corp. *		(171,865	)		(55,822	)

					(1,656,817	)

Capital Goods—(4.2%)
Applied Energetics, Inc. *		(238,070	)		(500	)
Builders FirstSource, Inc. *		(203,572	)		(3,014,901	)
DynaMotive Energy Systems Corp. * ‡		(72,185	)		(7	)
Installed Building Products, Inc. *		(100,459	)		(2,684,264	)
Interface, Inc.		(111,835	)		(2,710,880	)
Martin Marietta Materials, Inc.		(13,428	)		(2,253,218	)
NN, Inc.		(51,332	)		(1,242,748	)
Smith & Wesson Holding Corp. *		(100,205	)		(1,811,706	)
Taser International, Inc. *		(121,583	)		(2,845,042	)
Vipshop Holdings Ltd. *		(179,704	)		(3,232,875	)
Vulcan Materials Co.		(22,625	)		(2,118,153	)
Wabash National Corp. *		(118,658	)		(1,451,187	)
Zagg, Inc. *		(193,675	)		(1,417,701	)

					(24,783,182	)

Communications—(5.6%)
1-800-FLOWERS.COM, Inc., Class A *		(388,010	)		(3,255,404	)
CTC Communications Group, Inc. * ‡		(98,900	)		0
Descartes Systems Group, Inc., (The) *		(123,605	)		(2,134,658	)
Equinix, Inc.		(20,112	)		(5,425,614	)
Etsy, Inc. *		(359,947	)		(5,158,041	)
Grubhub, Inc. *		(156,210	)		(4,131,755	)
Interliant, Inc. * ‡		(600	)		0
LinkedIn Corp., Class A *		(12,051	)		(2,176,411	)
LivePerson, Inc. *		(129,999	)		(1,189,491	)
Marketo, Inc. *		(76,729	)		(2,149,179	)
MicroStrategy, Inc., Class A *		(11,843	)		(2,353,204	)
Rubicon Project, Inc. (The) *		(82,072	)		(1,181,837	)
Shutterstock, Inc. *		(20,509	)		(687,257	)
Straight Path Communications Inc. *		(58,447	)		(1,329,669	)
TechTarget, Inc. *		(17,043	)		(157,307	)
Twitter, Inc. *		(49,719	)		(1,381,691	)

					(32,711,518	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


30		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT EQUITY FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares			Value
Consumer Durables—(4.1%)
American Axle & Manaufacturing Holdings, Inc. *		(68,529	)	$	(1,384,286	)
Cavco Industries, Inc. *		(29,660	)		(2,122,173	)
GoPro, Inc., Class A *		(49,930	)		(2,326,239	)
Mobileye NV *		(131,295	)		(7,426,045	)
Motorcar Parts of America, Inc. *		(77,361	)		(2,467,042	)
Qsound Labs, Inc. * ‡		(4,440	)		(18	)
Select Comfort Corp. *		(74,726	)		(1,819,578	)
Tesla Motors, Inc. *		(25,925	)		(6,456,881	)

					(24,002,262	)

Consumer Non-Durables—(2.8%)
Amish Naturals, Inc. * ‡		(25,959	)		0
Amplify Snack Brands, Inc. *		(92,232	)		(1,215,618	)
Columbia Sportswear Co.		(22,694	)		(1,392,731	)
Farmer Bros Co. *		(66,644	)		(1,523,482	)
Fitbit, Inc. *		(30,966	)		(1,068,017	)
Freshpet, Inc. *		(102,669	)		(1,333,670	)
G-III Apparel Group, Ltd. *		(17,304	)		(1,199,686	)
Hain Celestial Group, Inc., (The) *		(66,759	)		(4,062,953	)
IGI Laboratories, Inc. *		(144,112	)		(1,128,397	)
Mead Johnson Nutrition Co		(22,751	)		(1,782,313	)
MGP Ingredients, Inc.		(113,640	)		(1,811,422	)
Valence Technology, Inc. * ‡		(27,585	)		(3	)

					(16,518,292	)

Consumer Services—(13.7%)
Barrett Business Services, Inc.		(41,565	)		(1,481,792	)
BJ’s Restaurants, Inc. *		(40,311	)		(1,732,970	)
Buffalo Wild Wings, Inc. *		(19,759	)		(3,747,887	)
Chegg, Inc. *		(173,300	)		(1,287,619	)
Conn’s, Inc. *		(71,507	)		(2,134,484	)
Container Store Group, Inc. (The) *		(213,159	)		(3,604,519	)
Corporate Resource Services, Inc. *		(218,896	)		(1,204	)
Coupons.com, Inc.		(158,150	)		(1,477,121	)
Habit Restaurants Inc., (The) *		(95,889	)		(2,389,554	)
HealthEquity, Inc. *		(92,838	)		(2,722,010	)
HomeAway, Inc. *		(71,776	)		(2,059,253	)
inContact, Inc. *		(156,504	)		(1,181,605	)
John B. Sanfilippo & Son, Inc.		(47,757	)		(2,468,559	)
Lululemon Athletica, Inc. *		(25,401	)		(1,625,918	)
Mattress Firm Holding Corp. *		(26,006	)		(1,562,701	)
Medidata Solutions, Inc. *		(31,683	)		(1,521,418	)
Netflix, Inc. *		(70,050	)		(8,057,852	)
Red Robin Gourmet Burgers, Inc. *		(37,414	)		(2,947,849	)
Royal Caribbean Cruises Ltd.		(24,043	)		(2,119,631	)
Sears Holdings Corp. *		(114,241	)		(3,047,950	)
Shake Shack, Inc., Class A *		(48,853	)		(2,439,719	)
Sprouts Farmers Market, Inc. *		(49,863	)		(1,015,709	)
Sturm Ruger & Co., Inc.		(30,761	)		(1,934,559	)
Texas Roadhouse, Inc.		(106,228	)		(3,823,146	)
Tile Shop Holdings, Inc. *		(344,188	)		(4,095,837	)
Viggle, Inc. *		(61	)		(77	)
VistaPrint NV		(51,141	)		(3,578,847	)
Whitewave Foods Co., (The) *		(37,800	)		(1,744,092	)


	Number of Shares			Value
Consumer Services—(continued)
Williams-Sonoma, Inc.		(35,335	)	$	(2,686,520	)
World Wrestling Entertainment, Inc., Class A		(178,105	)		(3,572,786	)
Zillow Group, Inc., Class A *		(45,844	)		(1,163,521	)
Zillow Group, Inc., Class C *		(93,435	)		(2,304,107	)
Zoe’s Kitchen, Inc.		(76,789	)		(2,652,292	)
zulily, Inc., Class A *		(131,772	)		(2,338,953	)

					(80,522,061	)

Energy—(0.5%)
Beard Co. *		(9,710	)		(12	)
Neste Oil OYJ		(114,080	)		(2,924,618	)

					(2,924,630	)

Finance—(2.9%)
Bofi Holding, Inc. *		(24,474	)		(2,835,068	)
Credit Acceptance Corp. *		(25,548	)		(5,206,938	)
IDI, Inc.		(58,888	)		(412,216	)
LendingClub Corp. *		(478,259	)		(6,002,150	)
WisdomTree Investments, Inc.		(130,040	)		(2,438,250	)

					(16,894,622	)

Health Care—(18.5%)
AAC Holdings, Inc. *		(114,012	)		(2,691,823	)
Accelerate Diagnostics, Inc. *		(210,318	)		(4,126,439	)
Accuray, Inc. *		(230,867	)		(1,590,674	)
Air Methods Corp. *		(45,745	)		(1,713,150	)
Albany Molecular Research, Inc. *		(193,669	)		(3,861,760	)
Alder Biopharmaceuticals, Inc. *		(24,828	)		(962,085	)
Alexion Pharmaceuticals, Inc. *		(7,221	)		(1,243,384	)
Align Technology, Inc. *		(36,634	)		(2,073,484	)
Amphastar Pharmaceuticals, Inc. *		(53,802	)		(692,432	)
Anacor Pharmaceuticals, Inc. *		(14,307	)		(1,865,776	)
Ani Pharmaceuticals, Inc. *		(69,779	)		(3,403,122	)
Aratana Therapeutics, Inc. *		(139,756	)		(2,468,091	)
athenahealth, Inc. *		(22,099	)		(2,938,504	)
BioTime, Inc. *		(85,880	)		(259,358	)
BodyTel Scientific, Inc. * ‡		(4,840	)		0
CareView Communications, Inc. *		(207,465	)		(68,463	)
Cerner Corp. *		(18,998	)		(1,173,316	)
Concordia Healthcare Corp.		(31,557	)		(2,460,815	)
Corcept Therapeutics, Inc. *		(242,358	)		(1,211,790	)
Corindus Vascular Robotics, Inc. *		(350,167	)		(1,225,585	)
DexCom, Inc. *		(28,550	)		(2,687,697	)
EndoChoice Holdings, Inc. *		(60,402	)		(1,020,794	)
Endologix, Inc. *		(183,554	)		(2,382,531	)
Exact Sciences Corp. *		(74,762	)		(1,652,988	)
GenMark Diagnostics, Inc. *		(138,738	)		(1,434,551	)
Halozyme Therapeutics, Inc. *		(63,734	)		(1,112,796	)
HealthStream, Inc. *		(154,379	)		(3,836,318	)
HeartWare International, Inc. *		(41,012	)		(3,510,627	)
Inogen, Inc. *		(50,942	)		(2,510,931	)
Inovio Pharmaceuticals, Inc *		(114,975	)		(861,163	)
Insulet Corp. *		(89,295	)		(2,652,954	)
Insys Therapeutics, Inc. *		(104,780	)		(3,396,968	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			31


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT EQUITY FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares			Value
Health Care—(continued)
Intrexon Corp. *		(71,658	)	$	(3,188,781	)
Intuitive Surgical, Inc. *		(5,185	)		(2,649,276	)
InVivo Therapeutics Holdings Corp. *		(84,574	)		(824,597	)
Ironwood Pharmaceuticals, Inc. *		(89,067	)		(979,737	)
Isis Pharmaceuticals, Inc. *		(46,914	)		(2,354,145	)
MiMedx Group, Inc. *		(402,735	)		(3,910,557	)
Mindray Medical International Ltd. — ADR		(65,519	)		(1,586,870	)
NanoString Technologies, Inc *		(77,495	)		(1,178,699	)
Nevro Corp. *		(25,904	)		(1,166,457	)
Novadaq Technologies, Inc. *		(220,542	)		(2,547,260	)
Novavax, Inc. *		(137,554	)		(1,481,457	)
NuVasive, Inc. *		(47,491	)		(2,503,726	)
Opko Health, Inc. *		(103,248	)		(1,117,143	)
Osiris Therapeutics, Inc. *		(147,531	)		(2,655,558	)
OvaScience, Inc. *		(81,371	)		(1,581,852	)
PDL BioPharma, Inc.		(265,734	)		(1,501,397	)
Quotient Ltd. *		(23,365	)		(383,186	)
Relypsa, Inc. *		(15,168	)		(348,257	)
Retrophin, Inc. *		(73,353	)		(2,011,339	)
Rockwell Medical, Inc. *		(140,223	)		(1,678,469	)
Sarepta Therapeutics, Inc. *		(51,445	)		(1,836,587	)
Spectranetics Corp. *		(88,342	)		(1,488,563	)
Synergy Pharmaceuticals, Inc. *		(158,374	)		(1,108,618	)
TherapeuticsMD, Inc. *		(295,387	)		(1,810,722	)
Utah Medical Products, Inc.		(10,951	)		(584,674	)
Wright Medical Group, Inc. *		(134,041	)		(3,092,326	)

					(108,660,622	)

Real Estate Investment Trusts—(0.3%)
Digital Realty Trust, Inc.		(27,390	)		(1,734,335	)

					(1,734,335	)

Technology—(19.9%)
Aerohive Networks, Inc. *		(232,923	)		(1,448,781	)
Alliance Fiber Optic Products, Inc.		(158,601	)		(2,991,215	)
Ambarella, Inc. *		(11,243	)		(1,075,168	)
ANTs Software, Inc. *		(10,334	)		(1	)
Arista Networks, Inc. *		(27,281	)		(2,040,346	)
ARM Holdings PLC — Sponsored ADR		(31,361	)		(1,322,180	)
ASML Holding NV		(19,580	)		(1,782,172	)
Barracuda Networks, Inc. *		(38,906	)		(1,022,839	)
Blackbaud, Inc.		(30,834	)		(1,761,855	)
Box, Inc., Class A *		(551,001	)		(7,427,493	)
Capstone Turbine Corp. *		(675,539	)		(271,296	)
Castlight Health, Inc., Class B *		(111,875	)		(591,819	)
Cavium, Inc. *		(77,629	)		(5,280,325	)
Ciena Corp. *		(167,583	)		(3,747,156	)
Cirrus Logic, Inc. *		(147,988	)		(4,463,318	)
Consygen, Inc. * ‡		(200	)		0
CyberArk Software Ltd. *		(44,901	)		(2,292,196	)
Demandware, Inc. *		(36,512	)		(2,037,004	)
Ellie Mae, Inc. *		(44,166	)		(3,198,943	)
Endurance International Group Holdings, Inc. *		(133,945	)		(2,048,019	)


	Number of Shares			Value
Technology—(continued)
Ener1, Inc. *		(102,820	)	$	(10	)
Energy Focus, Inc. *		(112,473	)		(2,463,159	)
Entegris, Inc. *		(83,493	)		(1,146,359	)
Finisar Corp. *		(132,411	)		(2,043,102	)
FireEye, Inc. *		(79,664	)		(3,009,706	)
GT Advanced Technologies, Inc. *		(198,179	)		(30,004	)
Guidewire Software, Inc. *		(69,437	)		(3,882,223	)
Himax Technologies, Inc. — ADR		(146,824	)		(1,016,022	)
Hortonworks, Inc. *		(97,760	)		(2,322,778	)
HubSpot, Inc. *		(46,316	)		(2,190,284	)
Infinera Corp. *		(211,360	)		(4,611,875	)
KLA-Tencor Corp.		(28,914	)		(1,448,881	)
Neonode, Inc. *		(206,220	)		(604,225	)
Nestor, Inc. * ‡		(15,200	)		(2	)
NetSuite, Inc. *		(35,422	)		(3,147,245	)
Palo Alto Networks, Inc. *		(12,407	)		(2,037,478	)
PowerSecure International, Inc. *		(74,564	)		(899,242	)
Proofpoint, Inc. *		(41,708	)		(2,349,829	)
Q2 Holdings, Inc. *		(67,715	)		(1,771,424	)
Qlik Technologies, Inc. *		(76,976	)		(2,914,311	)
SciQuest Inc *		(124,160	)		(1,363,277	)
Skyworks Solutions, Inc.		(43,062	)		(3,761,466	)
Splunk, Inc. *		(28,683	)		(1,777,486	)
Tableau Software, Inc., Class A *		(18,256	)		(1,719,168	)
Taiwan Semiconductor Manufacturing Co., Ltd. — Sponsored ADR		(73,966	)		(1,470,444	)
Textura Corp. *		(81,788	)		(2,115,038	)
Tiger Telematics, Inc. * ‡		(6,510	)		0
Tower Semiconductor Ltd. *		(212,110	)		(2,568,652	)
Uni-Pixel, Inc. *		(19,665	)		(22,811	)
Universal Display Corp. *		(148,307	)		(5,463,630	)
Veeva Systems, Inc., Class A *		(116,201	)		(3,009,606	)
VeriFone Systems, Inc. *		(46,407	)		(1,449,755	)
Vicor Corp. *		(206,044	)		(2,010,989	)
Workday, Inc., Class A *		(53,985	)		(3,792,986	)
Workiva, Inc. *		(270,850	)		(3,881,281	)
WorldGate Communications, Inc. * ‡		(582,655	)		(58	)
Xybernaut Corp. * ‡		(34,156	)		0

					(117,096,932	)

Transportation—(1.6%)
American Railcar Industries, Inc.		(144,002	)		(5,970,323	)
GATX Corp.		(23,912	)		(1,185,318	)
Student Transportation, Inc.		(575,993	)		(2,373,091	)

					(9,528,732	)

Utilities—(0.6%)
Genie Energy, Ltd.		(153,241	)		(1,639,679	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


32		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT EQUITY FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares			Value
Utilities—(continued)
SolarCity Corp. *		(44,824	)	$	(2,164,103	)

					(3,803,782	)

TOTAL COMMON STOCK (Proceeds $426,084,245)					(440,837,787	)

TOTAL SECURITIES SOLD SHORT—(75.0%) (Proceeds $426,084,245)					(440,837,787	)

	Number of Contracts
OPTIONS WRITTEN ††—(0.3%)
BP PLC Put Options Expires 01/15/16 Strike Price $47.00		(1,052	)		(1,499,100	)

TOTAL OPTIONS WRITTEN (Premiums received $649,513)					(1,499,100	)

OTHER ASSETS IN EXCESS OF LIABILITIES—74.0%					435,083,889

NET ASSETS—100.0%				$	588,210,647


ADR	—	American Depositary Receipt
PLC	—	Public Limited Company
144A	—	Security was purchased pursuant to Rule 144A under the Securities Act of 1933, as amended, and may not be resold subject to that rule except to qualified institutional buyers. As of August 31, 2015, these securities amounted to $1,729,292 or 0.3% of net assets. These 144A securities have not been deemed illiquid.
*	—	Non-income producing.
(a)	—	All or a portion of the security is on loan. At August 31, 2015, the market value of securities on loan was $10,850,544.
†	—	Security position is either entirely or partially held in a segregated account as collateral for securities sold short.
††	—	Primary risk exposure is equity contracts.
‡	—	Security has been valued at fair market value as determined in good faith by or under the direction of The RBB Fund, Inc.‘s Board of Directors. As of August 31, 2015, long positions amounted to $562,789 or 0.1% of net assets; short positions amounted to ($88) or 0.0% of net assets.

A summary of the inputs used to value the Fund’s investments as of August 31, 2015 is as follows (see Note I in the Notes to Financial Statements):


	Total Value as of August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Common Stock
Basic Industries	$	46,830,102	$	46,830,102	$	—	$	—
Capital Goods		68,552,076		68,552,076		—		—
Communications		31,179,115		31,179,115		—		—
Consumer Durables		7,546,110		7,546,110		—		—
Consumer Non-Durables		15,310,392		15,310,392		—		—
Consumer Services		102,896,229		101,554,828		1,341,401		—
Energy		52,376,600		52,376,600		—		—
Finance		114,610,373		114,610,373		—		—
Health Care		62,349,468		62,349,468		—		—
Real Estate Investment Trusts		6,382,608		6,382,608		—		—
Technology		66,522,516		66,522,516		—		—
Transportation		3,238,717		3,238,717		—		—
Utilities		3,285,384		3,285,384		—		—
Options Purchased
Equity Contracts		2,041,545		2,041,545		—		—
Warrants		562,789		—		—		562,789
Securities Lending Collateral		11,779,621		11,779,621		—		—

Total Assets	$	595,463,645	$	593,559,455	$	1,341,401	$	562,789

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			33


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT EQUITY FUND (concluded)		PORTFOLIO OF INVESTMENTS


	Total Value as of August 31, 2015			Level 1 Quoted Price			Level 2 Significant Observable Inputs			Level 3 Significant Unobservable Inputs
Securities Sold Short
Basic Industries	$	(1,656,817	)	$	(1,656,817	)	$	—		$	—
Capital Goods		(24,783,182	)		(24,783,175	)		—			(7	)
Communications		(32,711,518	)		(32,711,518	)		—			—
Consumer Durables		(24,002,262	)		(24,002,244	)		—			(18	)
Consumer Non-Durables		(16,518,292	)		(16,518,289	)		—			(3	)
Consumer Services		(80,522,061	)		(80,522,061	)		—			—
Energy		(2,924,630	)		(12	)		(2,924,618	)		—
Finance		(16,894,622	)		(16,894,622	)		—			—
Health Care		(108,660,622	)		(108,660,622	)		—			—
Real Estate Investment Trusts		(1,734,335	)		(1,734,335	)		—			—
Technology		(117,096,932	)		(117,096,861	)		(11	)		(60	)
Transportation		(9,528,732	)		(9,528,732	)		—			—
Utilities		(3,803,782	)		(3,803,782	)		—			—
Options Written
Equity Contracts		(1,499,100	)		(1,499,100	)		—			—

Total Liabilities	$	(442,336,887	)	$	(439,412,170	)	$	(2,924,629	)	$	(88	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


34		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT RESEARCH FUND		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
LONG POSITIONS—95.3%
COMMON STOCK—95.3%
Basic Industries—5.9%
Avery Dennison Corp. †		767,564	$	44,580,117
Barrick Gold Corp.		1,852,195		12,872,755
Berry Plastics Group, Inc. * †		1,201,120		35,553,152
Cloud Peak Energy, Inc. *		648,665		3,100,619
Crown Holdings, Inc. * †		906,312		44,925,886
Graphic Packaging Holding Co. †		4,938,273		69,629,649
Lintec Corp.		775,800		17,852,364
Mosaic Co. (The) †		913,041		37,279,464
Packaging Corp of America †		541,298		36,326,509
Stornoway Diamond Corp. *		19,386,145		11,493,762
Valspar Corp., (The) †		711,319		52,139,683
WestRock Co. †		859,795		51,028,833

				416,782,793

Capital Goods—11.0%
BAE Systems PLC		2,829,696		19,477,773
Boeing Co. (The)		137,267		17,938,052
Carlisle Cos, Inc. †		263,562		26,540,693
Crane Co. †		333,829		17,539,376
CRH, Inc.		930,735		27,202,946
Cubic Corp. †		313,169		13,190,678
Danaher Corp. †		651,890		56,727,468
General Dynamics Corp. †		292,679		41,569,198
Honeywell International, Inc. †		310,041		30,777,770
Huntington Ingalls Industries, Inc. †		320,458		36,077,162
Ingersoll-Rand PLC †		1,006,008		55,622,182
KION Group AG		193,657		8,595,704
Lockheed Martin Corp. †		306,329		61,627,268
Masco Corp. †		1,568,255		41,135,329
Meggitt PLC		2,530,609		18,405,121
Melrose Industries PLC		5,313,005		21,597,649
Mitsubishi Electric Corp.		2,368,000		23,563,457
Nitto Denko Corp.		219,300		14,696,679
Northrop Grumman Corp. †		258,728		42,364,123
Raytheon Co. †		383,545		39,336,375
Safran SA		539,599		42,099,371
Stanley Black & Decker, Inc. †		495,826		50,336,256
Textron, Inc. †		1,043,246		40,477,945
United Technologies Corp. †		273,902		25,092,162

				771,990,737

Communications—4.0%
Baidu, Inc. — Sponsored ADR * †		61,868		9,110,063
Comcast Corp., Class A †		1,006,142		56,675,979
Google, Inc., Class A * †		50,764		32,885,935
Google, Inc., Class C * †		12,344		7,631,678
Liberty Broadband Corp., Class C * †		222,559		11,913,583
Liberty Global PLC LiLAC, Class C * †		63,524		2,112,173
Liberty Global PLC, Series C * †		1,506,401		67,592,213
NetEase, Inc. — ADR †		81,169		9,024,369
Qihoo 360 Technology Co. Ltd. — ADR *		196,359		10,381,500
Verizon Communications, Inc. †		720,131		33,133,227


	Number of Shares		Value
Communications—(continued)
Vodafone Group PLC		7,978,071	$	27,471,937
Yahoo!, Inc. * †		379,090		12,221,862

				280,154,519

Consumer Durables—2.6%
Alpine Electronics Inc.		598,300		8,378,856
Fuji Heavy Industries, Ltd.		681,800		23,834,938
Lear Corp. †		246,097		25,296,311
Newell Rubbermaid, Inc. †		1,209,619		50,961,249
Samsung Electronics Co. Ltd.		34,995		32,201,435
Tenneco, Inc. * †		555,282		26,126,018
Toyota Industries Corp.		282,400		13,969,134

				180,767,941

Consumer Non-Durables—3.2%
Activision Blizzard, Inc.		884,850		25,333,256
Britvic PLC		2,333,803		23,843,933
Coca-Cola West Co. Ltd.		290,200		5,964,687
Constellation Brands, Inc., Class A †		152,665		19,541,120
Global Brands Group Holding Ltd. *		57,148,000		10,825,693
Imperial Tobacco Group PLC		892,260		42,947,846
Ontex Group NV		775,845		24,207,283
Reynolds American, Inc. †		138,382		11,589,493
Stock Spirits Group PLC		3,563,779		10,718,461
Tyson Foods, Inc., Class A †		1,182,238		49,985,023

				224,956,795

Consumer Services—12.0%
CBS Corp., Class B non-voting shares †		447,182		20,230,514
Civeo Corp.		1,075,996		2,098,192
CVS Health Corp. †		367,331		37,614,694
eBay, Inc. *		1,015,498		27,530,152
Equifax, Inc. †		477,060		46,704,174
Expedia, Inc. †		254,221		29,232,873
H&R Block, Inc. †		1,175,770		39,999,695
ITV PLC		10,916,848		41,574,549
Liberty Media Corp., Class A * †		379,110		14,121,848
Liberty Media Corp., Class C * †		504,410		18,269,730
Lowe’s Cos., Inc.		301,547		20,858,006
Macy’s, Inc. †		396,463		23,236,696
ManpowerGroup, Inc. †		546,701		47,508,317
Marks & Spencer Group PLC		4,563,089		36,230,463
Moody’s Corp. †		377,840		38,656,810
New Oriental Education & Technology Group, Inc. — Sponsored ADR		291,026		5,963,123
Omnicom Group, Inc. †		634,407		42,492,581
Outerwall, Inc. †		188,712		11,624,659
Phoenix New Media Ltd. — ADR *		1,284,537		6,152,932
ProSiebenSat.1 Media SE		569,744		27,671,674
Randstad Holding NV		541,666		34,119,161
Robert Half International, Inc. †		654,465		33,397,349
Six Flags Entertainment Corp. †		435,192		19,570,584
Starz, Class A *		485,945		18,276,391
Target Corp. †		488,745		37,980,374
TEGNA, Inc.		936,375		22,276,361

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			35


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
Consumer Services—(continued)
Time, Inc. †		619,031	$	12,857,274
Towers Watson & Co., Class A †		378,538		44,943,817
Twenty-First Century Fox, Inc. †		1,096,955		30,045,597
Viacom, Inc., Class B †		515,208		21,005,030
WPP PLC		1,662,260		34,217,970

				846,461,590

Energy—8.8%
Anadarko Petroleum Corp. # †		487,702		34,909,709
Canadian Natural Resources Ltd.		963,962		21,660,226
Diamondback Energy, Inc. * #		953,074		65,085,423
Energen Corp. †		873,058		45,399,016
EOG Resources, Inc. #		628,153		49,190,661
EQT Corp. †		231,959		18,051,049
Exxon Mobil Corp. # †		982,381		73,914,346
Inpex Corp.		1,413,000		14,322,431
Kosmos Energy Ltd. * †		1,882,712		13,178,984
Marathon Petroleum Corp. # †		626,514		29,640,377
Occidental Petroleum Corp. # †		740,814		54,086,830
Parsley Energy, Inc., Class A * †		3,283,269		56,472,227
Phillips 66 # †		643,440		50,876,801
QEP Resources, Inc. †		1,434,187		20,135,986
Rice Energy, Inc. * †		824,409		16,034,755
RSP Permian, Inc. * †		1,960,060		46,923,836
Viper Energy Partners LP		622,557		10,172,581

				620,055,238

Finance—19.4%
ACE Ltd. †		383,381		39,166,203
Alleghany Corp. * †		57,843		27,174,063
Allstate Corp., (The) †		686,406		40,003,742
Ally Financial, Inc. * †		1,657,990		36,243,661
American International Group, Inc. †		637,627		38,474,413
Aon PLC †		451,326		42,171,901
Bank of America Corp. †		1,624,693		26,547,484
BB&T Corp. †		1,583,333		58,456,654
Berkshire Hathaway, Inc., Class B * †		294,544		39,480,678
Capital One Financial Corp. †		906,839		70,506,732
Charles Schwab Corp., (The) †		772,889		23,480,368
Citigroup, Inc. †		1,374,805		73,524,571
Discover Financial Services †		1,116,206		59,973,748
Fifth Third Bancorp †		3,367,924		67,089,046
Goldman Sachs Group, Inc., (The)		239,978		45,259,851
Huntington Bancshares, Inc. †		2,557,502		27,902,347
Investors Bancorp, Inc. †		2,060,785		24,276,047
JPMorgan Chase & Co. †		1,111,932		71,274,841
MetLife, Inc. †		674,059		33,770,356
Morgan Stanley		785,832		27,071,912
Navient Corp. †		1,976,648		25,281,328
PICC Property & Casualty Co Ltd.		4,928,000		9,347,584
PNC Financial Services Group, Inc., (The) †		317,251		28,907,911
Raymond James Financial, Inc. †		453,638		24,038,278
Regions Financial Corp. †		2,721,612		26,100,259


	Number of Shares		Value
Finance—(continued)
Reinsurance Group of America, Inc. †		135,527	$	12,316,694
SLM Corp. *		3,607,936		30,595,297
State Street Corp. †		540,688		38,886,281
SunTrust Banks, Inc. †		717,879		28,980,775
TD Ameritrade Holding Corp. †		688,193		23,026,938
Torchmark Corp. †		356,262		20,827,077
Travelers Cos., Inc., (The) †		225,917		22,490,037
Unum Group †		1,065,298		35,730,095
Validus Holdings Ltd.		313,958		13,902,060
Wells Fargo & Co. †		1,333,556		71,118,541
WR Berkley Corp. †		658,244		35,729,485
XL Group PLC †		1,304,143		48,631,492

				1,367,758,750

Health Care—9.7%
AbbVie, Inc. †		604,594		37,732,712
Anthem, Inc. †		193,785		27,333,374
Cardinal Health, Inc. †		341,796		28,119,557
Celgene Corp. *		49,052		5,792,060
CIGNA Corp. †		239,751		33,754,543
Express Scripts Holding Co. * †		580,145		48,500,122
Gilead Sciences, Inc. †		420,144		44,144,530
ICON PLC *		379,839		29,247,603
Johnson & Johnson †		497,913		46,793,864
Laboratory Corp. of America Holdings * †		313,924		36,983,386
McKesson Corp. †		120,267		23,762,354
MEDNAX, Inc. * †		390,314		31,439,793
Medtronic PLC †		557,979		40,336,302
Merck & Co., Inc. †		855,257		46,055,589
Novartis AG — Sponsored ADR		155,661		15,133,362
Pfizer, Inc. †		1,444,179		46,531,447
Quest Diagnostics, Inc.		457,269		31,002,838
Shire PLC — ADR		118,679		27,533,528
Teva Pharmaceutical Industries Ltd. — Sponsored ADR †		634,605		40,874,908
Zimmer Biomet Holdings, Inc. †		389,053		40,290,329

				681,362,201

Real Estate Investment Trusts—1.0%
American Capital Agency Corp. REIT †		607,518		11,621,819
American Homes 4 Rent, Class A		645,127		10,309,129
American Residential Properties, Inc. †		524,940		8,897,733
Boston Properties, Inc. †		77,233		8,756,678
Cheung Kong Property Holdings Ltd. *		1,223,500		8,617,594
Host Hotels & Resorts, Inc.		508,192		9,010,244
LaSalle Hotel Properties		201,374		6,335,226
Sunstone Hotel Investors, Inc.		672,146		9,295,779

				72,844,202

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


36		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
Technology—16.8%
Alliance Data Systems Corp. *		93,415	$	24,025,404
Amdocs Ltd. †		638,870		36,549,753
Apple, Inc. †		715,484		80,677,976
Arrow Electronics, Inc. * †		700,880		39,193,210
Avago Technologies Ltd. †		378,146		47,635,052
Avnet, Inc.		739,158		31,340,299
Brocade Communications Systems, Inc.		4,478,013		47,690,838
CDW Corp. †		1,114,970		44,320,058
Cisco Systems, Inc. †		1,341,639		34,721,617
Citizen Holdings Co., Ltd.		1,481,500		11,170,196
EMC Corp. †		2,088,927		51,951,614
EVERTEC, Inc. †		688,058		12,453,850
Fidelity National Information Services, Inc. †		464,639		32,087,969
Flextronics International Ltd. * †		4,459,784		46,872,330
Global Payments, Inc.		122,526		13,648,171
Harris Corp. †		549,922		42,245,008
Hewlett-Packard Co. †		1,816,164		50,961,562
Hollysys Automation Technologies, Ltd.		515,467		9,046,446
Jabil Circuit, Inc. †		2,821,909		54,603,939
Microsoft Corp. †		1,953,185		85,002,611
Motorola Solutions, Inc. †		424,632		27,524,646
NXP Semiconductors NV * †		509,234		43,106,658
ON Semiconductor Corp. *		4,611,691		44,064,708
Oracle Corp. †		1,976,389		73,304,268
Seagate Technology PLC †		774,982		39,834,075
TE Connectivity Ltd. †		273,166		16,196,012
Texas Instruments, Inc. †		1,057,945		50,612,089
Total System Services, Inc. †		677,533		31,051,337
Western Digital Corp. †		708,405		58,060,874

				1,179,952,570

Transportation—0.5%
Delta Air Lines, Inc. †		887,199		38,841,572

				38,841,572

Utilities—0.4%
AES Corp.		2,353,637		28,243,644

				28,243,644

TOTAL COMMON STOCK—95.3% (Cost $6,454,686,082)				6,710,172,552

WARRANTS—0.0%
Basic Industries—0.0%
Stornoway Diamond Corp. Exercise Price CAD 0.90, Expires 07/08/16 *		7,527,500		600,781

				600,781

TOTAL WARRANTS—0.0% (Cost $773,078)				600,781

TOTAL INVESTMENTS—95.3% (Cost $6,455,459,160)				6,710,773,333


	Number of Shares			Value
SECURITIES SOLD SHORT—(48.2%)
COMMON STOCK—(48.2%)
Basic Industries—(1.7%)
Air Products & Chemicals, Inc.		(139,974	)	$	(19,530,572	)
BASF SE		(173,904	)		(13,972,582	)
Bemis Co., Inc.		(197,706	)		(8,386,689	)
Detour Gold Corp. *		(565,009	)		(5,707,639	)
EI Du Pont de Nemours & Co.		(192,742	)		(9,926,213	)
FMC Corp.		(216,273	)		(9,150,511	)
FP Corp.		(349,000	)		(12,095,790	)
Goldcorp, Inc.		(461,389	)		(6,394,852	)
Oji Holdings Corp.		(2,356,000	)		(10,875,399	)
Taiyo Nippon Sanso Corp.		(655,600	)		(8,014,808	)
Vale SA — ADR		(1,848,574	)		(9,150,441	)
Wausau Paper Corp.		(1,080,391	)		(8,416,246	)

					(121,621,742	)

Capital Goods—(4.3%)
Atlas Copco AB		(693,985	)		(17,473,804	)
Axalta Coating Systems Ltd.		(613,459	)		(17,906,868	)
Bombardier, Inc., Class B		(6,609,875	)		(6,481,255	)
CNH Industrial NV		(1,558,757	)		(12,329,768	)
Deere & Co.		(259,257	)		(21,202,037	)
GEA Group AG		(232,722	)		(9,060,046	)
IMI PLC		(1,190,626	)		(18,806,004	)
Kennametal, Inc.		(559,175	)		(17,054,838	)
Keppel Corp Ltd.		(1,836,700	)		(8,941,092	)
Metso OYJ		(868,316	)		(21,391,107	)
Proto Labs, Inc. *		(561,767	)		(40,913,491	)
Raven Industries, Inc.		(445,182	)		(8,066,698	)
Sun Hydraulics Corp.		(300,619	)		(9,697,969	)
TOTO Ltd.		(730,000	)		(10,723,682	)
Trex Co., Inc. *		(283,032	)		(10,984,472	)
USG Corp. *		(762,834	)		(23,274,065	)
Weir Group PLC/The		(347,552	)		(7,439,548	)
WW Grainger, Inc.		(54,519	)		(12,181,725	)
Zardoya Otis SA		(1,270,771	)		(13,550,436	)
Zodiac Aerospace		(393,464	)		(11,955,623	)

					(299,434,528	)

Communications—(3.2%)
CenturyLink, Inc.		(501,915	)		(13,571,782	)
Cogent Communications Group, Inc.		(538,212	)		(14,946,147	)
Eutelsat Communications SA		(660,783	)		(19,906,901	)
Frontier Communications Corp		(2,856,848	)		(14,484,219	)
LinkedIn Corp., Class A *		(68,452	)		(12,362,431	)
Millicom International Cellular SA — SDR		(276,215	)		(18,403,514	)
Pandora Media, Inc. *		(1,205,725	)		(21,630,707	)
Rackspace Hosting, Inc. *		(804,055	)		(24,451,313	)
Sprint Corp. *		(5,559,852	)		(28,132,851	)
Synchronoss Technologies, Inc. *		(520,138	)		(21,008,374	)
TalkTalk Telecom Group PLC		(4,283,631	)		(19,628,407	)
Telefonica SA — Sponsored ADR		(1,364,460	)		(19,197,952	)

					(227,724,598	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			37


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares			Value
Consumer Durables—(1.7%)
Autoliv, Inc.		(260,326	)	$	(26,592,301	)
Dorman Products, Inc. *		(353,900	)		(17,818,865	)
Electrolux AB — Series B		(651,024	)		(18,336,275	)
Leggett & Platt, Inc.		(389,588	)		(17,305,499	)
Lennar Corp., Class A		(163,812	)		(8,338,031	)
LKQ Corp. *		(661,631	)		(19,842,314	)
Tesla Motors, Inc. *		(49,242	)		(12,264,213	)

					(120,497,498	)

Consumer Non-Durables—(5.2%)
B&G Foods, Inc.		(651,234	)		(19,791,001	)
Boston Beer Co., Inc., (The) Class A *		(79,768	)		(16,358,024	)
Campbell Soup Co.		(244,710	)		(11,743,633	)
Clorox Co., (The)		(213,649	)		(23,751,359	)
Colgate-Palmolive Co.		(295,441	)		(18,556,649	)
Flowers Foods, Inc.		(796,621	)		(18,489,573	)
Hain Celestial Group, Inc., (The) *		(336,433	)		(20,475,312	)
JM Smucker Co., (The)		(178,716	)		(21,038,448	)
Kagome Co. Ltd.		(557,800	)		(9,432,965	)
Mattel, Inc.		(755,653	)		(17,704,950	)
McCormick & Co., Inc. non-voting shares		(276,709	)		(21,937,489	)
Mondelez International, Inc., Class A		(553,023	)		(23,426,054	)
Nintendo Co. Ltd.		(153,200	)		(31,520,318	)
Snyders-Lance, Inc.		(308,852	)		(10,429,932	)
Tod’s SpA		(142,375	)		(12,995,464	)
TreeHouse Foods, Inc. *		(239,565	)		(19,014,274	)
Tsingtao Brewery Co., Ltd. Class H		(2,268,000	)		(11,145,389	)
Tumi Holdings, Inc. *		(990,645	)		(19,535,519	)
Under Armour, Inc., Class A *		(300,261	)		(28,683,933	)
Want Want China Holdings Ltd.		(15,198,000	)		(12,252,329	)

					(368,282,615	)

Consumer Services—(8.2%)
Acxiom Corp. *		(856,191	)		(17,945,763	)
Aramark		(636,684	)		(19,953,677	)
Bob Evans Farms, Inc.		(440,018	)		(19,884,413	)
Buffalo Wild Wings, Inc. *		(112,227	)		(21,287,217	)
CarMax, Inc. *		(364,953	)		(22,262,133	)
Cheesecake Factory, Inc., (The)		(216,784	)		(11,764,868	)
Chipotle Mexican Grill, Inc. *		(26,583	)		(18,874,196	)
DreamWorks Animation SKG, Inc., Class A *		(883,253	)		(17,612,065	)
Dunkin’ Brands Group, Inc.		(251,215	)		(12,600,944	)
Etsy, Inc. *		(713,166	)		(10,219,669	)
GrainCorp, Ltd.		(2,396,959	)		(13,889,103	)
Hennes & Mauritz AB, Class B		(644,795	)		(24,758,663	)
HomeAway, Inc. *		(468,606	)		(13,444,306	)
Jack in the Box, Inc.		(148,649	)		(11,621,379	)
Krispy Kreme Doughnuts, Inc. *		(1,263,082	)		(21,649,225	)
LVMH Moet Hennessy Louis Vuitton SE		(86,110	)		(14,332,076	)
Mattress Firm Holding Corp. *		(326,859	)		(19,640,957	)
Medidata Solutions, Inc. *		(630,489	)		(30,276,082	)


	Number of Shares			Value
Consumer Services—(continued)
Monro Muffler Brake, Inc.		(368,564	)	$	(23,363,272	)
Netflix, Inc. *		(80,014	)		(9,204,010	)
Nord Anglia Education, Inc. *		(28,296	)		(581,200	)
Nordstrom, Inc.		(147,341	)		(10,738,212	)
Pearson PLC		(1,065,434	)		(18,470,909	)
Pricesmart, Inc.		(169,974	)		(14,449,490	)
Qunar Cayman Islands Ltd. *		(351,473	)		(11,422,873	)
Restoration Hardware Holdings, Inc. *		(227,587	)		(21,047,246	)
Rollins, Inc.		(690,962	)		(19,291,659	)
Seek Ltd.		(1,754,952	)		(15,411,084	)
Texas Roadhouse, Inc.		(657,198	)		(23,652,556	)
Tiffany & Co.		(166,177	)		(13,668,058	)
Ultimate Software Group, Inc., (The) *		(113,869	)		(20,062,579	)
Wayfair, Inc. *		(566,332	)		(21,124,184	)
Wendy’s Co., (The)		(2,381,248	)		(21,693,169	)
Yum! Brands, Inc.		(114,463	)		(9,130,714	)

					(575,327,951	)

Energy—(2.6%)
Cabot Oil & Gas Corp.		(674,839	)		(15,973,439	)
Chevron Corp.		(253,469	)		(20,528,454	)
Concho Resources, Inc. *		(121,109	)		(13,099,149	)
Continental Resources, Inc. *		(348,709	)		(11,193,559	)
CVR Energy, Inc.		(233,723	)		(9,398,002	)
Devon Energy Corp.		(414,077	)		(17,664,525	)
Diamond Offshore Drilling, Inc.		(927,967	)		(22,002,098	)
EQT Midstream Partners LP		(173,524	)		(13,500,167	)
Matador Resources Co. *		(597,567	)		(13,690,260	)
Noble Energy, Inc.		(581,889	)		(19,440,911	)
Oasis Petroleum, Inc. *		(341,594	)		(3,812,189	)
Repsol SA		(1,115,732	)		(15,908,028	)
Southwestern Energy Co. *		(404,441	)		(6,568,122	)

					(182,778,903	)

Finance—(5.8%)
Aberdeen Asset Management PLC		(2,837,726	)		(13,774,262	)
Astoria Financial Corp.		(1,115,065	)		(18,030,601	)
Banco de Sabadell SA		(4,680,581	)		(9,916,655	)
BancorpSouth, Inc.		(718,112	)		(17,062,341	)
Bank of Hawaii Corp.		(186,745	)		(11,589,395	)
Bankinter SA		(1,425,879	)		(10,683,159	)
Barclays PLC		(2,041,141	)		(8,111,083	)
Community Bank System, Inc.		(487,916	)		(17,399,085	)
Credit Acceptance Corp. *		(38,930	)		(7,934,323	)
Cullen/Frost Bankers, Inc.		(239,435	)		(15,481,867	)
CVB Financial Corp.		(1,039,253	)		(16,887,861	)
Eaton Vance Corp.		(539,067	)		(18,689,453	)
Financial Engines, Inc.		(525,821	)		(17,068,150	)
First Financial Bankshares, Inc.		(555,525	)		(17,299,049	)
First Niagara Financial Group, Inc.		(1,369,177	)		(12,664,887	)
Glacier Bancorp, Inc.		(560,283	)		(14,572,961	)
HDFC Bank Ltd. — ADR		(198,955	)		(11,338,445	)
Home Bancshares, Inc.		(292,460	)		(11,148,575	)
LPL Financial Holdings, Inc.		(517,081	)		(20,796,998	)
Mobile Mini, Inc.		(394,364	)		(13,412,320	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


38		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares			Value
Finance—(continued)
New York Community Bancorp, Inc.		(1,139,707	)	$	(20,127,226	)
PacWest Bancorp		(321,059	)		(13,689,956	)
Texas Capital Bancshares, Inc. *		(129,441	)		(6,971,692	)
Trustmark Corp.		(578,082	)		(13,313,228	)
UMB Financial Corp.		(264,585	)		(13,263,646	)
United Bankshares, Inc.		(602,755	)		(22,555,092	)
Valley National Bancorp		(1,999,025	)		(18,910,777	)
Westamerica Bancorporation		(416,004	)		(18,778,421	)

					(411,471,508	)

Health Care—(3.0%)
Achillion Pharmaceuticals, Inc. *		(932,244	)		(6,889,283	)
Agilent Technologies, Inc.		(185,321	)		(6,729,005	)
Alexion Pharmaceuticals, Inc. *		(36,240	)		(6,240,166	)
athenahealth, Inc. *		(169,496	)		(22,537,883	)
BTG PLC *		(940,220	)		(9,042,352	)
Carl Zeiss Meditec AG		(637,198	)		(16,904,210	)
Cerner Corp. *		(135,035	)		(8,339,762	)
DexCom, Inc. *		(175,046	)		(16,478,830	)
Diplomat Pharmacy, Inc. *		(281,506	)		(11,116,672	)
Elekta AB, B Shares		(2,047,201	)		(12,683,167	)
Halyard Health, Inc. *		(321,982	)		(10,123,114	)
Henry Schein, Inc. *		(100,059	)		(13,689,072	)
IDEXX Laboratories, Inc. *		(265,408	)		(18,968,710	)
Juno Therapeutics, Inc. *		(158,330	)		(5,748,962	)
Kite Pharma, Inc. *		(132,546	)		(7,047,471	)
Sirona Dental Systems, Inc. *		(147,333	)		(14,052,622	)
West Pharmaceutical Services, Inc.		(461,054	)		(25,749,866	)

					(212,341,147	)

Real Estate Investment Trusts—(2.1%)
Equinix, Inc.		(105,949	)		(28,581,862	)
HCP, Inc.		(599,166	)		(22,205,092	)
Health Care REIT, Inc.		(291,122	)		(18,442,579	)
Hulic Co. Ltd.		(1,447,200	)		(13,285,006	)
Omega Healthcare Investors, Inc.		(399,988	)		(13,511,595	)
Plum Creek Timber Co., Inc.		(484,162	)		(18,635,395	)
Realty Income Corp.		(515,023	)		(23,016,378	)
Rouse Properties, Inc.		(430,487	)		(6,689,768	)

					(144,367,675	)

Technology—(8.3%)
3D Systems Corp. *		(1,193,206	)		(16,382,718	)
Ambarella, Inc. *		(108,086	)		(10,336,264	)
Arista Networks, Inc. *		(314,721	)		(23,537,984	)
Aspen Technology, Inc. *		(691,962	)		(26,204,601	)
Blackbaud, Inc.		(464,917	)		(26,565,357	)
Cirrus Logic, Inc. *		(250,933	)		(7,568,139	)
Dassault Systemes SA		(295,144	)		(20,448,326	)
Electronics for Imaging, Inc. *		(482,245	)		(21,107,864	)
Finisar Corp. *		(1,455,223	)		(22,454,091	)
Hirose Electric Co., Ltd.		(34,500	)		(3,933,370	)
Infosys Ltd. — Sponsored ADR		(1,749,290	)		(30,000,324	)
InvenSense, Inc. *		(81,187	)		(828,919	)
Itron, Inc. *		(988,823	)		(29,664,690	)
National Instruments Corp.		(1,302,847	)		(38,056,161	)


	Number of Shares			Value
Technology—(continued)
NetSuite, Inc. *		(355,476	)	$	(31,584,043	)
Nidec Corp.		(149,300	)		(11,689,740	)
Proofpoint, Inc. *		(494,982	)		(27,887,286	)
Super Micro Computer, Inc. *		(902,677	)		(24,688,216	)
Telefonaktiebolaget LM Ericsson, Class B		(1,107,453	)		(10,794,787	)
Trimble Navigation Ltd. *		(842,164	)		(15,916,900	)
Unisys, Corp. *		(1,259,584	)		(16,588,721	)
Veeva Systems, Inc., Class A *		(877,709	)		(22,732,663	)
VeriFone Systems, Inc. *		(835,278	)		(26,094,085	)
Verint Systems, Inc. *		(604,892	)		(32,258,890	)
ViaSat, Inc. *		(267,855	)		(15,741,838	)
VTech Holdings Ltd.		(919,000	)		(10,613,661	)
Wipro Ltd. — ADR		(2,948,507	)		(34,527,017	)
Workday, Inc., Class A *		(365,427	)		(25,674,901	)

					(583,881,556	)

Transportation—(1.7%)
Heartland Express, Inc.		(668,096	)		(13,522,263	)
J.B. Hunt Transport Services, Inc.		(187,243	)		(13,627,545	)
Keikyu Corp.		(1,599,220	)		(12,839,938	)
Kintetsu Group Holdings, Co., Ltd.		(3,990,000	)		(14,233,897	)
Knight Transportation, Inc.		(353,447	)		(9,613,758	)
Norwegian Air Shuttle ASA *		(313,913	)		(14,077,731	)
Old Dominion Freight Line, Inc. *		(187,282	)		(12,452,380	)
Panalpina Welttransport Holding AG, Registered Shares		(103,897	)		(13,080,500	)
Ryder System, Inc.		(88,926	)		(7,289,264	)
XPO Logistics, Inc. *		(304,409	)		(10,684,756	)

					(121,422,032	)

Utilities—(0.4%)
Ormat Technologies, Inc.		(369,556	)		(13,008,371	)
Spectra Energy Corp.		(439,121	)		(12,765,247	)

					(25,773,618	)

TOTAL COMMON STOCK (Proceeds $3,510,988,845)					(3,394,925,371	)

TOTAL SECURITIES SOLD SHORT—(48.2%) (Proceeds $3,510,988,845)					(3,394,925,371	)

	Number of Contracts
OPTIONS WRITTEN ††—(0.3%)
Anadarko Petroleum Corp. Call Options Expires 01/15/16 Strike Price $80.00		(4,870	)		(1,670,410	)
Diamondback Energy, Inc. Call Options Expires 01/15/16 Strike Price $70.00		(2,000	)		(1,380,000	)
Diamondback Energy, Inc. Call Options Expires 12/18/15 Strike Price $60.00		(3,291	)		(3,965,655	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			39


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Contracts			Value
Diamondback Energy, Inc. Call Options Expires 12/18/15 Strike Price $70.00		(3,000	)	$	(1,950,000	)
EOG Resources Call Options Expires 01/15/16 Strike Price $80.00		(1,133	)		(719,455	)
Exxon Mobil Corp. Call Options Expires 01/15/16 Strike Price $70.00		(2,153	)		(1,636,280	)
Exxon Mobil Corp. Call Options Expires 01/15/16 Strike Price $80.00		(7,457	)		(1,528,685	)
Marathon Petroleum Corp. Call Options Expires 01/15/16 Strike Price $55.00		(5,000	)		(770,000	)
Occidental Petroleum Corp. Call Options Expires 01/15/16 Strike Price $75.00		(4,500	)		(1,665,000	)
Phillips 66 Call Options Expires 01/15/16 Strike Price $70.00		(4,500	)		(5,310,000	)


	Number of Contracts			Value
Phillips 66 Call Options Expires 01/15/16 Strike Price $75.00		(1,750	)	$	(1,435,000	)

TOTAL OPTIONS WRITTEN (Premiums received $17,783,087)					(22,030,485	)

OTHER ASSETS IN EXCESS OF LIABILITIES—53.2%					3,745,662,739

NET ASSETS—100.0%				$	7,039,480,216


ADR	—	American Depositary Receipt
LP	—	Limited Partnership
PLC	—	Public Limited Company
REIT	—	Real Estate Investment Trust
SDR	—	Swedish Depositary Receipt
*	—	Non-income producing.
†	—	Security position is either entirely or partially held in a segregated account as collateral for securities sold short.
#	—	Security segregated as collateral for options written.
††	—	Primary risk exposure is equity contracts.

Contracts For Difference held by the Fund at August 31, 2015, are as follows:


Reference Company	Counterparty		Number of Contracts (Short)			Notional Amount		Unrealized Appreciation
Semiconductor Manufacturing International, Corp.		Goldman Sachs		(338,540,000	)	$	31,440,910	$	1,990,523

A summary of the inputs used to value the Fund’s investments as of August 31, 2015 is as follows (see Note 1 in the Notes to Financial Statements):


	Total Value as of August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Common Stock
Basic Industries	$	416,782,793	$	398,930,429	$	17,852,364	$	—
Capital Goods		771,990,737		596,352,037		175,638,700		—
Communications		280,154,519		252,682,582		27,471,937		—
Consumer Durables		180,767,941		102,383,578		78,384,363		—
Consumer Non-Durables		224,956,795		117,167,353		107,789,442		—
Consumer Services		846,461,590		672,647,773		173,813,817		—
Energy		620,055,238		605,732,807		14,322,431		—
Finance		1,367,758,750		1,358,411,166		9,347,584		—
Health Care		681,362,201		681,362,201		—		—
Real Estate Investment Trusts		72,844,202		72,844,202		—		—
Technology		1,179,952,570		1,168,782,374		11,170,196		—
Transportation		38,841,572		38,841,572		—		—
Utilities		28,243,644		28,243,644		—		—
Warrants		600,781		600,781		—		—
Contracts for difference		1,990,523		—		1,990,523		—

Total Assets	$	6,712,763,856	$	6,094,982,499	$	617,781,357	$	—

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


40		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS LONG/SHORT RESEARCH FUND (concluded)		PORTFOLIO OF INVESTMENTS


	Total Value as of August 31, 2015			Level 1 Quoted Price			Level 2 Significant Observable Inputs			Level 3 Significant Unobservable Inputs
Securities Sold Short
Basic Industries	$	(121,621,742	)	$	(76,663,163	)	$	(44,958,579	)	$	—
Capital Goods		(299,434,528	)		(180,093,186	)		(119,341,342	)		—
Communications		(227,724,598	)		(169,785,776	)		(57,938,822	)		—
Consumer Durables		(120,497,498	)		(102,161,223	)		(18,336,275	)		—
Consumer Non-Durables		(368,282,615	)		(290,936,150	)		(77,346,465	)		—
Consumer Services		(575,327,951	)		(488,466,116	)		(86,861,835	)		—
Energy		(182,778,903	)		(166,870,875	)		(15,908,028	)		—
Finance		(411,471,508	)		(368,986,349	)		(42,485,159	)		—
Health Care		(212,341,147	)		(186,394,585	)		(25,946,562	)		—
Real Estate Investment Trusts		(144,367,675	)		(131,082,669	)		(13,285,006	)		—
Technology		(583,881,556	)		(526,401,672	)		(57,479,884	)		—
Transportation		(121,422,032	)		(80,270,466	)		(41,151,566	)		—
Utilities		(25,773,618	)		(25,773,618	)		—			—
Options Written
Equity Contracts		(22,030,485	)		(22,030,485	)		—			—

Total Liabilities	$	(3,416,955,856	)	$	(2,815,916,333	)	$	(601,039,523	)	$	—

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			41


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS ALL-CAP VALUE FUND		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
RIGHTS—0.0%
Technology—0.0%
CVR Banctec, Inc. Escrow Shares * ‡		14,327	$	0

TOTAL RIGHTS (Cost $0)				0

COMMON STOCK—97.9%
Basic Industries—2.1%
Avery Dennison Corp.		62,087		3,606,013
Crown Holdings, Inc. *		99,646		4,939,452
Graphic Packaging Holding Co.		312,870		4,411,467
Huntsman Corp.		117,240		1,937,977
International Paper Co.		57,370		2,474,942
Mosaic Co. (The)		118,209		4,826,473

				22,196,324

Capital Goods—9.3%
Cubic Corp.		35,406		1,491,301
Fluor Corp.		88,115		4,019,806
General Electric Co.		844,574		20,962,327
Huntington Ingalls Industries, Inc.		26,034		2,930,908
Ingersoll-Rand PLC		55,725		3,081,035
Masco Corp.		126,924		3,329,216
Oshkosh Corp.		112,065		4,712,333
Parker Hannifin Corp.		74,498		8,020,455
Raytheon Co.		131,066		13,442,129
Stanley Black & Decker, Inc.		74,943		7,608,213
Terex Corp.		199,757		4,660,331
Textron, Inc.		100,871		3,913,795
Timken Co.		135,141		4,290,727
United Technologies Corp.		89,314		8,182,056
WESCO International, Inc. * (a)		105,962		5,930,693

				96,575,325

Communications—2.4%
AT&T, Inc.		151,640		5,034,448
Comcast Corp., Class A		94,384		5,316,651
Google, Inc., Class A * #		10,095		6,539,743
NetEase, Inc. — ADR		76,260		8,478,587

				25,369,429

Consumer Durables—2.1%
Brunswick Corp.		57,754		2,870,951
Harley-Davidson, Inc.		80,138		4,491,735
Lear Corp.		53,153		5,463,597
Newell Rubbermaid, Inc.		86,303		3,635,945
Thor Industries, Inc.		92,002		5,021,469

				21,483,697

Consumer Non-Durables—3.5%
Activision Blizzard, Inc.		529,911		15,171,352
Electronic Arts, Inc. *		125,938		8,330,799
PepsiCo, Inc.		92,785		8,622,510
Reynolds American, Inc.		56,769		4,754,404

				36,879,065

Consumer Services—8.8%
AutoZone, Inc. *		4,169		2,984,962


	Number of Shares		Value
Consumer Services—(continued)
Bed Bath & Beyond, Inc. *		76,292	$	4,738,496
Best Buy Co., Inc.		115,878		4,257,358
CVS Health Corp.		47,708		4,885,299
eBay, Inc. *		368,549		9,991,363
H&R Block, Inc.		165,464		5,629,085
Kohl’s Corp.		225,247		11,494,354
Korn/Ferry International		94,571		3,222,034
Lowe’s Cos., Inc.		78,703		5,443,886
Macy’s, Inc.		146,268		8,572,767
Manpowergroup, Inc.		78,924		6,858,496
New Oriental Education & Technology Group. Inc. — Sponsored ADR *		223,301		4,575,437
Office Depot, Inc. *		393,744		3,122,390
Omnicom Group, Inc.		167,782		11,238,038
Sportsman’s Warehouse Holdings, Inc. *		260,850		3,370,182
Viacom, Inc., Class B		26,999		1,100,749

				91,484,896

Energy—6.6%
Anadarko Petroleum Corp.		62,483		4,472,533
Canadian Natural Resources Ltd.		205,231		4,611,541
Energen Corp.		121,054		6,294,808
EOG Resources, Inc.		32,807		2,569,116
EQT Corp.		47,302		3,681,042
Exxon Mobil Corp.		120,245		9,047,234
Marathon Petroleum Corp.		64,302		3,042,128
Occidental Petroleum Corp.		165,672		12,095,713
Parsley Energy, Inc., Class A *		87,404		1,503,349
Phillips 66		161,344		12,757,470
QEP Resources, Inc.		154,452		2,168,506
Rice Energy, Inc. *		152,464		2,965,425
Western Refining, Inc.		76,276		3,281,393

				68,490,258

Finance—26.6%
ACE Ltd.		89,328		9,125,748
AFLAC, Inc.		171,603		10,055,936
Alleghany Corp. *		17,292		8,123,609
Ally Financial, Inc. *		146,749		3,207,933
American International Group, Inc.		193,003		11,645,801
Aon PLC		55,813		5,215,167
BB&T Corp.		336,976		12,441,154
Capital One Financial Corp.		265,972		20,679,323
Citigroup, Inc.		416,412		22,269,714
FCB Financial Holdings, Inc., Class A *		67,740		2,234,065
Fifth Third Bancorp		850,239		16,936,761
Goldman Sachs Group, Inc., (The)		55,876		10,538,214
JPMorgan Chase & Co.		536,739		34,404,970
Loews Corp.		227,203		8,281,549
MetLife, Inc.		163,810		8,206,881
Navient Corp.		403,342		5,158,744
OneBeacon Insurance Group Ltd., Class A		202,657		2,928,394
Peoples Choice Financial Corp. 144A * ‡		1,465		0

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


42		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS ALL-CAP VALUE FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
Finance—(continued)
Prudential Financial, Inc.		133,547	$	10,777,243
Raymond James Financial, Inc.		142,846		7,569,410
SLM Corp. *		265,873		2,254,603
Solar Cayman Ltd. 144A * ‡		19,375		0
State Street Corp.		126,436		9,093,277
Torchmark Corp.		91,444		5,345,816
Travelers Cos., Inc., (The)		106,705		10,622,483
Validus Holdings Ltd.		180,160		7,977,485
Wells Fargo & Co.		96,548		5,148,905
White Mountains Insurance Group Ltd.		16,246		11,685,910
WR Berkley Corp.		174,355		9,463,989
XL Group PLC		140,023		5,221,458

				276,614,542

Health Care—17.5%
AbbVie, Inc.		101,852		6,356,583
Allscripts Healthcare Solutions, Inc. *		197,544		2,720,181
Amgen, Inc.		127,209		19,307,782
Anthem, Inc.		44,380		6,259,799
Boston Scientific Corp. *		233,904		3,915,553
Cardinal Health, Inc.		96,495		7,938,644
Express Scripts Holding Co. *		126,815		10,601,734
Gilead Sciences, Inc.		134,133		14,093,354
Johnson & Johnson		212,266		19,948,759
McKesson Corp.		26,137		5,164,148
Medtronic PLC		207,976		15,034,585
Merck & Co., Inc.		412,642		22,220,772
Novartis AG — Sponsored ADR (a)		172,611		16,781,241
Pfizer, Inc.		308,822		9,950,245
St. Jude Medical, Inc.		79,578		5,634,918
Teva Pharmaceutical Industries Ltd. — Sponsored ADR		154,166		9,929,832
UnitedHealth Group, Inc.		59,498		6,883,919

				182,742,049

Real Estate Investment Trusts—0.0%
TMST, Inc. ‡		191,097		0

Technology—19.0%
Amdocs Ltd.		104,308		5,967,461
Arrow Electronics, Inc. *		134,629		7,528,454
Avnet, Inc.		166,343		7,052,943
Brocade Communications Systems, Inc.		541,057		5,762,257
Cisco Systems, Inc.		645,354		16,701,762
Computer Sciences Corp.		80,179		4,970,296
EMC Corp.		764,611		19,015,876
Fidelity National Information Services, Inc.		137,513		9,496,648
Flextronics International Ltd. *		863,990		9,080,535
Hewlett-Packard Co.		491,544		13,792,725
Jabil Circuit, Inc.		257,837		4,989,146
Linear Technology Corp.		80,576		3,245,601
Microsemi Corp. *		202,543		6,432,766
Microsoft Corp.		365,827		15,920,791
ON Semiconductor Corp. *		657,372		6,281,189


	Number of Shares			Value
Technology—(continued)
Oracle Corp.		545,096		$	20,217,611
PayPal Holdings, Inc. *		194,932			6,822,620
Seagate Technology PLC (a)		53,193			2,734,120
Symantec Corp.		212,017			4,344,228
TE Connectivity Ltd.		146,148			8,665,115
Total System Services, Inc.		239,448			10,973,902
Vishay Intertechnology, Inc.		307,640			3,039,483
Western Digital Corp.		63,137			5,174,708

					198,210,237

TOTAL COMMON STOCK (Cost $872,354,763)					1,020,045,822

SECURITIES LENDING COLLATERAL—1.2%
BlackRock Liquidity TempFund, Institutional Shares		12,040,240			12,040,240

TOTAL SECURITIES LENDING COLLATERAL (Cost $12,040,240)					12,040,240

TOTAL INVESTMENTS—99.1% (Cost $884,395,003)					1,032,086,062

	Number of Contracts
OPTIONS WRITTEN ††—(0.2%)
Google, Inc. Call Options Expires 01/15/2016 Strike Price $500.00 Expires		(95	)		(1,482,000	)

TOTAL OPTIONS WRITTEN (Premiums received $558,681)					(1,482,000	)

OTHER ASSETS IN EXCESS OF LIABILITIES—1.1%					11,137,371

NET ASSETS—100.0%				$	1,041,741,433


ADR	—	American Depositary Receipt
PLC	—	Public Limited Company
144A	—	Security was purchased pursuant to Rule 144A under the Securities Act of 1933, as amended, and may not be resold subject to that rule except to qualified institutional buyers. As of August 31, 2015, these securities amounted to $0 or 0.0% of net assets. These 144A securities have been deemed illiquid. (See Note 7 in Notes to Financial Statements).
*	—	Non-income producing.
‡	—	Security has been valued at fair market value as determined in good faith by or under the direction of The RBB Fund, Inc.‘s Board of Directors. As of August 31, 2015, these securities amounted to $0 or 0% of net assets.
#	—	Security segregated as collateral for options written.
(a)	—	All or a portion of the security is on loan. At August 31, 2015, the market value of securities on loan was $11,725,432.
††	—	Primary risk exposure is equity contracts.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			43


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS ALL-CAP VALUE FUND (concluded)		PORTFOLIO OF INVESTMENTS

A summary of the inputs used to value the Fund’s investments as of August 31, 2015 is as follows (see Note I in the Notes to Financial Statements):


	Total Value as of August 31, 2015			Level 1 Quoted Price			Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Common Stock
Basic Industries	$	22,196,324		$	22,196,324		$	—	$	—
Capital Goods		96,575,325			96,575,325			—		—
Communications		25,369,429			25,369,429			—		—
Consumer Durables		21,483,697			21,483,697			—		—
Consumer Non-Durables		36,879,065			36,879,065			—		—
Consumer Services		91,484,896			91,484,896			—		—
Energy		68,490,258			68,490,258			—		—
Finance		276,614,542			276,614,542			—		—
Health Care		182,742,049			182,742,049			—		—
Real Estate Investment Trusts		—			—			—		—
Technology		198,210,237			198,210,237			—		—
Securities Lending Collateral		12,040,240			12,040,240			—		—

Total Assets	$	1,032,086,062		$	1,032,086,062		$	—	$	—


	Total Value as of August 31, 2015			Level 1 Quoted Price			Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Options Written
Equity Contracts	$	(1,482,000	)	$	(1,482,000	)	$	—	$	—

Total Liabilities	$	(1,482,000	)	$	(1,482,000	)	$	—	$	—

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


44		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


WPG PARTNERS SMALL/MICRO CAP VALUE FUND		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
COMMON STOCK—99.0%
Basic Industries—1.0%
Allegheny Technologies, Inc.		8,600	$	166,066
Novagold Resources, Inc. * (a)		48,800		182,024

				348,090

Capital Goods—11.5%
Aegion Corp. *		10,000		184,000
Carpenter Technology Corp.		6,300		245,700
FreightCar America, Inc.		32,800		706,840
Global Power Equipment Group, Inc.		12,100		55,660
Great Lakes Dredge & Dock Corp. *		156,000		865,800
KBR, Inc.		12,900		224,976
KEYW Holding Corp., (The) * (a)		18,500		155,400
Landec Corp. *		38,100		506,730
Matrix Service Co. *		10,600		212,000
Orion Marine Group, Inc. *		48,300		346,794
Primoris Services Corp.		12,200		224,114
Tutor Perini Corp. *		26,300		465,510

				4,193,524

Communications—0.4%
Iridium Communications, Inc. * (a)		20,600		153,470

Consumer Durables—1.5%
Libbey, Inc.		16,000		563,840

Consumer Non-Durables—2.9%
Callaway Golf Co.		22,800		201,780
Crocs, Inc. *		9,200		135,516
Matthews International Corp., Class A		10,600		538,268
Universal Corp.		3,800		186,998

				1,062,562

Consumer Services—9.1%
ARC Document Solutions, Inc. *		43,900		291,496
Bravo Brio Restaurant Group, Inc. *		14,400		183,600
Carmike Cinemas, Inc. *		29,300		698,805
Destination XL Group, Inc. *		16,900		102,245
ICF International, Inc. *		8,700		297,627
K12, Inc. *		9,500		125,590
Landauer, Inc.		3,100		119,071
MDC Partners, Inc., Class A (a)		36,200		710,968
Pitney Bowes, Inc.		17,900		354,599
Shoe Carnival, Inc.		3,400		88,060
Titan Machinery, Inc. * (a)		12,700		147,701
Tribune Publishing Co. (a)		16,300		192,177

				3,311,939

Energy—6.0%
Approach Resources, Inc. * (a)		129,800		332,288
Bill Barrett Corp. * (a)		125,800		688,126
Gulfport Energy Corp. *		5,600		200,648
Pacific Ethanol, Inc. * (a)		68,600		485,688
TETRA Technologies, Inc. *		62,100		477,549

				2,184,299


	Number of Shares		Value
Finance—28.7%
Central Pacific Financial Corp.		21,600	$	447,984
CNO Financial Group, Inc.		26,700		477,663
Customers Bancorp, Inc *		27,000		661,770
Employers Holdings, Inc.		27,400		604,170
Equity Commonwealth *		23,100		593,439
FBR & Co.		18,295		401,392
Fidelity & Guaranty Life		27,000		665,820
First Foundation, Inc. *		6,200		131,440
FNFV Group *		26,200		379,114
Gramercy Property Trust, Inc.		19,650		434,462
Hanover Insurance Group, Inc., (The)		4,000		315,600
Investors Bancorp, Inc.		46,100		543,058
Kemper Corp.		16,500		584,430
Kennedy-Wilson Holdings, Inc.		23,000		551,080
Maiden Holdings Ltd.		42,600		610,458
Meridian Bancorp, Inc. *		35,100		447,174
Nelnet, Inc., Class A		2,700		101,655
Northfield Bancorp, Inc.		33,432		500,477
Popular, Inc. *		16,000		469,760
State Bank Financial Corp.		31,600		638,320
THL Credit, Inc.		12,800		159,488
United Community Banks, Inc.		22,000		430,540
Yadkin Financial Corp.		14,300		297,726

				10,447,020

Health Care—4.2%
Accuray, Inc. * (a)		109,700		755,833
Alere, Inc. *		3,200		166,304
Symmetry Surgical, Inc. *		5,500		49,335
Trinity Biotech PLC — Sponsored ADR		36,900		566,784

				1,538,256

Mining & Metals—1.5%
Westmoreland Coal Co. * (a)		34,800		528,264

Real Estate Investment Trusts—10.0%
CatchMark Timber Trust, Inc., Class A		47,800		481,346
Cedar Realty Trust, Inc.		72,000		450,720
FelCor Lodging Trust, Inc.		38,600		311,502
Geo Group, Inc., (The)		31,700		951,951
Hatteras Financial Corp.		10,300		167,169
Highwoods Properties, Inc.		4,400		166,936
Rouse Properties, Inc. (a)		23,100		358,974
Starwood Waypoint Residential Trust		20,500		493,845
Two Harbors Investment Corp.		19,500		184,470
Winthrop Realty Trust		6,700		95,944

				3,662,857

Technology—10.0%
Applied Micro Circuits Corp. * (a)		33,700		197,145
CIBER, Inc. *		91,800		313,956
Computer Task Group, Inc.		12,900		86,559
Digi International, Inc. *		30,800		315,392
Diodes, Inc. *		5,500		108,295
Dot Hill Systems Corp. *		19,300		186,631

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			45


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


WPG PARTNERS SMALL/MICRO CAP VALUE FUND (concluded)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
Technology—(continued)
Exar Corp. *		79,600	$	469,640
Finisar Corp. *		8,400		129,612
Generac Holdings, Inc. * (a)		10,600		327,752
Knowles Corp. * (a)		5,400		87,912
Mercury Computer Systems, Inc. *		4,700		74,448
Plantronics, Inc.		5,600		297,696
QAD, Inc., Class A		10,300		259,251
SuperCom Ltd. *		13,300		132,867
Ultratech, Inc. *		18,600		319,920
Xcerra Corp. *		54,200		339,292

				3,646,368

Transportation—7.4%
Air Transport Services Group, Inc. *		20,900		189,981
Ardmore Shipping Corp.		14,700		164,934
Celadon Group, Inc.		11,000		209,990
DHT Holding, Inc.		12,100		86,515
Navigator Holdings Ltd. *		19,300		314,590
Rand Logistics, Inc. *		27,200		66,912
Scorpio Bulkers, Inc. *		111,300		182,532
Scorpio Tankers, Inc.		84,400		798,424
Spirit Airlines, Inc. *		5,700		292,125
StealthGas, Inc. *		40,600		198,534
Werner Enterprises, Inc.		7,600		201,324

				2,705,861

Utilities—4.8%
Cadiz, Inc. * (a)		34,800		279,444


	Number of Shares		Value
Chesapeake Utilities Corp.		6,200	$	305,474
Utilities—(continued)
Covanta Holding Corp.		12,400		245,520
Empire District Electric Co. (The)		8,400		181,860
Piedmont Natural Gas Co., Inc.		8,400		324,072
Portland General Electric Co.		7,500		259,050
UIL Holdings Corp.		3,500		159,355

				1,754,775

TOTAL COMMON STOCK (Cost $34,517,147)				36,101,125

SECURITIES LENDING COLLATERAL—11.4%
BlackRock Liquidity TempFund, Institutional Shares		4,141,270		4,141,270

TOTAL SECURITIES LENDING COLLATERAL (Cost $4,141,270)				4,141,270

TOTAL INVESTMENTS—110.4% (Cost $38,658,417)				40,242,395

LIABILITIES IN EXCESS OF OTHER ASSETS—(10.4)%				(3,781,009	)

NET ASSETS—100.0%			$	36,461,386


ADR	—	American Depositary Receipt
PLC	—	Public Limited Company
*	—	Non-income producing.
(a)	—	All or a portion of the security is on loan. At August 31, 2015, the market value of securities on loan was $4,102,421.

A summary of the inputs used to value the Fund’s investments as of August 31, 2015 is as follows (see Note 1 in the Notes to Financial Statements):


	Total Value as of August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Common Stock *	$	36,101,125	$	36,101,125	$	—	$	—
Securities Lending Collateral		4,141,270		4,141,270		—		—

Total Assets	$	40,242,395	$	40,242,395	$	—	$	—

*	See Portfolio of Investments detail for industry and security type breakout.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


46		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS GLOBAL EQUITY FUND		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
COMMON STOCK—96.3%
Australia—0.8%
Australia & New Zealand Banking Group Ltd.		116,341	$	2,313,892

Bermuda—0.6%
Validus Holdings Ltd.		35,941		1,591,467

Canada—1.0%
Barrick Gold Corp.		96,544		670,981
Canadian Natural Resources Ltd.		49,243		1,109,593
HudBay Minerals, Inc		192,099		962,247

				2,742,821

China—0.6%
Shenzhou International Group Holdings Ltd.		359,000		1,812,440

France—5.0%
Bollore		279,285		1,508,235
Cap Gemini SA		24,759		2,219,452
Havas SA		287,512		2,425,257
Safran SA		74,837		5,838,763
Teleperformance SA		29,366		2,064,495

				14,056,202

Germany—3.9%
Allianz SE, Registered Shares		9,053		1,442,435
Aurelius AG		66,387		3,210,347
KION Group AG		36,018		1,598,703
Merck KGaA		28,108		2,676,343
NORMA Group AG		38,606		1,898,729

				10,826,557

Hong Kong—1.4%
Cheung Kong Property Holdings Ltd. *		186,957		1,316,812
CK Hutchison Holdings Ltd.		104,652		1,393,877
WH Group Ltd. *		2,070,500		1,086,852

				3,797,541

Ireland—4.5%
CRH, Inc.		95,075		2,778,793
Greencore Group PLC		528,822		2,412,513
Ingersoll-Rand PLC		44,136		2,440,279
Medtronic PLC		46,255		3,343,774
Smurfit Kappa Group PLC		52,872		1,559,459

				12,534,818

Israel—0.7%
Teva Pharmaceutical Industries Ltd. — Sponsored ADR		31,616		2,036,387

Japan—8.3%
Alpine Electronics Inc.		59,900		838,866
Citizen Holdings Co., Ltd.		260,000		1,960,345
Coca-Cola West Co., Ltd.		84,600		1,738,844
Hoshizaki Electric Co. Ltd.		22,800		1,453,763
Inpex Corp.		232,800		2,359,704
Lintec Corp.		134,000		3,083,548
Mitsubishi Electric Corp.		263,000		2,617,056


	Number of Shares		Value
Japan—(continued)
Nippon Telegraph & Telephone Corp.		92,300	$	3,520,521
Nippon Television Holdings, Inc.		105,000		1,816,157
Nitto Denko Corp.		31,600		2,117,716
Toyota Industries Corp.		34,700		1,716,462

				23,222,982

Netherlands—1.2%
Koninklijke Ahold NV		165,299		3,260,119

South Korea—0.4%
Samsung Electronics Co. Ltd.		1,258		1,157,577

Switzerland—3.3%
Georg Fischer AG, Registered Shares		3,507		2,104,155
Novartis AG, Registered Shares		37,401		3,649,807
Roche Holding AG, Participation Certificate		11,340		3,087,025
Swatch Group AG (The), Registered Shares		6,583		486,992

				9,327,979

Taiwan—0.4%
Casetek Holdings Ltd.		285,000		1,064,153

United Kingdom—16.3%
Aon PLC		20,162		1,883,937
BAE Systems PLC		313,570		2,158,410
Berendsen PLC		133,478		2,031,859
Cambian Group PLC		476,900		1,946,590
Daily Mail & General Trust PLC, Class A		112,716		1,411,732
HSBC Holdings PLC		349,026		2,758,578
Imperial Tobacco Group PLC		61,339		2,952,478
ITV PLC		518,025		1,972,791
Liberty Global PLC LiLAC, Class C *		9,394		312,351
Liberty Global PLC, Series C *		187,887		8,430,490
Marks & Spencer Group PLC		302,853		2,404,622
Meggitt PLC		285,432		2,075,947
Melrose Industries PLC		920,986		3,743,857
Rio Tinto PLC		31,024		1,132,703
Stock Spirits Group PLC		124,984		375,903
Vodafone Group PLC		1,147,870		3,952,611
WH Smith PLC		170,230		3,894,652
WPP PLC		105,460		2,170,916

				45,610,427

United States—47.9%
ACE Ltd.		22,385		2,286,852
Activision Blizzard, Inc.		88,857		2,543,976
Allstate Corp., (The)		24,014		1,399,536
American International Group, Inc.		65,671		3,962,588
Amgen, Inc.		14,571		2,211,586
Apple, Inc.		90,046		10,153,587
BB&T Corp.		57,570		2,125,484
Capital One Financial Corp.		44,051		3,424,965
CIGNA Corp.		21,752		3,062,464

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			47


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS GLOBAL EQUITY FUND (concluded)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
United States—(continued)
Cisco Systems, Inc.		85,909	$	2,223,325
Citizens Financial Group, Inc.		111,287		2,762,143
Comcast Corp., Class A		117,545		6,621,310
CVS Health Corp.		68,358		6,999,859
Diamondback Energy, Inc. *		41,277		2,818,806
eBay, Inc. *		89,112		2,415,826
Energen Corp.		40,228		2,091,856
EOG Resources, Inc.		27,175		2,128,074
Express Scripts Holding Co. *		24,854		2,077,794
Fifth Third Bancorp		346,273		6,897,758
Google, Inc., Class C *		11,056		6,835,372
Graphic Packaging Holding Co.		145,291		2,048,603
Honeywell International, Inc.		20,581		2,043,076
Intel Corp.		64,184		1,831,811
Laboratory Corp. of America Holdings *		29,476		3,472,568
Macy’s, Inc.		33,231		1,947,669
McKesson Corp.		7,793		1,539,741
MEDNAX, Inc. *		43,429		3,498,206
Merck & Co., Inc.		86,118		4,637,454
Northrop Grumman Corp.		15,392		2,520,286
Occidental Petroleum Corp.		45,203		3,300,271
Packaging Corp of America		24,679		1,656,208
Parsley Energy, Inc., Class A *		132,867		2,285,312
Pfizer, Inc.		61,934		1,995,513
Phillips 66		36,152		2,858,539
Raytheon Co.		31,980		3,279,869


	Number of Shares		Value
United States—(continued)
Rofin-Sinar Technologies, Inc. *		60,621	$	1,544,017
RSP Permian, Inc. *		70,117		1,678,601
State Street Corp.		28,543		2,052,813
Target Corp.		35,195		2,735,003
Tenneco, Inc. *		21,191		997,037
Wells Fargo & Co.		97,936		5,222,927
Western Digital Corp.		16,900		1,385,124
WestRock Co.		23,277		1,381,490
WR Berkley Corp.		32,340		1,755,415
Zebra Technologies Corp., Class A *		18,488		1,532,285

				134,242,999

TOTAL COMMON STOCK (Cost $276,229,408)				269,598,361

TOTAL INVESTMENTS—96.3% (Cost $276,229,408)				269,598,361

OTHER ASSETS IN EXCESS OF LIABILITIES—3.7%				10,379,402

NET ASSETS—100.0%			$	279,977,763


ADR		— American Depositary Receipt
PLC		— Public Limited Company
*		— Non-income producing.

A summary of the inputs used to value the Fund’s investments as of August 31, 2015 is as follows (see Note 1 in the Notes to Financial Statements):


	Total Value as of August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Common Stock
Australia	$	2,313,892	$	—	$	2,313,892	$	—
Bermuda		1,591,467		1,591,467		—		—
Canada		2,742,821		2,742,821		—		—
China		1,812,440		—		1,812,440		—
France		14,056,202		—		14,056,202		—
Germany		10,826,557		—		10,826,557		—
Hong Kong		3,797,541		—		3,797,541		—
Ireland		12,534,818		8,196,566		4,338,252		—
Israel		2,036,387		2,036,387		—		—
Japan		23,222,982		—		23,222,982		—
Netherlands		3,260,119		—		3,260,119		—
South Korea		1,157,577		—		1,157,577		—
Switzerland		9,327,979		—		9,327,979		—
Taiwan		1,064,153		—		1,064,153		—
United Kingdom		45,610,427		12,949,271		32,661,156		—
United States		134,242,999		134,242,999		—		—

Total Assets	$	269,598,361	$	161,759,511	$	107,838,850	$	—

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


48		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS GLOBAL LONG/SHORT FUND		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
LONG POSITIONS—90.8%
COMMON STOCK—90.8%
Australia—0.8%
Australia & New Zealand Banking Group Ltd.		149,470	$	2,972,787

				2,972,787

Canada—1.1%
Barrick Gold Corp.		143,873		999,917
Canadian Natural Resources Ltd. †		60,964		1,373,793
HudBay Minerals, Inc.		239,655		1,200,461
Stornoway Diamond Corp. *		915,037		542,512

				4,116,683

France—5.5%
Bollore SA		381,082		2,057,974
Cap Gemini SA		33,040		2,961,780
Havas SA		359,681		3,034,025
Safran SA †		99,146		7,735,345
Saft Groupe SA †		56,869		2,077,467
Teleperformance †		38,760		2,724,914

				20,591,505

Germany—3.1%
Aurelius AG †		72,351		3,498,754
KION Group AG † *		47,987		2,129,962
Merck KGaA		37,565		3,576,804
Norma Group SE †		50,277		2,472,734

				11,678,254

Hong Kong—1.6%
Cheung Kong Property Holdings Ltd. *		229,086		1,613,543
CK Hutchison Holdings Ltd.		134,701		1,794,105
NewOcean Energy Holdings Ltd.		3,507,101		1,452,759
WH Group Ltd. *		2,564,000		1,345,902

				6,206,309

India—0.6%
Videocon d2h Ltd. ADR *		224,630		2,457,452

				2,457,452

Ireland—4.4%
CRH PLC †		124,650		3,643,193
Greencore Group PLC †		698,056		3,184,569
Ingersoll-Rand PLC †		58,086		3,211,575
Medtronic PLC †		59,609		4,309,135
Smurfit Kappa Group PLC		70,274		2,072,730

				16,421,202

Israel—0.7%
Teva Pharmaceutical Industries Ltd. — Sponsored ADR †		41,988		2,704,447

				2,704,447

Japan—9.0%
Alpine Electronics, Inc.		87,400		1,223,988
Amano Corp.		223,233		2,819,942


	Number of Shares		Value
Japan—(continued)
Citizen Holdings Co., Ltd.		329,900	$	2,487,376
Coca-Cola East Japan Co., Ltd.		125,200		2,261,965
Coca-Cola West Co., Ltd.		153,800		3,161,161
Hoshizaki Electric Co., Ltd.		30,000		1,912,846
Inpex Corp.		298,953		3,030,243
Lintec Corp.		171,556		3,947,770
Mitsubishi Electric Corp.		315,000		3,134,497
Nippon Telegraph & Telephone Corp.		49,496		1,887,884
Nippon Television Holdings, Inc.		181,600		3,141,086
Nitto Denko Corp.		41,142		2,757,185
Toyota Industries Corp.		44,111		2,181,985

				33,947,928

Netherlands—1.1%
Koninklijke Ahold NV †		214,681		4,234,059

				4,234,059

South Korea—0.4%
Samsung Electronics Co., Ltd.		1,584		1,457,553

				1,457,553

Switzerland—4.1%
ACE Ltd. †		31,100		3,177,176
Georg Fischer AG, Registered Shares †		4,191		2,514,546
Novartis AG, Registered Shares †		51,840		5,058,848
Roche Holding AG, Participation Certificate †		16,074		4,375,736
Swatch Group AG (The), Registered Shares		7,323		541,735

				15,668,041

Taiwan—0.4%
Casetek Holdings Ltd.		361,000		1,347,927

				1,347,927

United Kingdom—14.2%
Aon PLC †		30,416		2,842,071
BAE Systems PLC		408,967		2,815,061
Cambian Group PLC †		459,767		1,876,658
HSBC Holdings PLC †		484,784		3,831,562
Imperial Tobacco Group PLC †		84,868		4,085,019
ITV PLC †		681,514		2,595,405
Liberty Global PLC LiLAC, Class C * †		11,982		398,402
Liberty Global PLC, Series C * †		250,427		11,236,660
Marks & Spencer Group PLC		405,729		3,221,447
Meggitt PLC		342,299		2,489,541
Melrose Industries PLC		1,161,749		4,722,571
Stock Spirits Group PLC †		59,017		177,500
Vodafone Group PLC †		1,492,368		5,138,866
WH Smith PLC †		224,703		5,140,927
WPP PLC †		140,909		2,900,641

				53,472,331

United States—43.8%
Activision Blizzard, Inc. †		123,011		3,521,805
Allstate Corp., (The) †		31,660		1,845,145

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			49


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS GLOBAL LONG/SHORT FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares		Value
United States—(continued)
American International Group, Inc. †		48,823	$	2,945,980
Amgen, Inc. †		11,991		1,819,994
Apple, Inc. † #		119,233		13,444,713
BB&T Corp. †		101,397		3,743,577
Capital One Financial Corp. †		50,111		3,896,130
Cigna Corp. †		28,940		4,074,463
Cisco Systems, Inc. †		115,230		2,982,152
Citizens Financial Group, Inc. †		151,761		3,766,708
Comcast Corp., Class A †		73,699		4,151,465
CVS Health Corp. †		92,985		9,521,664
Diamondback Energy, Inc. * † #		80,197		5,476,653
eBay, Inc. * †		103,834		2,814,940
Energen Corp. †		52,069		2,707,588
EOG Resources, Inc. †		41,411		3,242,895
Express Scripts Holding Co. * †		31,846		2,662,326
Fifth Third Bancorp †		369,382		7,358,089
Google, Inc., Class C * †		14,908		9,216,871
Graphic Packaging Holding Co. †		194,171		2,737,811
Honeywell International, Inc. †		28,012		2,780,751
Intel Corp. †		86,067		2,456,352
Laboratory Corp. of America Holdings * †		38,434		4,527,910
Macy’s, Inc. †		44,317		2,597,419
McKesson Corp. †		10,303		2,035,667
MEDNAX, Inc. * †		60,039		4,836,141
Merck & Co., Inc. †		114,740		6,178,749
Northrop Grumman Corp. †		17,778		2,910,970
Occidental Petroleum Corp. † #		60,136		4,390,529
Parsley Energy, Inc., Class A * †		180,849		3,110,603
Pfizer, Inc. †		83,857		2,701,873
Phillips 66 † #		51,129		4,042,770
Raytheon Co. †		42,843		4,393,978
Rofin-Sinar Technologies, Inc. * †		83,803		2,134,462
RSP Permian, Inc. * †		124,119		2,971,409
State Street Corp. †		37,381		2,688,442
Target Corp. †		47,438		3,686,407
Tenneco, Inc. * †		43,606		2,051,662
Viper Energy Partners LP †		34,874		569,841
Wells Fargo & Co. †		128,264		6,840,319
Western Digital Corp. †		21,790		1,785,908
WestRock Co †		29,781		1,767,502
Zebra Technologies Corp., Class A * †		24,441		2,025,670

				165,416,303

TOTAL COMMON STOCK (Cost $352,127,291)				342,692,781


	Number of Shares			Value
WARRANTS—0.0%
Canada—0.0%
Stornoway Diamond Corp. Exercise Price CAD 0.90 Expires 7/08/16 *		46,241		$	3,691

					3,691

TOTAL WARRANTS (Cost $4,833)					3,691

TOTAL INVESTMENTS—90.8% (Cost $352,132,124)					342,696,472

SECURITIES SOLD SHORT—(54.6%)
COMMON STOCK—(54.6%)
Australia—(0.3%)
Seek Ltd.		(132,194	)		(1,160,860	)

					(1,160,860	)

Brazil—(0.5%)
Vale SA — Sponsored ADR		(352,938	)		(1,747,043	)

					(1,747,043	)

China—(1.3%)
Tsingtao Brewery Co., Ltd., H Shares		(335,144	)		(1,646,962	)
Vipshop Holdings Ltd., ADR *		(65,928	)		(1,186,045	)
Want Want China Holdings Ltd.		(1,543,000	)		(1,243,936	)
Zoomlion Heavy Industry Science and Technology Co., Ltd., H Shares		(2,197,000	)		(880,980	)

					(4,957,923	)

Denmark—(0.7%)
Coloplast A/S, Class B		(18,868	)		(1,282,883	)
Novo Nordisk A/S — Sponsored ADR		(26,362	)		(1,457,028	)

					(2,739,911	)

Finland—(0.5%)
Metso OYJ		(82,098	)		(2,022,498	)

					(2,022,498	)

France—(1.3%)
Edenred		(82,358	)		(1,742,000	)
Remy Cointreau SA		(20,350	)		(1,206,429	)
Zodiac Aerospace		(60,253	)		(1,830,821	)

					(4,779,250	)

Germany—(1.1%)
Duerr AG		(11,506	)		(887,748	)
GEA Group AG		(46,926	)		(1,826,865	)
Linde AG		(8,262	)		(1,433,796	)

					(4,148,409	)

Hong Kong—(0.8%)
ASM Pacific Technology Ltd.		(209,600	)		(1,624,007	)
Noble Group Ltd.		(3,277,486	)		(1,267,436	)

					(2,891,443	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


50		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS GLOBAL LONG/SHORT FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares			Value
Italy—(0.7%)
Tod’s SpA		(14,826	)	$	(1,353,263	)
UniCredit SpA		(174,682	)		(1,139,353	)

					(2,492,616	)

Japan—(5.7%)
Calbee,Inc.		(40,900	)		(1,562,474	)
FP Corp.		(41,109	)		(1,424,773	)
Hirose Electric Co., Ltd.		(14,800	)		(1,687,359	)
Hisamitsu Pharmaceutical Co., Inc.		(36,365	)		(1,263,327	)
Hulic Co., Ltd.		(198,063	)		(1,818,179	)
Japan Petroleum Exploration Co., Ltd.		(47,700	)		(1,404,639	)
Keikyu Corp.		(166,000	)		(1,332,793	)
Kintetsu Group Holdings, Co., Ltd.		(388,000	)		(1,384,148	)
LIXIL Group Corp.		(44,200	)		(910,547	)
McDonald’s Holdings Co., Ltd.		(98,423	)		(2,166,886	)
Nidec Corp		(18,900	)		(1,479,813	)
Nissin Foods Holdings Co., Ltd.		(30,488	)		(1,445,527	)
Taiyo Nippon Sanso Corp.		(79,370	)		(970,310	)
TOTO Ltd.		(57,000	)		(837,329	)
Unicharm Corp.		(84,600	)		(1,706,798	)

					(21,394,902	)

Luxembourg—(0.5%)
SES SA		(59,105	)		(1,753,531	)

					(1,753,531	)

Mexico—(0.5%)
Kimberly-Clark de Mexico SAB de CV ADR		(168,151	)		(1,898,425	)

					(1,898,425	)

Netherlands—(0.4%)
Fugro NV *		(80,794	)		(1,686,783	)

					(1,686,783	)

Singapore—(1.4%)
Keppel Corp.,td.		(372,267	)		(1,812,203	)
Oversea-Chinese Banking Corp. Ltd.		(222,700	)		(1,410,255	)
Sembcorp Marine Ltd.		(1,155,500	)		(1,963,223	)

					(5,185,681	)

Spain—(1.9%)
Banco Bilbao Vizcaya Argentaria SA		(239,594	)		(2,216,425	)
Banco de Sabadell SA		(961,153	)		(2,036,376	)
Industria de Diseno Textil SA		(39,218	)		(1,302,468	)
Repsol SA		(128,667	)		(1,834,525	)

					(7,389,794	)

Sweden—(1.6%)
Atlas Copco AB, A Shares		(27,530	)		(693,176	)
Autoliv, Inc.		(18,798	)		(1,920,216	)
Elekta AB, B Shares		(304,677	)		(1,887,587	)


	Number of Shares			Value
Sweden—(continued)
Telefonaktiebolaget LM Ericsson, B Shares		(150,137	)	$	(1,463,445	)

					(5,964,424	)

Switzerland—(0.3%)
SGS SA, Registered Shares		(702	)		(1,236,545	)

					(1,236,545	)

Thailand—(0.3%)
Siam Commercial Bank PCL, (The) — NVDR		(313,500	)		(1,241,397	)

					(1,241,397	)

United Kingdom—(6.5%)
Aberdeen Asset Management PLC		(363,577	)		(1,764,795	)
Aggreko PLC		(95,669	)		(1,555,913	)
AO World PLC *		(646,439	)		(1,283,593	)
BTG PLC *		(203,668	)		(1,958,731	)
CNH Industrial NV		(140,684	)		(1,112,810	)
Compass Group PLC		(113,650	)		(1,792,550	)
G4S PLC		(469,763	)		(1,837,573	)
GW Pharmaceuticals PLC — ADR *		(14,061	)		(1,495,387	)
IMI PLC		(124,411	)		(1,965,079	)
Intertek Group PLC		(61,121	)		(2,364,209	)
John Wood Group PLC		(98,688	)		(961,453	)
Ocado Group PLC *		(213,441	)		(1,110,386	)
Pearson PLC		(109,987	)		(1,906,791	)
PZ Cussons PLC		(382,278	)		(1,849,220	)
Rotork PLC		(524,366	)		(1,672,788	)

					(24,631,278	)

United States—(28.3%)
Air Products & Chemicals, Inc.		(14,641	)		(2,042,859	)
Alere, Inc. *		(29,623	)		(1,539,507	)
AO Smith Corp.		(25,104	)		(1,619,459	)
AptarGroup, Inc.		(20,385	)		(1,373,134	)
Arista Networks, Inc. *		(15,364	)		(1,149,074	)
Astoria Financial Corp.		(96,506	)		(1,560,502	)
Axalta Coating Systems Ltd. *		(46,141	)		(1,346,856	)
BancorpSouth, Inc.		(52,588	)		(1,249,491	)
Bemis Co., Inc.		(28,069	)		(1,190,687	)
Bob Evans Farms, Inc.		(32,071	)		(1,449,288	)
Buffalo Wild Wings, Inc. *		(9,551	)		(1,811,634	)
Cabot Oil & Gas Corp.		(56,724	)		(1,342,657	)
CarMax, Inc. *		(31,566	)		(1,925,526	)
Cogent Communications Holdings, Inc.		(67,079	)		(1,862,784	)
Colgate-Palmolive Co.		(29,561	)		(1,856,726	)
Continental Resources, Inc. *		(40,975	)		(1,315,298	)
Cullen/Frost Bankers,Inc.		(27,462	)		(1,775,693	)
Deckers Outdoor Corp. *		(21,518	)		(1,385,544	)
Devon Energy Corp.		(26,945	)		(1,149,474	)
Diamond Offshore Drilling, Inc.		(75,351	)		(1,786,572	)
Eaton Vance Corp.		(39,819	)		(1,380,525	)
EI du Pont de Nemours & Co.		(25,837	)		(1,330,606	)
Exact Sciences Corp. *		(56,747	)		(1,254,676	)
Finisar Corp. *		(87,347	)		(1,347,764	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			51


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS GLOBAL LONG/SHORT FUND (continued)		PORTFOLIO OF INVESTMENTS


	Number of Shares			Value
United States—(continued)
First Financial Bankshares, Inc.		(72,152	)	$	(2,246,813	)
FMC Corp.		(39,099	)		(1,654,279	)
Franklin Electric Co., Inc.		(68,281	)		(1,999,950	)
Gogo, Inc. *		(66,567	)		(1,057,750	)
Halyard Health, Inc. *		(55,285	)		(1,738,160	)
Insys Therapeutics, Inc. *		(27,219	)		(882,440	)
Itron, Inc. *		(30,758	)		(922,740	)
J.B. Hunt Transport Services, Inc.		(17,030	)		(1,239,443	)
Krispy Kreme Doughnuts, Inc. *		(110,424	)		(1,892,667	)
Leggett & Platt, Inc.		(34,994	)		(1,554,433	)
LinkedIn Corp., Class A *		(5,024	)		(907,334	)
LKQ Corp. *		(49,128	)		(1,473,349	)
Matador Resources Co. *		(63,777	)		(1,461,131	)
Medidata Solutions, Inc. *		(25,488	)		(1,223,934	)
Mobile Mini, Inc.		(53,088	)		(1,805,523	)
Monro Muffler Brake, Inc.		(28,454	)		(1,803,699	)
Monster Beverage Corp. *		(10,680	)		(1,478,753	)
National Instruments Corp.		(68,002	)		(1,986,338	)
Netflix, Inc. *		(15,536	)		(1,787,106	)
NetSuite, Inc. *		(16,226	)		(1,441,680	)
Noble Energy, Inc.		(36,590	)		(1,222,472	)
Northern Trust Corp.		(20,584	)		(1,437,587	)
Old Dominion Freight Line, Inc. *		(28,253	)		(1,878,542	)
Palo Alto Networks, Inc. *		(9,466	)		(1,554,507	)
Plum Creek Timber Co., Inc. REIT		(44,122	)		(1,698,256	)
Proofpoint, Inc. *		(22,758	)		(1,282,186	)
Proto Labs, Inc. *		(14,782	)		(1,076,573	)
Rackspace Hosting, Inc. *		(29,306	)		(891,195	)
ResMed, Inc.		(29,589	)		(1,536,853	)
Restoration Hardware Holdings, Inc. *		(10,754	)		(994,530	)
Rollins, Inc.		(54,365	)		(1,517,871	)
Seattle Genetics, Inc. *		(26,196	)		(1,054,913	)
Shutterstock, Inc. *		(31,270	)		(1,047,858	)
Spectra Energy Corp.		(66,562	)		(1,934,957	)
Stratasys Ltd. *		(28,702	)		(880,003	)
Sun Hydraulics Corp.		(45,062	)		(1,453,700	)
Tesla Motors, Inc. *		(6,320	)		(1,574,059	)
Texas Capital Bancshares, Inc. *		(34,747	)		(1,871,473	)
TreeHouse Foods, Inc. *		(16,464	)		(1,306,748	)
Trex Co., Inc. *		(36,904	)		(1,432,244	)
UMB Financial Corp.		(26,913	)		(1,349,149	)
Under Armour, Inc., Class A *		(21,702	)		(2,073,192	)
Unisys, Corp. *		(69,765	)		(918,805	)
Veeva Systems, Inc., Class A *		(53,848	)		(1,394,663	)
VeriFone Systems, Inc. *		(41,915	)		(1,309,425	)
Westamerica Bancorporation		(37,501	)		(1,692,795	)
Workday, Inc., Class A *		(16,886	)		(1,186,410	)
Yelp, Inc. *		(40,416	)		(981,300	)


	Number of Shares			Value
United States—(continued)
Yum! Brands, Inc.		(20,793	)	$	(1,658,658	)

					(106,814,782	)

TOTAL COMMON STOCK (Proceeds $229,070,623)					(206,137,495	)

TOTAL SECURITIES SOLD SHORT—(54.6%) (PROCEEDS $229,070,623)					(206,137,495	)

	Number of Contracts
OPTIONS WRITTEN ††—(0.4%)
Apple, Inc. Call Options Expires 01/15/2016 Strike Price $115.00		(181	)		(145,705	)
Diamondback Energy, Inc. Call Options Expires 01/15/2016 Strike Price $70.00		(300	)		(207,000	)
Diamondback Energy, Inc. Call Options Expires 12/18/2015 Strike Price $60.00		(281	)		(338,605	)
Occidental Petroleum Corp. Call Options Expires 01/15/2016 Strike Price $70.00		(524	)		(322,260	)
Philips 66 Call Options Expires 01/15/2016 Strike Price $70.00		(446	)		(526,280	)

TOTAL OPTIONS WRITTEN (Premiums received $1,055,665)					(1,539,850	)

OTHER ASSETS IN EXCESS OF LIABILITIES—64.2%					242,500,196

NET ASSETS—100.0%				$	377,519,323


ADR	—	American Depositary Receipt
PLC	—	Public Limited Company
REIT	—	Real Estate Investment Trust
*	—	Non-income producing.
†	—	Security position is either entirely or partially held in a segregated account as collateral for securities sold short.
††	—	Primary risk exposure is equity contracts.
#	—	Security segregated as collateral for options written.

Contracts For Difference held by the Fund at August 31, 2015, are as follows:


Reference Company	Counterparty		Number of Contracts (Short)			Notional Amount		Unrealized Appreciation
Bank Central Asia Tbk PT		Goldman Sachs		(1,422,700	)	$	1,423,633	$	120,235
Exxaro Resources Ltd.		Goldman Sachs		(203,061	)		1,475,701		437,475
Prada SpA		Goldman Sachs		(332,900	)		1,772,853		424,741
Sun Art Retail Group Ltd.		Goldman Sachs		(1,250,500	)		1,139,263		97,944

						$	5,811,450	$	1,080,395

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


52		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


BOSTON PARTNERS GLOBAL LONG/SHORT FUND (concluded)		PORTFOLIO OF INVESTMENTS

A summary of the inputs used to value the Fund’s investments as of August 31, 2015 is as follows (see Note 1 in the Notes to Financial Statements):


	Total Value as of August 31, 2015			Level 1 Quoted Price			Level 2 Significant Observable Inputs			Level 3 Significant Unobservable Inputs
Common Stock
Australia	$	2,972,787		$	—		$	2,972,787		$	—
Canada		4,116,683			4,116,683			—			—
France		20,591,505			—			20,591,505			—
Germany		11,678,254			—			11,678,254			—
Hong Kong		6,206,309			—			6,206,309			—
India		2,457,452			2,457,452			—			—
Ireland		16,421,202			10,705,279			5,715,923			—
Israel		2,704,447			2,704,447			—			—
Japan		33,947,928			—			33,947,928			—
Netherlands		4,234,059			—			4,234,059			—
South Korea		1,457,553			—			1,457,553			—
Switzerland		15,668,041			3,177,176			12,490,865			—
Taiwan		1,347,927			—			1,347,927			—
United Kingdom		53,472,331			16,531,291			36,941,040			—
United States		165,416,303			165,416,303			—			—
Warrants		3,691			3,691			—			—
Contracts for Difference		1,080,395			—			1,080,395			—

Total Assets	$	343,776,867		$	205,112,322		$	138,664,545		$	—


	Total Value as of August 31, 2015			Level 1 Quoted Price			Level 2 Significant Observable Inputs			Level 3 Significant Unobservable Inputs
Securities Sold Short
Australia	$	(1,160,860	)	$	(1,160,860	)	$	—		$	—
Brazil		(1,747,043	)		(1,747,043	)		—			—
China		(4,957,923	)		(1,186,045	)		(3,771,878	)		—
Denmark		(2,739,911	)		(1,457,028	)		(1,282,883	)		—
Finland		(2,022,498	)		—			(2,022,498	)		—
France		(4,779,250	)		—			(4,779,250	)		—
Germany		(4,148,409	)		—			(4,148,409	)		—
Hong Kong		(2,891,443	)		—			(2,891,443	)		—
Italy		(2,492,616	)		—			(2,492,616	)		—
Japan		(21,394,902	)		—			(21,394,902	)		—
Luxembourg		(1,753,531	)		—			(1,753,531	)		—
Mexico		(1,898,425	)		(1,898,425	)		—			—
Netherlands		(1,686,783	)		—			(1,686,783	)		—
Singapore		(5,185,681	)		—			(5,185,681	)		—
Spain		(7,389,794	)		—			(7,389,794	)		—
Sweden		(5,964,424	)		(3,807,803	)		(2,156,621	)		—
Switzerland		(1,236,545	)		—			(1,236,545	)		—
Thailand		(1,241,397	)		—			(1,241,397	)		—
United Kingdom		(24,631,278	)		(3,891,790	)		(20,739,488	)		—
United States		(106,814,782	)		(106,814,782	)		—			—
Options
Equity Contracts		(1,539,850	)		(1,539,850	)		—			—

Total Liabilities	$	(207,677,345	)	$	(123,503,626	)	$	(84,173,719	)	$	—

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			53


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


STATEMENTS OF ASSETS AND LIABILITIES


	Boston Partners Small Cap Value Fund II		Boston Partners Long/Short Equity Fund			Boston Partners Long/Short Research Fund			Boston Partners All-Cap Value Fund
ASSETS
Investments in securities, at value † ^	$	307,142,924	$	593,422,100		$	6,710,773,333		$	1,032,086,062
Investments in purchased options, at value (primary risk exposure is equity contracts)¯		—		2,041,545			—			—
Cash		11,028,273		—			106,607,445			14,636,515
Foreign currency, at value #		—		8,757,375			291,969,823			—
Receivables
Investments sold		3,017,955		66,598,795			71,574,040			11,257,165
Deposits with brokers for securities sold short		—		473,213,373			3,388,451,610			—
Dividends and interest		238,469		1,038,035			9,416,362			1,504,129
Capital shares sold		228,444		290,514			47,016,687			3,813,469
Unrealized appreciation on contracts for difference (primary risk exposure is equity contracts)		—		—			1,990,523			—
Prepaid expenses and other assets		20,958		42,007			20,834			40,719

Total assets		321,677,023		1,145,403,744			10,627,820,657			1,063,338,059

LIABILITIES
Securities sold short, at fair value ‡	$	—	$	440,837,787		$	3,394,925,371		$	—
Options written, at value (primary risk exposure is equity contracts) *		—		1,499,100			22,030,485			1,482,000
Due to Custodian, at value		—		1,681,458			—			—
Foreign cash overdraft		—		—			44,151,309			—
Payables
Securities lending collateral		9,627,911		11,779,621			—			12,040,240
Investments purchased		1,899,074		40,460,739			105,688,449			6,320,276
Capital shares redeemed		252,676		2,973,323			9,659,260			975,557
Due to prime broker		—		56,200,096			—			—
Investment advisory fees		182,472		1,377,543			7,377,540			420,574
Custodian fees		8,593		1,650			47,291			12,557
Distribution and service fees		28,062		21,430			63,571			52,860
Dividends on securities sold-short		—		102,005			3,375,861			—
Administration and accounting fees		71,342		141,080			701,068			177,441
Prime broker interest payable		—		759			—			—
Printing and shareholder reporting fees		1,986		4,347			18,723			4,499
Other accrued expenses and liabilities		74,182		112,159			301,513			110,622

Total liabilities		12,146,298		557,193,097			3,588,340,441			21,596,626

Net Assets	$	309,530,725	$	588,210,647		$	7,039,480,216		$	1,041,741,433

NET ASSETS CONSIST OF
Par value	$	14,379	$	31,244		$	463,510		$	47,225
Paid-in capital		253,988,937		564,857,024			6,516,740,504			834,724,282
Undistributed net investment income/(accumulated net investment loss)		1,144,627		(21,533,946	)		(14,204,586	)		9,541,984
Accumulated net realized gain/(loss) from investments, securities sold short, written options, contracts for difference and foreign currency		8,576,395		30,749,403			168,562,076			50,660,202
Net unrealized appreciation/(depreciation) on investments, securities sold short, written options and foreign currency translation		45,806,387		14,106,922			367,918,712			146,767,740

Net Assets	$	309,530,725	$	588,210,647		$	7,039,480,216		$	1,041,741,433

INSTITUTIONAL CLASS
Net assets	$	180,057,158	$	493,751,165		$	6,738,894,028		$	793,098,250
Shares outstanding		8,225,123		25,933,560			443,487,782			35,912,050

Net asset value, offering and redemption price per share	$	21.89	$	19.04		$	15.20		$	22.08

INVESTOR CLASS
Net assets	$	129,473,567	$	94,459,482		$	300,586,188		$	248,643,183
Shares outstanding		6,154,114		5,310,472			20,022,355			11,312,637

Net asset value, offering and redemption price per share	$	21.04	$	17.79		$	15.01		$	21.98

† Investment in securities, at cost	$	261,336,537	$	562,545,556		$	6,455,459,160		$	884,395,003
¯ Investment in purchased options, at cost	$	—	$	2,467,932		$	—		$	—
^ Includes market value of securities on loan	$	9,582,054	$	10,850,544		$	—		$	11,725,432
# Foreign currency, at cost	$	—	$	9,491,799		$	292,677,501		$	—
‡ Proceeds received, securities sold short	$	—	$	426,084,245		$	3,510,988,845		$	—
* Premiums received, options written	$	—	$	649,513		$	17,783,087		$	558,681

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


54		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


STATEMENTS OF ASSETS AND LIABILITIES (concluded)


	WPG Partners Small/Micro Cap Value Fund			Boston Partners Global Equity Fund			Boston Partners Global Long/Short Fund
ASSETS
Investments in securities, at value † ^	$	40,242,395		$	269,598,361		$	342,696,472
Cash		249,424			8,330,616			5,257,196
Foreign currency, at value #		—			45,556			16,291,160
Receivables
Investments sold		187,056			2,122,801			4,474,057
Deposits with brokers for securities sold short		—			—			213,793,634
Dividends and interest		45,888			395,260			593,485
Capital shares sold		300			—			5,617,774
Unrealized appreciation on contracts for difference (primary risk exposure is equity contracts)		—			—			1,080,395
Prepaid expenses and other assets		13,227			10,087			42,214

Total assets		40,738,290			280,502,681			589,846,387

LIABILITIES
Securities sold short, at fair value ‡	$	—		$	—		$	206,137,495
Options written, at value (primary risk exposure is equity contracts) *		—			—			1,539,850
Payables
Securities lending collateral		4,141,270			—			—
Investments purchased		37,763			231,730			837,721
Capital shares redeemed		26,159			—			1,986,934
Due to prime broker		—			—			937,779
Investment advisory fees		7,040			169,822			244,334
Custodian fees		4,998			3,226			7,346
Distribution and service fees		—			—			13,562
Dividends on securities sold-short		—			—			384,729
Administration and accounting fees		20,735			58,141			84,963
Prime broker interest payable		—			—			29,159
Printing and shareholder reporting fees		821			628			—
Other accrued expenses and liabilities		38,118			61,371			123,192

Total liabilities		4,276,904			524,918			212,327,064

Net Assets	$	36,461,386		$	279,977,763		$	377,519,323

NET ASSETS CONSIST OF
Par value	$	2,368		$	19,103		$	35,811
Paid-in capital		35,468,217			286,333,023			372,618,123
Undistributed net investment income/(accumulated net investment loss)		223,566			473,804			(2,641,862	)
Accumulated net realized gain/(loss) from investments, securities sold short, contracts for difference and foreign currency		(816,743	)		(209,843	)		(6,432,984	)
Net unrealized appreciation/(depreciation) on investments, securities sold short, written options and foreign currency translation		1,583,978			(6,638,324	)		13,940,235

Net Assets	$	36,461,386		$	279,977,763		$	377,519,323

INSTITUTIONAL CLASS
Net assets	$	36,461,386		$	279,977,763		$	317,600,406
Shares outstanding		2,368,108			19,103,374			30,112,329

Net asset value, offering and redemption price per share	$	15.40		$	14.66		$	10.55

INVESTOR CLASS
Net assets	$	—		$	—		$	59,918,917
Shares outstanding		—			—			5,698,622

Net asset value, offering and redemption price per share	$	—		$	—		$	10.51

† Investment in securities, at cost	$	38,658,417		$	276,229,408		$	352,132,124
^ Includes market value of securities on loan	$	4,102,421		$	—		$	—
# Foreign currency, at cost	$	—		$	46,792		$	16,385,401
‡ Proceeds received, securities sold short	$	—		$	—		$	229,070,623
* Premiums received, options written	$	—		$	—		$	1,055,665

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			55


BOSTON PARTNERS INVESTMENT FUNDS		FOR THE YEAR ENDED AUGUST 31, 2015


STATEMENTS OF OPERATIONS


	Boston Partners Small Cap Value Fund II			Boston Partners Long/Short Equity Fund			Boston Partners Long/Short Research Fund			Boston Partners All-Cap Value Fund
Investment Income
Dividends †	$	5,326,189		$	9,832,090		$	93,509,626		$	20,283,037
Interest		962			71,937			545,101			2,722
Income from securities loaned (Note 6)		185,544			826,925			—			11,622

Total investment income		5,512,695			10,730,952			94,054,727			20,297,381

Expenses
Advisory fees (Note 2)		2,740,747			16,931,601			77,665,207			8,020,715
Distribution fees (Investor Class) (Note 2)		314,744			400,250			700,114			566,846
Administration and accounting fees (Note 2)		242,797			586,915			2,656,345			675,287
Transfer agent fees (Note 2)		196,443			440,744			3,416,849			433,891
Registration and filing fees		45,819			62,091			266,050			64,463
Custodian fees (Note 2)		37,716			126,717			882,578			76,744
Printing and shareholder reporting fees		30,170			65,913			452,638			85,298
Audit fees		28,704			38,606			68,470			28,046
Directors’ and officers’ fees		26,631			44,285			227,525			52,561
Legal fees		25,013			253,382			624,650			100,763
Dividend expense on securities sold-short		—			2,830,504			47,623,909			—
Prime broker interest expense		—			21,055,363			16,940,743			—
Other expenses		8,510			28,620			157,797			29,966

Total expenses before waivers and reimbursements		3,697,294			42,864,991			151,682,875			10,134,580
Less: waivers and reimbursements		(362,104	)		—			—			(2,542,627	)

Net expenses after waivers and reimbursements		3,335,190			42,864,991			151,682,875			7,591,953

Net investment income/(loss)		2,177,505			(32,134,039	)		(57,628,148	)		12,705,428

Net realized gain/(loss) from:
Investments *		11,421,347			104,456,684			272,362,536			58,375,753
Investments sold-short		—			(51,752,366	)		22,711,835			—
Foreign currency transactions		—			(793,644	)		(5,543,616	)		—
Written options **		—			503,830			18,950,367			212,360
Contracts for difference**		—			—			4,202,550			—
Net change in unrealized appreciation/(depreciation) on:
Investments ***		(18,484,290	)		(145,435,923	)		(410,721,202	)		(64,956,939	)
Investments sold short		—			51,169,905			235,941,201			—
Foreign currency translation		—			(740,399	)		(1,128,679	)		—
Written options **		—			(1,161,277	)		(4,653,611	)		(870,686	)
Contracts for difference **		—			—			1,990,523			—

Net realized and unrealized gain/(loss) on investments		(7,062,943	)		(43,753,190	)		134,111,904			(7,239,512	)

Net increase/(decrease) in net assets resulting from operations	$	(4,885,438	)	$	(75,887,229	)	$	76,483,756		$	5,465,916

† Net of foreign withholding taxes of	$	—		$	(380,446	)	$	(928,306	)	$	(114,266	)

*	Includes realized losses from purchased options $67,181 for the Boston Partners Long/Short Equity Fund. Primary risk exposure is equity contracts.

**	Primary risk exposure is equity contracts.

***	Includes net appreciation on purchased options $287,636 for the Boston Partners Long/Short Equity Fund. Primary risk exposure is equity contracts.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


56		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		FOR THE YEAR ENDED AUGUST 31, 2015


STATEMENTS OF OPERATIONS (concluded)


	WPG Partners Small/Micro Cap Value Fund			Boston Partners Global Equity Fund			Boston Partners Global Long/Short Fund
Investment Income
Dividends †	$	569,579		$	1,972,374		$	3,289,881
Interest		791			343			107,190
Income from securities loaned (Note 6)		199,121			—			—

Total investment income		769,491			1,972,717			3,397,071

Expenses
Advisory fees (Note 2)		328,211			979,089			2,795,490
Distribution fees (Investor Class) (Note 2)		—			—			62,175
Administration and accounting fees (Note 2)		75,660			128,697			201,450
Transfer agent fees (Note 2)		58,632			33,380			215,713
Registration and filing fees		20,377			50,433			47,469
Custodian fees (Note 2)		34,896			71,058			198,680
Printing and shareholder reporting fees		1,417			3,692			22,095
Audit fees		27,147			43,049			33,208
Directors’ and officers’ fees		20,940			22,060			25,562
Legal fees		3,921			7,701			14,996
Dividend expense on securities sold-short		—			—			1,624,909
Prime broker interest expense		—			—			492,255
Other expenses		5,666			10,580			12,523

Total expenses before waivers and reimbursements, or recoupment		576,867			1,349,739			5,746,525
(Waivers and reimbursements) or recoupment		(125,396	)		(316,245	)		87,459

Net expenses after waivers and reimbursements, or recoupment		451,471			1,033,494			5,833,984

Net investment income/(loss)		318,020			939,223			(2,436,913	)

Net realized gain/(loss) from:
Investments		493,855			(48,687	)		(4,462,788	)
Investments sold-short		—			—			(1,501,561	)
Foreign currency transactions		—			(140,677	)		(473,404	)
Contracts for difference **		—			—			(21,472	)
Written options **		—			—			266,357
Net change in unrealized appreciation/(depreciation) on:
Investments		(7,011,432	)		(12,627,342	)		(10,831,826	)
Investments sold short		—			—			22,546,510
Foreign currency translation		—			(6,066	)		(153,328	)
Written options **		—			—			(484,185	)
Contracts for difference **		—			—			1,093,090

Net realized and unrealized gain/(loss) on investments		(6,517,577	)		(12,822,772	)		5,977,393

Net increase/(decrease) in net assets resulting from operations	$	(6,199,557	)	$	(11,883,549	)	$	3,540,480

† Net of foreign withholding taxes of	$	(4,164	)	$	(68,017	)	$	(207,517	)

**	Primary risk exposure is equity contracts

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			57


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


STATEMENTS OF CHANGES IN NET ASSETS


	Boston Partners Small Cap Value Fund II						Boston Partners Long/Short Equity Fund
	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014			For the Year Ended August 31, 2015			For the Year Ended August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income/(loss)	$	2,177,505		$	1,061,610		$	(32,134,039	)	$	(25,293,589	)
Net realized gain/(loss) from investments and foreign currency		11,421,347			11,625,465			52,414,504			63,810,043
Net change in unrealized appreciation/(depreciation) from investment and foreign currency		(18,484,290	)		20,145,483			(96,167,694	)		70,697,079

Net increase/(decrease) in net assets resulting from operations		(4,885,438	)		32,832,558			(75,887,229	)		109,213,533

Dividends and distributions to shareholders from:
Net investment income
Institutional Class		(951,560	)		(345,221	)		—			—
Investor Class		(605,107	)		(237,918	)		—			—
Net realized capital gains
Institutional Class		(1,769,477	)		—			(54,248,415	)		(36,987,514	)
Investor Class		(1,642,628	)		—			(17,937,422	)		(13,170,066	)

Net decrease in net assets from dividends and distributions to shareholders		(4,968,772	)		(583,139	)		(72,185,837	)		(50,157,580	)

Capital share transactions:
Institutional Class
Proceeds from shares sold		108,813,499			28,174,661			183,268,691			162,787,046
Reinvestment of distributions		2,662,389			324,783			41,021,708			26,413,733
Shares redeemed		(27,945,647	)		(17,191,647	)		(295,605,895	)		(179,141,615	)
Redemption fees (Note 8)		3,324			2,396			461,615			341,715
Investor Class
Proceeds from shares sold		41,539,251			25,973,463			33,166,844			42,099,643
Reinvestment of distributions		2,215,225			233,663			17,388,360			12,197,068
Shares redeemed		(22,434,161	)		(18,920,805	)		(131,640,788	)		(76,854,075	)
Redemption fees (Note 8)		2,798			2,956			95,675			116,495

Net increase/(decrease) in net assets from capital share transactions		104,856,678			18,599,470			(151,843,790	)		(12,039,990	)

Total increase/(decrease) in net assets		95,002,468			50,848,889			(299,916,856	)		47,015,963
Net assets
Beginning of year		214,528,257			163,679,368			888,127,503			841,111,540

End of year	$	309,530,725		$	214,528,257		$	588,210,647		$	888,127,503

Undistributed net investment income (accumulated net investment loss), end of year	$	1,144,627		$	496,166		$	(21,533,946	)	$	(17,692,303	)

Share transactions:
Institutional Class
Shares sold		4,831,433			1,287,470			9,233,291			7,541,514
Shares reinvested		120,853			15,262			2,087,619			1,291,625
Shares redeemed		(1,235,515	)		(804,194	)		(15,272,150	)		(8,592,855	)

Net increase/(decrease)		3,716,771			498,538			(3,951,240	)		240,284

Investor Class
Shares sold		1,929,191			1,306,062			1,718,153			2,068,807
Shares reinvested		104,442			11,392			945,533			632,300
Shares redeemed		(1,038,869	)		(912,305	)		(7,262,224	)		(3,894,482	)

Net increase/(decrease)		994,764			405,149			(4,598,538	)		(1,193,375	)

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


58		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


STATEMENTS OF CHANGES IN NET ASSETS (continued)


	Boston Partners Long/Short Research Fund						Boston Partners All-Cap Value Fund
	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014			For the Year Ended August 31, 2015			For the Year Ended August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income/(loss)	$	(57,628,148	)	$	(30,664,883	)	$	12,705,428		$	7,757,538
Net realized gain/(loss) from investments and foreign currency		312,683,672			16,068,536			58,588,113			40,311,296
Net change in unrealized appreciation/(depreciation) from investment and foreign currency		(178,571,768	)		451,206,324			(65,827,625	)		112,721,801

Net increase in net assets resulting from operations		76,483,756			436,609,977			5,465,916			160,790,635

Dividends and distributions to shareholders from:
Net investment income
Institutional Class		—			—			(7,085,713	)		(4,677,165	)
Investor Class		—			—			(1,598,987	)		(911,496	)
Net realized capital gains
Institutional Class		(73,750,367	)		(10,191,255	)		(29,675,856	)		(15,951,494	)
Investor Class		(4,130,770	)		(644,954	)		(8,739,308	)		(3,674,790	)

Net decrease in net assets from dividends and distributions to shareholders		(77,881,137	)		(10,836,209	)		(47,099,864	)		(25,214,945	)

Capital share transactions:
Institutional Class
Proceeds from shares sold		2,791,886,689			3,419,038,875			207,860,146			242,389,813
Reinvestment of distributions		38,567,891			5,470,231			30,283,496			18,483,816
Shares redeemed		(1,144,904,742	)		(515,145,972	)		(150,603,776	)		(74,884,387	)
Redemption fees (Note 8)		167,655			154,051			—			—
Investor Class
Proceeds from shares sold		156,222,923			180,979,395			97,996,009			141,871,828
Reinvestment of distributions		4,096,486			626,724			10,146,888			4,474,110
Shares redeemed		(153,804,307	)		(44,186,169	)		(66,372,364	)		(33,638,548	)
Redemption fees (Note 8)		8,206			9,674			—			—

Net increase in net assets from capital share transactions		1,692,240,801			3,046,946,809			129,310,399			298,696,632

Total increase in net assets		1,690,843,420			3,472,720,577			87,676,451			434,272,322
Net assets
Beginning of year		5,348,636,796			1,875,916,219			954,064,982			519,792,660

End of year	$	7,039,480,216		$	5,348,636,796		$	1,041,741,433		$	954,064,982

Undistributed net investment income (accumulated net investment loss), end of year	$	(14,204,586	)	$	(29,066,893	)	$	9,541,984		$	5,521,256

Share transactions:
Institutional Class
Shares sold		181,998,959			237,515,897			9,071,242			11,615,055
Shares reinvested		2,532,409			384,686			1,351,338			902,530
Shares redeemed		(74,788,910	)		(35,242,438	)		(6,536,171	)		(3,515,836	)

Net increase		109,742,458			202,658,145			3,886,409			9,001,749

Investor Class
Shares sold		10,289,490			12,636,422			4,291,105			6,795,381
Shares reinvested		271,831			44,386			454,203			219,104
Shares redeemed		(10,152,820	)		(3,099,558	)		(2,935,493	)		(1,587,653	)

Net increase		408,501			9,581,250			1,809,815			5,426,832

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			59


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


STATEMENTS OF CHANGES IN NET ASSETS (continued)


	WPG Partners Small/Micro Cap Value Fund						Boston Partners Global Equity Fund
	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014			For the Year Ended August 31, 2015			For the Year Ended August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income	$	318,020		$	156,573		$	939,223		$	628,987
Net realized gain/(loss) from investments and foreign currency		493,855			6,948,796			(189,364	)		2,302,099
Net change in unrealized appreciation/(depreciation) from investment and foreign currency		(7,011,432	)		(60,529	)		(12,633,408	)		4,347,444

Net increase/(decrease) in net assets resulting from operations		(6,199,557	)		7,044,840			(11,883,549	)		7,278,530

Dividends and distributions to shareholders from:
Net investment income
Institutional Class		(276,767	)		(50,358	)		(672,980	)		(91,861	)
Net realized capital gains
Institutional Class		(4,758,990	)		(3,952,860	)		(2,575,966	)		(1,411,674	)

Net decrease in net assets from dividends and distributions to shareholders		(5,035,757	)		(4,003,218	)		(3,248,946	)		(1,503,535	)

Capital share transactions:
Institutional Class
Proceeds from shares sold		2,054,005			1,940,266			232,601,137			54,896,316
Reinvestment of distributions		4,460,767			3,615,431			2,531,256			1,503,534
Shares redeemed		(4,827,146	)		(3,343,540	)		(109,225	)		(13,584,041	)
Redemption fees (Note 8)		1,045			—			—			—

Net increase in net assets from capital share transactions		1,688,671			2,212,157			235,023,168			42,815,809

Total increase/(decrease) in net assets		(9,546,643	)		5,253,779			219,890,673			48,590,804
Net assets
Beginning of year		46,008,029			40,754,250			60,087,090			11,496,286

End of year	$	36,461,386		$	46,008,029		$	279,977,763		$	60,087,090

Undistributed net investment income (accumulated net investment loss), end of year	$	223,566		$	177,498		$	473,804		$	546,411

Share transactions:
Institutional Class
Shares sold		121,210			96,374			15,083,287			3,756,181
Shares reinvested		270,350			185,502			172,547			105,585
Shares redeemed		(276,855	)		(166,761	)		(7,231	)		(893,583	)

Net increase		114,705			115,115			15,248,603			2,968,183

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


60		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS		AUGUST 31, 2015


STATEMENTS OF CHANGES IN NET ASSETS (concluded)


	Boston Partners Global Long/Short Fund
	For the Year Ended August 31, 2015			For the Period Ended August 31, 2014*
Increase/(decrease) in net assets from operations:
Net investment loss	$	(2,436,913	)	$	(237,573	)
Net realized gain/(loss) from investments and foreign currency		(6,192,868	)		(544,340	)
Net change in unrealized appreciation/(depreciation) from investment and foreign currency		12,170,261			1,769,974

Net increase in net assets resulting from operations		3,540,480			988,061

Capital share transactions:
Institutional Class
Proceeds from shares sold		313,149,804			36,909,632
Shares redeemed		(36,579,598	)		(441,329	)
Redemption fees (Note 8)		1,356			252
Investor Class
Proceeds from shares sold		70,409,274			2,787,714
Shares redeemed		(13,263,610	)		—
Redemption fees (Note 8)		17,273			14

Net increase in net assets from capital share transactions		333,734,499			39,256,283

Total increase in net assets		337,274,979			40,244,344
Net assets
Beginning of period		40,244,344			—

End of period	$	377,519,323		$	40,244,344

Undistributed net investment income (accumulated net investment loss), end of period	$	(2,641,862	)	$	(5,296	)

Share transactions:
Institutional Class
Shares sold		30,018,537			3,676,348
Shares redeemed		(3,539,107	)		(43,449	)

Net increase		26,479,430			3,632,899

Investor Class
Shares sold		6,674,425			276,209
Shares redeemed		(1,252,012	)		—

Net increase		5,422,413			276,209

*	Inception date of the Fund was December 31, 2013.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			61


BOSTON PARTNERS INVESTMENT FUNDS


FINANCIAL HIGHLIGHTS		PER SHARE OPERATING PERFORMANCE


	Net Asset Value, Beginning of Period		Net Investment Income/(Loss)*			Net Realized and Unrealized Gain/(Loss) on Investments			Net Increase/ (Decrease) in Net Assets Resulting from Operations			Dividends to Shareholders from Net Investment Income			Distributions to Shareholders from Net Realized Gains			Total Dividend and Distributions to Shareholders			Redemption Fees*
Boston Partners Small Cap Value Fund II
Institutional Class
8/31/15	$	22.65	$	0.21		$	(0.54	)	$	(0.33	)	$	(0.15	)	$	(0.28	)	$	(0.43	)	$	—
8/31/14		19.06		0.15			3.53			3.68			(0.09	)		—			(0.09	)		—	³
8/31/13		15.31		0.09			3.75			3.84			(0.09	)		—			(0.09	)		—
8/31/12		12.92		0.05			2.39			2.44			(0.05	)		—			(0.05	)		—	³
8/31/11		11.02		0.03			1.91			1.94			(0.04	)		—			(0.04	)		—	³
Investor Class
8/31/15	$	21.79	$	0.14		$	(0.51	)	$	(0.37	)	$	(0.10	)	$	(0.28	)	$	(0.38	)	$	—
8/31/14		18.35		0.09			3.40			3.49			(0.05	)		—			(0.05	)		—	³
8/31/13		14.74		0.05			3.61			3.66			(0.05	)		—			(0.05	)		—
8/31/12		12.44		0.02			2.30			2.32			(0.02	)		—			(0.02	)		—	³
8/31/11		10.62		(—	)³		1.84			1.84			(0.02	)		—			(0.02	)		—	³
Boston Partners Long/Short Equity Fund
Institutional Class
8/31/15	$	22.65	$	(0.84	)	$	(1.01	)	$	(1.85	)	$	—		$	(1.77	)	$	(1.77	)	$	0.01
8/31/14		20.94		(0.63	)		3.57			2.94			—			(1.24	)		(1.24	)		0.01
8/31/13		20.47		(0.54	)		2.24			1.70			—			(1.24	)		(1.24	)		0.01
8/31/12		19.88		(0.54	)		3.15			2.61			—			(2.03	)		(2.03	)		0.01
8/31/11		17.41		(0.47	)		4.55			4.08			—			(1.62	)		(1.62	)		0.01
Investor Class
8/31/15	$	21.33	$	(0.84	)	$	(0.94	)	$	(1.78	)	$	—		$	(1.77	)	$	(1.77	)	$	0.01
8/31/14		19.84		(0.65	)		3.37			2.72			—			(1.24	)		(1.24	)		0.01
8/31/13		19.51		(0.57	)		2.13			1.56			—			(1.24	)		(1.24	)		0.01
8/31/12		19.08		(0.56	)		3.01			2.45			—			(2.03	)		(2.03	)		0.01
8/31/11		16.80		(0.50	)		4.39			3.89			—			(1.62	)		(1.62	)		0.01
Boston Partners Long/Short Research Fund
Institutional Class
8/31/15	$	15.14	$	(0.14	)	$	0.40		$	0.26		$	—		$	(0.20	)	$	(0.20	)	$	—	³
8/31/14		13.30		(0.12	)		2.02			1.90			—			(0.06	)		(0.06	)		—	³
8/31/13		11.91		(0.14	)		1.66			1.52			—			(0.13	)		(0.13	)		—	³
8/31/12		10.60		(0.13	)		1.53			1.40			—			(0.09	)		(0.09	)		—	³
9/30/10** through 8/31/11		10.00		(0.12	)		0.71			0.59			—			—			—			0.01
Investor Class
8/31/15	$	15.00	$	(0.18	)	$	0.39		$	0.21		$	—		$	(0.20	)	$	(0.20	)	$	—	³
8/31/14		13.21		(0.15	)		2.00			1.85			—			(0.06	)		(0.06	)		—	³
8/31/13		11.86		(0.18	)		1.66			1.48			—			(0.13	)		(0.13	)		—	³
8/31/12		10.58		(0.15	)		1.52			1.37			—			(0.09	)		(0.09	)		—	³
11/29/10** through 8/31/11		10.40		(0.12	)		0.29			0.17			—			—			—			0.01

*	Calculated based on average shares outstanding for the period.

**	Inception date.

¹	Total return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of the period and is not annualized if period is less than one year.

²	Redemption fees, if any, are reflected in total return calculations.

³	Amount is less than $0.005 per share.

⁴	Portfolio turnover rate excludes securities received from processing a subscription-in-kind.

⁵	Annualized.

⁶	Not Annualized.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


62		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


FINANCIAL HIGHLIGHTS (continued)		PER SHARE OPERATING PERFORMANCE


Net Asset Value, End of Period		Total Investment Return^1,2			Net Assets, End of Period (000)		Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupments if any			Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupments if any (Excluding Dividend and Interest Expense)			Ratio of Expenses to Average Net Assets Without Waivers, Reimbursements and Recoupments if any			Ratio of Net Investment Income/(Loss) to Average Net Assets With Waivers and Reimbursements			Portfolio Turnover Rate


$	21.89		(1.45	)%	$	180,057		1.10	%		N/A			1.23	%		0.91	%		14	%
	22.65		19.33			102,112		1.21			N/A			1.23			0.68			16
	19.06		25.19			76,442		1.29			N/A			1.29			0.53			19
	15.31		18.98			53,604		1.30			N/A			1.36			0.37			32
	12.92		17.59			30,172		1.30			N/A			1.37			0.22			38

$	21.04		(1.68	)%	$	129,474		1.35	%		N/A			1.48	%		0.66	%		14	%
	21.79		19.01			112,417		1.46			N/A			1.48			0.43			16
	18.35		24.90			87,237		1.54			N/A			1.54			0.28			19
	14.74		18.67			66,689		1.55			N/A			1.61			0.12			32
	12.44		17.28			70,490		1.55			N/A			1.62			(0.03	)		38


$	19.04		(8.35	)%	$	493,751		5.64	%		2.47	%		5.64	%		(4.22	)%		75	%
	22.65		14.72			676,756		4.33			2.42			4.33			(2.93	)		65
	20.94		8.61			620,804		4.30			2.43			4.30			(2.58	)		67
	20.47		14.16			505,108		4.29			2.48			4.29			(2.68	)		71
	19.88		23.66			344,935		3.70			2.47			3.71			(2.35	)		103

$	17.79		(8.55	)%	$	94,459		5.89	%		2.72	%		5.89	%		(4.47	)%		75	%
	21.33		14.41			211,372		4.57			2.66			4.57			(3.18	)		65
	19.84		8.30			220,307		4.55			2.68			4.55			(2.83	)		67
	19.51		13.90			170,834		4.54			2.73			4.54			(2.93	)		71
	19.08		23.37			128,184		3.95			2.72			3.96			(2.60	)		103


$	15.20		1.73	%	$	6,738,894		2.43	%		1.39	%		2.43	%		(0.92	)%		62	%
	15.14		14.28			5,054,388		2.52			1.39			2.52			(0.81	)		57
	13.30		12.81			1,743,406		2.75			1.48			2.71			(1.09	)		65
	11.91		13.32			254,170		2.81			1.54			2.84			(1.12	)		53	⁴
	10.60		6.00			37,237		2.70	⁵		1.74	⁵		4.05	⁵		(1.21	)⁵		61	⁶

$	15.01		1.41	%	$	300,586		2.68	%		1.64	%		2.68	%		(1.17	)%		62	%
	15.00		13.99			294,249		2.77			1.64			2.77			(1.06	)		57
	13.21		12.52			132,511		3.05			1.73			3.01			(1.39	)		65
	11.86		13.06			48,296		3.00			1.79			3.04			(1.31	)		53	⁴
	10.58		1.73			20,308		2.99	⁵		1.98	⁵		4.08	⁵		(1.47	)⁵		61	⁶

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


ANNUAL REPORT 2015			63


BOSTON PARTNERS INVESTMENT FUNDS


FINANCIAL HIGHLIGHTS (continued)		PER SHARE OPERATING PERFORMANCE


	Net Asset Value, Beginning of Period		Net Investment Income/(Loss)*			Net Realized and Unrealized Gain/(Loss) on Investments			Net Increase/ (Decrease) in Net Assets Resulting from Operations			Dividends to Shareholders from Net Investment Income			Distributions to Shareholders from Net Realized Gains			Total Dividend and Distributions to Shareholders			Redemption Fees*
Boston Partners All-Cap Value Fund
Institutional Class
8/31/15	$	23.00	$	0.30		$	(0.08	)	$	0.22		$	(0.22	)	$	(0.92	)	$	(1.14	)	$	—
8/31/14		19.19		0.22			4.39			4.61			(0.18	)		(0.62	)		(0.80	)		—
8/31/13		15.57		0.24			3.75			3.99			(0.27	)		(0.10	)		(0.37	)		—
8/31/12		14.34		0.20			2.04			2.24			(0.12	)		(0.89	)		(1.01	)		—
8/31/11		12.85		0.15			1.63			1.78			(0.10	)		(0.19	)		(0.29	)		—
Investor Class
8/31/15	$	22.90	$	0.25		$	(0.08	)	$	0.17		$	(0.17	)	$	(0.92	)	$	(1.09	)	$	—
8/31/14		19.12		0.17			4.38			4.55			(0.15	)		(0.62	)		(0.77	)		—
8/31/13		15.50		0.20			3.75			3.95			(0.23	)		(0.10	)		(0.33	)		—
8/31/12		14.28		0.16			2.03			2.19			(0.08	)		(0.89	)		(0.97	)		—
8/31/11		12.79		0.11			1.63			1.74			(0.06	)		(0.19	)		(0.25	)		—
WPG Partners Small/Micro Cap Value Fund
Institutional Class
8/31/15	$	20.42	$	0.13		$	(2.84	)	$	(2.71	)	$	(0.13	)	$	(2.18	)	$	(2.31	)	$	—	³
8/31/14		19.06		0.07			3.16			3.23			(0.02	)		(1.85	)		(1.87	)		—
8/31/13		14.32		0.07			4.74			4.81			(0.07	)		—			(0.07	)		—
8/31/12		12.31		(0.05	)		2.06			2.01			—			—			—			—	³
8/31/11		11.65		(0.06	)		0.72			0.66			—			—			—			—
Boston Partners Global Equity Fund
Institutional Class
8/31/15	$	15.59	$	0.13		$	(0.40	)	$	(0.27	)	$	(0.14	)	$	(0.52	)	$	(0.66	)	$	—
8/31/14		12.97		0.18			2.82			3.00			(0.02	)		(0.36	)		(0.38	)		—
8/31/13		11.00		0.12			2.07			2.19			(0.13	)		(0.09	)		(0.22	)		—
12/30/11** through 8/31/12		10.00		0.10			0.90			1.00			—			—			—			—
Boston Partners Global Long/Short Fund
Institutional Class
8/31/15	$	10.30	$	(0.13	)	$	0.38		$	0.25		$	—		$	—		$	—		$	—	³
12/31/13** through 8/31/14		10.00		(0.14	)		0.44			0.30			—			—			—			—	³
Investor Class
8/31/15	$	10.29	$	(0.16	)	$	0.38		$	0.22		$	—		$	—		$	—		$	—	³
4/11/14** through 8/31/14		9.86		(0.09	)		0.52			0.43			—			—			—			—	³

*	Calculated based on average shares outstanding, unless otherwise noted.

**	Inception date.

¹	Total return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of the period and is not annualized if period is less than one year.

²	Redemption fees, if any, are reflected in total return calculations.

³	Amount is less than $0.005.

⁴	Annualized.

⁵	Not Annualized.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


64		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


FINANCIAL HIGHLIGHTS (concluded)		PER SHARE OPERATING PERFORMANCE


Net Asset Value, End of Period		Total Investment Return^1,2			Net Assets, End of Period (000)		Ratio of Expenses to Average Net Assets With Waivers and Reimbursements and Recoupment, if any			Ratio of Expenses to Average Net Assets With Waivers, Reimbursements and Recoupments if any (Excluding Dividend and Interest Expense)			Ratio of Expenses to Average Net Assets Without Waivers and Reimbursements and Recoupment, if any			Ratio of Net Investment Income/(Loss) to Average Net Assets With Waivers and Reimbursements and Recoupment, if any			Portfolio Turnover Rate


$	22.08		0.88	%	$	793,098		0.70	%		N/A			0.95	%		1.32	%		33	%
	23.00		24.52			736,475		0.70			N/A			0.94			1.05			26
	19.19		26.11			441,856		0.70			N/A			0.97			1.37			32
	15.57		16.73			343,885		0.70			N/A			1.03			1.38			33
	14.34		13.75			210,113		0.70			N/A			1.03			1.00			47

$	21.98		0.66	%	$	248,643		0.95	%		N/A			1.20	%		1.07	%		33	%
	22.90		24.29			217,590		0.95			N/A			1.20			0.80			26
	19.12		25.93			77,936		0.95			N/A			1.22			1.12			32
	15.50		16.44			25,189		0.95			N/A			1.28			1.13			33
	14.28		13.55			26,436		0.95			N/A			1.28			0.75			47


$	15.40		(14.01	)%	$	36,461		1.10	%		N/A			1.41	%		0.78	%		80	%
	20.42		17.46			46,008		1.36			N/A			1.42			0.35			75
	19.06		33.71			40,754		1.54			N/A			1.54			0.41			72
	14.32		16.33			37,367		1.70			N/A			1.70			(0.34	)		84
	12.31		5.67			33,238		1.67			N/A			1.72			(0.43	)		85


$	14.66		(1.75	)%	$	279,978		0.95	%		N/A			1.24	%		0.86	%		98	%
	15.59		23.39			60,087		0.96			N/A			1.39			1.20			136
	12.97		20.14			11,496		1.30			N/A			3.05			1.00			102
	11.00		10.00	⁵		11,234		1.30	⁴		N/A			3.56	⁴		1.39	⁴		83	⁵


$	10.55		2.43	%	$	317,600		3.09	%		1.96	%		3.05	%		(1.27	)%		132	%
	10.30		3.00			37,403		3.88	⁴		2.00	⁴		4.89	⁴		(2.04	)⁴		72	⁵

$	10.51		2.14	%	$	59,919		3.34	%		2.21	%		3.30	%		(1.52	)%		132	%
	10.29		4.36			2,841		4.12	⁴		2.25	⁴		4.44	⁴		(2.28	)⁴		72	⁵

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS.


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BOSTON PARTNERS INVESTMENT FUNDS


NOTES TO FINANCIAL STATEMENTS

1.	Organization and Significant Accounting Policies

The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series trust,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has twenty-one active investment portfolios, including Boston Partners Small Cap Value Fund II (“BP Small Cap Value Fund II”), Boston Partners Long/Short Equity Fund (“BP Long/Short Equity Fund”), Boston Partners Long/Short Research Fund (“BP Long/Short Research Fund”), Boston Partners All-Cap Value Fund (“BP All-Cap Value Fund”), Boston Partners Global Equity Fund (“BP Global Equity Fund”), Boston Partners Global Long/Short Fund (“BP Global Long/Short Fund”) (collectively “BP Funds”), and WPG Partners Small/Micro Cap Value Fund (“WPG Small/Micro Cap Value Fund” and, collectively with the BP Funds, the “Funds”). As of August 31, 2015, the BP Funds each offer two classes of shares, Institutional Class and Investor Class. As of August 31, 2015, Investor Class shares of the BP Global Equity Fund have not been issued. The WPG Small/Micro Cap Value Fund is a single class fund, offering only the Institutional Class of shares.

The Funds are investment companies and, accordingly, follow the investment company accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standards Codification Topic 946.

Portfolio Valuation — Each Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Securities held by a Fund are valued using the closing price or the last sale price on a national securities exchange or the National Association of Securities Dealers Automatic Quotation System (“NASDAQ”) market system where they are primarily traded. Equity securities traded in the over-the-counter (“OTC”) market are valued at their closing prices. If there were no transactions on that day, securities traded principally on an exchange or on NASDAQ will be valued at the mean of the last bid and ask prices prior to the market close. Fixed income securities having a remaining maturity of greater than 60 days are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Fixed income securities having a remaining maturity of 60 days or less are valued at amortized cost, provided such amount approximates fair value. Foreign securities are valued based on prices from the primary market in which they are traded, and are translated from the local currency into U.S. dollars using current exchange rates. Investments in other open-end investment companies are valued based on the NAV of the investment companies (which may use fair value pricing as disclosed in their prospectuses). Options for which the primary market is a national securities exchange are valued at the last sale price on the exchange on which they are traded, or, in the absence of any sale, will be valued at the mean of the last bid and ask prices prior to the market close. Options not traded on a national securities exchange are valued at the last quoted bid price for long option positions and the closing ask price for short option positions. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors. Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments. Such procedures use fundamental valuation methods, which may include, but are not limited to, an analysis of the effect of any restrictions on the resale of the security, industry analysis and trends, significant changes in the issuer’s financial position, and any other event which could have a significant impact on the value of the security. Determination of fair value involves subjective judgment as the actual market value of a particular security can be established only by negotiations between the parties in a sales transaction, and the difference between the recorded fair value and the value that would be received in a sale could be significant. The Funds may use fair value pricing more frequently for securities traded primarily in non-U.S. markets because, among other things, most foreign markets close well before the Funds value their securities, generally as of 4:00 p.m. Eastern time. The earlier close of these foreign markets gives rise to the possibility that significant events, including broad market moves, government actions or pronouncements, aftermarket trading, or news events may have occurred in the interim. To account for this, the Funds may value foreign securities using fair value prices based on third-party vendor modeling tools (international fair value pricing).


66		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


NOTES TO FINANCIAL STATEMENTS (continued)

Fair Value Measurements — The inputs and valuation techniques used to measure fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:


• 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.); and

• Level 3 —		significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

A summary of the inputs used to value each Fund’s investments as of August 31, 2015 is included in each Fund’s Portfolio of Investments.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Funds’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Funds may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.

For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) require the Funds to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. U.S. GAAP also requires the Funds to disclose amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. A reconciliation of Level 3 investments is presented only when a Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all transfers in and out of each level within the three-tier hierarchy are disclosed when a Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.

Foreign securities that utilize international fair pricing are categorized as Level 2 in the hierarchy. For the BP Global Long/Short Fund securities held as long positions with an end of period value of $3,034,025 transferred from Level 1 into Level 2. For the BP Long/Short Equity Fund, BP Long/Short Research Fund, and BP Global Long/Short Fund securities held as short positions with an end of period value of $2,924,618, $10,613,661 and $2,830,436, respectively, transferred from Level 1 into Level 2. These transfers occurred as a result of securities being valued utilizing the international fair value pricing at August 31, 2015. For the Global Equity Fund and Global Long Short Fund securities held as long positions with an end of period value of $2,788,416, and $3,362,070, respectively, transferred from Level 2 into Level 1. For the Global Long Short Fund, securities held as short positions with an end of period value of $1,887,587 transferred from Level 2 into Level 1. These transfers occurred as a result of these securities no longer being valued utilizing the international fair value pricing at August 31, 2015.

Use of Estimates — The preparation of financial statements in conformity U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and those differences could be significant.

Investment Transactions, Investment Income and Expenses — The Funds record security transactions based on trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification


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BOSTON PARTNERS INVESTMENT FUNDS


NOTES TO FINANCIAL STATEMENTS (continued)

method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gains are recorded as a reduction of cost of investments and/or as a realized gain. The Funds’ investment income, expenses (other than class specific distribution fees) and unrealized and realized gains and losses are allocated daily to each class of shares based upon the relative proportion of net assets of each class at the beginning of the day. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Company’s Board of Directors deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Funds.

Dividends and Distributions to Shareholders — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on ex-dividend date for all Funds. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations which may differ from U.S. GAAP.

U.S. Tax Status — No provision is made for U.S. income taxes as it is each Fund’s intention to continue to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.

Cash and Cash Equivalents — The Funds consider liquid assets deposited into a bank demand deposit account to be cash equivalents. These investments represent amounts held with financial institutions that are readily accessible to pay Fund expenses or purchase investments. Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.

Other — In the normal course of business, the Funds may enter into contracts that provide general indemnifications. The Funds’ maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, based on experience, the risk of material loss from such claims is considered remote.

Foreign Currency Translation — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date.

The Funds do not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investment securities in the Statements of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Statements of Operations.

Currency Risk — The Funds invest in securities of foreign issuers, including American Depositary Receipts. These markets are subject to special risks associated with foreign investments not typically associated with investing in U.S. markets. Because the foreign securities in which the Funds may invest generally trade in currencies other than the U.S. dollar, changes in currency exchange rates will affect the Funds’ NAV, the value of dividends and interest earned and gains and losses realized on the sale of securities. Because the NAV for the Funds are determined on the basis of U.S. dollars, the Funds may lose money by investing in a foreign security if the local currency of a foreign market depreciates against the U.S. dollar, even if the local currency value of the Funds’ holdings goes up. Generally, a strong U.S. dollar relative to these other currencies will adversely affect the value of the Funds’ holdings in foreign securities.

Foreign Securities Market Risk — Securities of many non-U.S. companies may be less liquid and their prices more volatile than securities of comparable U.S. companies. Securities of companies traded in many countries outside the U.S., particularly emerging markets countries, may be subject to further risks due to the inexperience of local investment professionals and financial institutions, the possibility of permanent or temporary termination of trading and greater spreads between bid and asked prices of securities. In addition, non-U.S. stock exchanges and investment professionals are subject to less governmental regulation, and commissions may be higher than in the United States. Also, there may be delays in the settlement of non-U.S. stock exchange transactions.


68		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


NOTES TO FINANCIAL STATEMENTS (continued)

Options Written — The Funds are subject to equity price risk in the normal course of pursuing their investment objectives and may enter into options written to hedge against changes in the value of equities. Such options may relate to particular securities or domestic stock indices, and may or may not be listed on a domestic securities exchange or issued by the Options Clearing Corporation. An option contract is a commitment that gives the purchaser of the contract the right, but not the obligation, to buy or sell an underlying asset at a specific price on or before a specified future date. On the other hand, the writer of an option contract is obligated, upon the exercise of the option, to buy or sell an underlying asset at a specific price on or before a specified future date. The maximum risk of loss associated with writing put options is limited to the exercised fair value of the option contract. The maximum risk of loss associated with writing call options is potentially unlimited. A Fund also has the additional risk of being unable to enter into a closing transaction at an acceptable price if a liquid secondary market does not exist. A Fund also may write OTC options where completing the obligation depends upon the credit standing of the other party. Option contracts also involve the risk that they may result in loss due to unanticipated developments in market conditions or other causes.

Written options are initially recorded as liabilities to the extent of premiums received and subsequently marked to market to reflect the current value of the option written. Gains or losses are realized when the option transaction expires or closes. When an option is exercised, the proceeds on sales for a written call option or the purchase cost for a written put option is adjusted by the amount of the premium received. Listed option contracts present minimal counterparty credit risk since they are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange-traded options, guarantees the options against default. A Fund’s maximum risk of loss from counterparty credit risk related to OTC option contracts is limited to the premium paid. As of August 31, 2015, all of each Fund’s written options were exchange-traded options.

The BP Long/Short Equity Fund, the BP Long/Short Research Fund, the BP All-Cap Value Fund and the BP Global Long Short Fund had transactions in options written during the year ended August 31, 2015 as follows:


	BP Long/Short Equity Fund						BP Long/Short Research Fund						BP All-Cap Value Fund						BP Global Long/Short Fund
	Number of Contracts			Premiums Received			Number of Contracts			Premiums Received			Number of Contracts			Premiums Received			Number of Contracts			Premiums Received
Options outstanding at August 31, 2014		355		$	326,590			5,378		$	3,161,737			2,123		$	743,607			—		$	—
Options written		1,052			649,513			105,115			46,877,021			95			558,681			2,685			1,578,977
Options closed		—			—			(42,448	)		(16,755,806	)		—			—			(281	)		(198,637	)
Options expired		(343	)		(315,724	)		(13,490	)		(6,087,188	)		(849	)		(212,360	)		(274	)		(102,928	)
Options exercised		(12	)		(10,866	)		(14,901	)		(9,412,677	)		(1,274	)		(531,247	)		(398	)		(221,747	)

Options outstanding at August 31, 2015		1,052		$	649,513			39,654		$	17,783,087			95		$	558,681			1,732		$	1,055,665

For the year ended August 31, 2015, the average volume of derivatives were as follows:


Fund	Purchased Options (Cost)		Written Options (Proceeds)
BP Long/Short Equity Fund	$	1,686,010	$	723,425
BP Long/Short Research Fund		—		8,762,502
BP All-Cap Value Fund		—		627,854
BP Global Long/Short Fund		—		290,405

Short Sales — When the investment adviser believes that a security is overvalued, the BP Long/Short Equity Fund, the BP Long/Short Research Fund and the BP Global Long/Short Fund may sell the security short by borrowing the same security from a broker or other institution and selling the security. A Fund will incur a loss as a result of a short sale if the price of the borrowed security increases between the date of the short sale and the date on which the Fund buys and replaces such borrowed security. A Fund will realize a gain if there is a decline in price of the security between those dates where the decline in price exceeds the costs of borrowing the security and other transaction costs. There can be no assurance that a Fund will be able to close out a short position at any particular time or at an acceptable price. Although a Fund’s gain is limited to the amount at which it sold a security short, its potential loss is unlimited. Until a Fund replaces a borrowed security, it will maintain at all times cash, U.S. Government securities, or other liquid securities in an amount which, when added to any amount deposited with a broker as collateral, will at least equal the current market value of the security sold short. Depending on arrangements made with brokers, a Fund may not receive any payments (including interest) on collateral deposited with them.

In accordance with the terms of its prime brokerage agreements, a Fund may receive rebate income or be charged a fee on borrowed securities. Such income or fee is calculated on a daily basis based upon the market value of each borrowed security and a variable rate that is dependent upon the availability of such security. The Funds record these prime broker


ANNUAL REPORT 2015			69


BOSTON PARTNERS INVESTMENT FUNDS


NOTES TO FINANCIAL STATEMENTS (continued)

charges on a net basis as interest income or interest expense. For the year ended August 31, 2015, the BP Long/Short Equity Fund, the BP Long/Short Research Fund and the Global Long/Short Fund had net charges of $20,758,124, $16,061,541 and $385,065, respectively, on borrowed securities. Such amounts are included in prime broker interest expense on the Statements of Operations.

As of August 31, 2015, the BP Long/Short Equity Fund, BP Long/Short Research Fund and the BP Global Long/Short Fund had securities sold short valued at $440,837,787, $3,394,925,371 and $206,137,495, respectively, for which securities of $369,899,470, $3,033,914,768 and $177,593,223 and cash deposits of $473,213,373, $3,388,451,610, and $213,793,634, respectively, were pledged as collateral.

In accordance with Special Custody and Pledge Agreements with Goldman Sachs & Co. (“Goldman Sachs”) (the Funds’ prime broker), the BP Long/Short Equity Fund, the BP Long/Short Research Fund and the BP Global Long/Short Fund may borrow from Goldman Sachs to the extent necessary to maintain required margin cash deposits on short positions. Interest on such borrowings is charged to the Fund based on the LIBOR rate plus an agreed upon spread.

The BP Long/Short Equity Fund, the BP Long/Short Research Fund and BP Global Long/Short Fund utilized cash borrowings from Goldman Sachs to meet required margin cash deposits as follows during the year ended August 31, 2015:


BP Long/Short Equity Fund			BP Long/Short Research Fund				BP Global Long/Short Fund
Days Utilized	Average Daily Borrowings	Weighted Average Interest Rate	Days Utilized		Average Daily Borrowings	Weighted Average Interest Rate	Days Utilized		Average Daily Borrowings	Weighted Average Interest Rate
168		CAD 4,602,229	1.37	%	129	AUD 27,425,975	2.43	%	152	AUD 412,808	2.93	%
328		EUR 1,118,646	0.38	%	195	CAD 8,606,734	1.08	%	156	CAD 104,767	1.40	%
329		USD 53,652,255	0.54	%	174	CHF 12,010,499	0.35	%	271	CHF 274,398	0.21	%
					144	DKK 130,266,025	0.16	%	355	DKK 518,536	0.33	%
					204	EUR 69,575,199	0.29	%	348	EUR 7,730,239	0.32	%
					103	GBP 9,372,846	0.89	%	353	GBP 2,308,243	0.88	%
					64	HKD 81,368,608	0.48	%	324	HKD 3,960,682	0.49	%
					211	JPY 3,763,280,554	0.51	%	332	JPY 482,800,882	0.51	%
					56	NOK 14,935,693	1.41	%	206	NOK 752,048	1.58	%
					151	SEK 183,798,707	0.11	%	328	NZD 245,830	3.85	%
					10	SGD 34,886	0.68	%	266	SEK 1,302,253	0.54	%
					259	USD 80,692,692	0.54	%	221	SGD 783,408	0.59	%
									357	THB 18,601,738	2.00	%
									1	USD 157,361	0.55	%

As of August 31, 2015, the BP Long/Short Equity Fund, had borrowings of $56,200,096. Such amounts are included in due to prime broker on the Statements of Assets and Liabilities. The BP Long/Short Equity Fund, the BP Long/Short Research Fund and BP Global Long/Short Fund incurred interest expense for the year ended August 31, 2015, in the amount of $297,239, $879,202 and $107,190, respectively.

Contracts for Difference — The BP Global Long/Short Fund and BP Long/Short Research Fund (for this section only, each a “Fund”) may enter into Contracts for Differences (“CFDs”). CFDs are leveraged derivative instruments that allow a Fund to take a position on the change in the market price of an underlying asset, such as a stock, or the value of an index or currency exchange rate. With a short CFD, a Fund is seeking to profit from falls in the market price of the asset. CFDs are subject to liquidity risk because the liquidity of CFDs is based on the liquidity of the underlying instrument, and are subject to counterparty risk, i.e., the risk that the counterparty to the CFD transaction may be unable or unwilling to make payments or to otherwise honor its financial obligations under the terms of the contract. It is also possible that the market price of the CFD will move between the time the order is placed by a Fund and when it is executed by the issuer, which can result in the trade being executed at a less favorable price. CFDs, like many other derivative instruments, involve the risk that, if the derivative security declines in value, additional margin would be required to maintain the margin level. The seller may require a Fund to deposit additional sums to cover this decline in value, and the margin call may be at short notice. If additional margin is not provided in time, the seller may liquidate the positions at a loss for which a Fund is liable. The potential for margin calls and large losses are much greater in CFDs than in other leveraged products. Most CFDs are traded OTC. CFDs are not registered with the SEC or any U.S. regulator, and are not subject to U.S. regulation. In a short position, the Fund will receive or pay an amount based upon the amount, if any, by which the notional amount of the CFD would have decreased or increased in value had it sold the particular stocks short, less the dividends that would have been paid on those stocks, plus a floating rate of interest on the notional amount of the CFD. All of these components are reflected in the market value of the CFD.


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NOTES TO FINANCIAL STATEMENTS (continued)

CFDs are marked-to-market daily based upon quotations from market makers and the resulting changes in market values, if any, are recorded as an unrealized gain or loss in the Statement of Operations. Periodic payments made or received are recorded as realized gains or losses. Entering into CFDs involves, to varying degrees, elements of credit and market risk in excess of the amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these contracts, that the counterparty to the contract may default on its obligation to perform and that there may be unfavorable changes in market conditions. CFDs outstanding at period end, if any, are listed on the Schedule of Investments. In connection with CFDs, cash or securities may be segregated as collateral by the Funds’ custodian. As of August 31, 2015, the BP Long/Short Research Fund and BP Global Long/Short Fund held CFDs.

For the year ended August 31, 2015, the average volume of CFDs was as follows:


Fund	Notional Amount
BP Long/Short Research Fund	$	6,288,182
BP Global Long/Short Fund		1,462,977

2.	Investment Advisers and Other Services

Robeco Investment Management, Inc. (“Robeco”) provides investment advisory services to the BP Funds and the WPG Small/Micro Cap Value Fund. For its advisory services with respect to the BP Funds, Robeco is entitled to receive 1.00% of the BP Small Cap Value Fund II’s average daily net assets, 2.25% of the BP Long/Short Equity Fund’s average daily net assets, 1.25% of the BP Long/Short Research Fund’s average daily net assets, 0.80% of the BP All-Cap Value Fund’s average daily net assets, 0.90% of the BP Global Equity Fund’s average daily net assets and 1.50% of the BP Global Long/Short Fund’s average daily net assets, each accrued daily and payable monthly. Robeco is also entitled to receive advisory fees, accrued daily and paid monthly, as follows:


WPG Partners Small/Micro Cap Value Fund		0.80% of net assets up to $500 million
		0.75% of net assets in excess of $500 million

Robeco has contractually agreed to limit the BP Long/Short Equity Fund and BP All-Cap Value Fund’s total annual operating expenses (excluding certain items discussed below) to the extent that such expenses exceed the ratios in the table below. This limit is calculated daily based on the BP Long/Short Equity Fund and BP All-Cap Value Fund’s average daily net assets. These limitations are effected in waivers of advisory fees and reimbursements of expenses exceeding the advisory fee as necessary. These contractual limitations are in effect until at least January 26, 2016 and may not be terminated without approval of the Company’s Board of Directors. Robeco may not recoup any of its waived investment advisory fees with respect to these Funds. The contractual limitations of the BP Long/Short Equity Fund and BP All-Cap Value Fund are the following:


	Institutional			Investor
BP Long/Short Equity Fund		2.50	%		2.75	%
BP All-Cap Value Fund		0.70	%		0.95	%

For BP Small Cap Value Fund II, Robeco has contractually agreed to forgo all or a portion of its advisory fee and/or reimburse expenses in an aggregate amount equal to the amount by which the total annual Fund operating expenses (excluding certain items discussed below) exceeds 1.10% and 1.35%, of the average daily net assets attributable to the Funds’ Institutional Class shares and Investor Class shares, respectively. This contractual limitation is in effect until December 31, 2016 and may not be terminated without the approval of the Board of Directors. If at any time during the three years from May 28, 2014 to May 28, 2017 in which the Fund’s advisory agreement with Robeco is in effect, the Fund’s total annual Fund operating expenses for that year are less than 1.10% for the Institutional Class and 1.35% for the Investor Class, Robeco is entitled to reimbursement by the Fund of the advisory fees foregone and other payments remitted by Robeco to the Fund during such three-year period.

For the BP Long/Short Research Fund and BP Global Long/Short Fund, Robeco has contractually agreed to forgo all or a portion of its advisory fee and/or reimburse expenses in an aggregate amount equal to the amount by which the total annual Fund operating expenses (excluding certain items discussed below) exceeds 1.50% and 2.00%, respectively, of the average daily net assets attributable to the Funds’ Institutional Class shares and 1.75% and 2.25%, respectively, of the average daily net assets attributable to the Funds’ Investor Class. This contractual limitation is in effect until at least January 26, 2016 and may not be terminated without approval of the Company’s Board of Directors. If at any time within three years from the date on which


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NOTES TO FINANCIAL STATEMENTS (continued)

such waiver or reimbursement was made, the Funds’ Total annual Fund operating expenses for that year are less than 1.50% for the Institutional Class and 1.75% for the Investor Class of the BP Long/Short Research Fund or 2.00% for the Institutional Class and 2.25% for the Investor Class of the BP Global Long/Short Fund, Robeco is entitled to reimbursement by the Funds of the advisory fees forgone and other payments remitted by Robeco to the Funds during such three-year period.

Robeco has contractually agreed to waive all or a portion of its advisory fee and/or reimburse expenses in an aggregate amount equal to the amount by which the BP Global Equity Fund’s total annual Fund operating expenses (excluding certain items discussed below) exceeds 0.95% of the average daily net assets attributable to the Fund’s Institutional Class shares and 1.20% of the average daily net assets attributable to the Fund’s Investor Class. This contractual limitation is in effect until at least January 26, 2016 and may not be terminated without approval of the Company’s Board of Directors. If at any time within three years from the date on which such waiver or reimbursement was made, the Fund’s total annual Fund operating expenses for that year are less than 0.95% for the Institutional Class and 1.20% for the Investor Class, Robeco is entitled to reimbursement by each Fund of the advisory fees waived and other payments remitted by Robeco to the Fund during such three-year period.

Robeco has contractually agreed to limit the WPG Small/Micro Cap Value Fund’s total annual Fund operating expenses (excluding certain items discussed below) to 1.10%. The contractual limitation is in effect until at least December 31, 2016 and may not be terminated without approval of the Company’s Board of Directors. If at any time during the three years from May 28, 2014 to May 28, 2017 in which the Fund’s advisory agreement with Robeco is in effect, the Fund’s total annual Fund operating expenses for that year are less than 1.10%, Robeco is entitled to reimbursement by the Fund of the advisory fees waived and other payments remitted by Robeco to the Fund during such three-year period.

At August 31, 2015, the amount of potential recoupment by Robeco was as follows:


	Expiration August 31, 2016		Expiration August 31, 2017		Expiration August 31, 2018		Total
BP Small Cap Value Fund II	$	—	$	41,219	$	362,104	$	403,323
WPG Small/Micro Cap Value Fund		—		27,146		125,396		152,542
BP Global Equity Fund		202,243		217,404		316,245		735,892

During the year ended August 31, 2015, the BP Global Long/Short Fund recouped $87,459 of expenses waived in previous years.

For the year ended August 31, 2015, Robeco waived and reimbursed fees as follows:


Funds	Investment Adviser Expense Waived		Investment Adviser Reimbursement
BP Small Cap Value Fund II	$	362,104	$	—
BP Long/Short Equity Fund		—		—
BP Long/Short Research Fund		—		—
BP All-Cap Value Fund		2,542,627		—
WPG Small/Micro Cap Value Fund		125,396		—
BP Global Equity Fund		316,245		—
BP Global Long/Short Fund		—		—

In determining Robeco’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause a Fund’s net annualized expense ratio to exceed the applicable expense limitation: acquired fund fees and expenses, short sale dividend expenses, brokerage commissions, extraordinary items, interest and taxes.

BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”), serves as administrator for the Funds. For providing administration and accounting services, BNY Mellon is entitled to receive a monthly fee equal to an annual percentage rate of each Fund’s average daily net assets, subject to certain minimum monthly fees.

Included in the administration and accounting service fees, shown on the Statement of Operations, are fees for providing regulatory administrative services to RBB. For providing these services, BNY Mellon is entitled to receive compensation as agreed to by the Company and BNY Mellon. This fee is allocated to each portfolio of the Company in proportion to its net assets of the Company.


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NOTES TO FINANCIAL STATEMENTS (continued)

In addition, BNY Mellon serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agency services, BNY Mellon is entitled to receive a monthly fee, subject to certain minimum, and out of pocket expenses.

The Bank of New York Mellon (the “Custodian”) provides certain custodial services to the Funds. The Custodian is entitled to receive a monthly fee, subject to certain minimum, and out of pocket expenses.

The Board of Directors of the Company has approved a Distribution Agreement for the Funds and adopted separate Plans of Distribution for the Investor Class of each BP Fund (the “Plans”) pursuant to Rule 12b-1 under the 1940 Act. Under the Plans, Foreside Funds Distributors LLC (the “Underwriter”) is entitled to receive from each Fund a distribution fee with respect to the Investor Class, which is accrued daily and paid monthly, of up to 0.25% on an annualized basis of the average daily net assets of the Investor Class. Amounts paid to the Distributor under the Plans may be used by the Distributor to cover expenses that are related to (i) the sale of the Investor Class Shares, (ii) ongoing servicing and/or maintenance of the accounts of shareholders, and (iii) sub-transfer agency services, subaccounting services or administrative services related to the sale of the Investor Class, all as set forth in the Plans.

3.	Directors/Compensation

The Directors of the Company receive an annual retainer and meeting fees for meetings attended. The aggregate remuneration paid to the Directors by the Funds during the year ended August 31, 2015 was $248,681. Certain employees of BNY Mellon serve as an Officer of the Company. They are not compensated by the Funds or the Company.

4.	Investment in Securities

For the year ended August 31, 2015, aggregate purchases and sales of investment securities (excluding short-term investments and U.S. government obligations) were as follows:


Fund	Purchases		Sales
BP Small Cap Value Fund II	$	134,860,343	$	36,640,619
BP Long/Short Equity Fund		564,414,730		822,911,201
BP Long/Short Research Fund		5,327,962,534		3,646,655,830
BP All-Cap Value Fund		419,023,924		325,890,431
WPG Small/Micro Cap Value Fund		31,405,867		32,739,963
BP Global Equity Fund		338,078,801		114,570,284
BP Global Long/Short Fund		548,705,165		229,150,551

5.	Capital Share Transactions

As of August 31, 2015, each class of each Fund has 100,000,000 shares of $0.001 par value common stock authorized except for the Institutional Class of the BP Long/Short Research Fund and the WPG Small/Micro Cap Value Fund, which have 500,000,000 shares and 50,000,000 shares, respectively, of $0.001 par value common stock authorized.

6.	Securities Lending

Securities may be loaned to financial institutions, such as broker-dealers, and are required to be secured continuously by collateral in cash, cash equivalents, letter of credit or U.S. Government securities maintained on a current basis at an amount at least equal to the market value of the securities loaned. Cash collateral received, pursuant to investment guidelines established by the Funds and approved by the Company’s Board of Directors, is invested in short-term investments. All such investments are made at the risk of the Funds and, as such, the Funds are liable for investment losses. Such loans would involve risks of delay in receiving additional collateral in the event the value of the collateral decreased below the value of the securities loaned or of delay in recovering the securities loaned or even loss of rights in the collateral should the borrower of the securities fail financially. However, loans will be made only to borrowers deemed by Robeco to be of good standing and only when, in Robeco’s judgment, the income to be earned from the loans justifies the attendant risks. Any loans of a Fund’s securities will be fully collateralized and marked to market daily. During the year ended August 31, 2015, the Funds participated in securities lending. The market value of securities on loan and collateral as of August 31, 2015 and the income generated from the program during the year ended August 31, 2015 with respect to such loans were as follows:


Fund	Market Value of Securities Loaned		Market Value of Collateral		Income Received from Securities Lending
BP Small Cap Value Fund II	$	9,582,054	$	9,627,911	$	185,544
BP Long/Short Equity Fund		10,850,544		11,779,621		826,925


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NOTES TO FINANCIAL STATEMENTS (continued)


Fund	Market Value of Securities Loaned		Market Value of Collateral		Income Received from Securities Lending
BP All-Cap Value Fund	$	11,725,432	$	12,040,240	$	11,622
WPG Small/Micro Cap Value Fund		4,102,421		4,141,270		199,121

Securities lending transactions are entered into by the Funds under a Master Securities Lending Agreement (“MSLA”) which permits the Funds, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset amounts payable by the Funds to the same counterparty against amounts to be received and create one single net payment due to or from the Funds. The following table is a summary of the Funds’ open securities lending transactions which are subject to a MSLA as of August 31, 2015:


							Gross Amount Net Offset in the Statement of Assets and Liabilities
Fund	Gross Amount of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amount of Assets Presented in the Statement of Assets and Liabilities		Financial Instruments		Cash Collateral Received		Net Amount
BP Small Cap Value Fund II	$	9,582,054		—	$	9,582,054		—	$	9,582,054		—
BP Long/Short Equity Fund		10,850,544		—		10,850,544		—		10,850,544		—
BP All-Cap Value Fund		11,725,432		—		11,725,432		—		11,725,432		—
WPG Small/Micro Cap Value Fund		4,102,421		—		4,102,421		—		4,102,421		—

¹	Amount disclosed is limited to the amount of assets presented in the Statement of Assets and Liabilities. Actual collateral received may be more than the amount shown.

7.	Restricted Securities

A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933, as amended (the “1933 Act”), or pursuant to the resale limitations provided by Rule 144 under the 1933 Act, or an exemption from the registration requirements of the 1933 Act. Certain restricted securities may be resold in transactions exempt from registration, normally to qualified institutional buyers, and may be deemed liquid by Robeco as applicable, based on policies and procedures established by the Company’s Board of Directors. Therefore, not all restricted securities are considered illiquid.

At August 31, 2015, the following Fund held restricted securities that were illiquid:


	Acquisition Date	Acquisition Cost		Shares/Par		Value		% of Net Assets
BP All-Cap Value Fund
Common Stocks:
Peoples Choice Financial Corp. 144A	12/21/04-01/23/06	$	14,293		1,465	$	0.00		0.0	%
Solar Cayman Ltd. 144A	03/24/10		—		19,375		0.00		0.0

		$	14,293		20,840	$	—		0.0	%

8.	Redemption Fees

There is a 1.00% redemption fee on shares redeemed which have been held 60 days or less on BP Small Cap Value Fund II, BP Long/Short Research Fund, BP Global Equity Fund and BP Global Long/Short Fund. There is a 2.00% redemption fee on shares redeemed which have been held 365 days or less on the BP Long/Short Equity Fund. The WPG Small/Micro Cap Value Fund has a 2.00% redemption fee on shares redeemed within 60 days of purchase. The redemption fees are retained by the Funds for the benefit of the remaining shareholders and recorded as paid-in capital.

9.	Federal Income Tax Information

The Funds have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Funds to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Funds have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Funds are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.


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NOTES TO FINANCIAL STATEMENTS (continued)

As of August 31, 2015, federal tax cost and aggregate gross unrealized appreciation and depreciation of securities held by each Fund were as follows:


Fund	Federal Tax Cost		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation/ (Depreciation)
BP Small Cap Value Fund II	$	262,077,884	$	64,105,312	$	(19,040,272	)	$	45,065,040
BP Long/Short Equity Fund		573,488,611		150,892,976		(128,917,942	)		21,975,034
BP Long/Short Research Fund		6,485,864,201		756,724,821		(531,815,689	)		224,909,132
BP All-Cap Value Fund		886,683,206		183,788,187		(38,385,331	)		145,402,856
WPG Small/Micro Cap Value Fund		40,148,481		4,921,232		(4,827,318	)		93,914
BP Global Equity Fund		276,592,801		8,729,056		(15,723,496	)		(6,994,440	)
BP Global Long/Short Fund		357,660,342		9,071,732		(24,035,602	)		(14,963,870	)

The following permanent differences as of August 31, 2015, were reclassified among the following accounts. They are primarily attributable to net investment loss, gains and losses on foreign currency transactions, tax reclassification of distributions received, capitalization of short sale dividends, investments in contract for differences and investments in partnerships and passive foreign investment companies.


Fund	Increase/ (Decrease) Undistributed Net Investment Income/(Loss)			Increase/ (Decrease) Accumulated Net Realized Gain/(Loss) on Investments			Increase/ (Decrease) Additional Paid-in Capital
BP Small Cap Value Fund II	$	27,623		$	(27,623	)	$	—
BP Long/Short Equity Fund		28,292,396			795,415			(29,087,811	)
BP Long/Short Research Fund		72,490,455			(72,489,975	)		(480	)
BP All-Cap Value Fund		—			—			—
WPG Small/Micro Cap Value		4,815			(4,815	)		—
BP Global Equity Fund		(338,850	)		338,850			—
BP Global Long/Short Fund		(199,653	)		249,690			(50,037	)

As of August 31, 2015, the components of distributable earnings on a tax basis were as follows:


Fund	Undistributed Ordinary Income		Undistributed Long-Term Gains		Capital Loss Carryforwards			Unrealized Appreciation (Depreciation)			Qualified Late-year Loss Deferral
BP Small Cap Value Fund II	$	2,433,498	$	8,028,871	$	—		$	45,065,040		$	—
BP Long/Short Equity Fund		—		48,419,040		(421,617	)		(5,630,777	)		(19,044,267	)
BP Long/Short Research Fund		—		199,155,028		—			334,472,770			(11,351,596	)
BP All-Cap Value Fund		17,612,903		44,877,486		—			144,479,537			—
WPG Small/Micro Cap Value Fund		228,530		668,357		—			93,914			—
BP Global Equity Fund		477,344		150,010		—			(7,001,717	)		—
BP Global Long/Short Fund		—		436,375		—			7,331,622			(2,902,608	)

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes.


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NOTES TO FINANCIAL STATEMENTS (concluded)

The tax character of dividends and distributions paid during the two fiscal years ended August 31, 2015 and 2014 were as follows:


	2015						2014
Fund	Ordinary Income		Long-Term Gains		Total		Ordinary Income		Long-Term Gains		Total
BP Small Cap Value Fund II	$	1,556,667	$	3,412,105	$	4,968,772	$	583,139	$	—	$	583,139
BP Long/Short Equity Fund		—		72,185,837		72,185,837		2,623,279		47,534,301		50,157,580
BP Long/Short Research Fund		—		77,881,138		77,881,138		—		10,836,209		10,836,209
BP All-Cap Value Fund		21,516,995		25,582,869		47,099,864		12,757,029		12,457,916		25,214,945
WPG Small/Micro Cap Value Fund		2,796,155		2,239,602		5,035,757		50,358		3,952,860		4,003,218
BP Global Equity Fund		2,166,520		1,082,426		3,248,946		1,079,874		423,661		1,503,535
BP Global Long/Short Fund		—		—		—		—		—		—

Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.

Pursuant to federal income tax rules applicable to regulated investment companies, the Funds may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the year ended August 31, 2015, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2015.

For the fiscal year ended August 31, 2015, the following Funds deferred to September 1, 2015, the following qualified late-year losses:


Fund	Late-Year Ordinary Loss Deferral		Short-Term Capital Loss Deferral		Long-Term Capital Loss Deferral
BP Long/Short Equity Fund	$	19,044,267	$	—	$	—
BP Long/Short Research Fund		11,351,596		—		—
BP Global Long/Short Fund		1,505,537		1,397,071		—

Accumulated capital losses represent net capital loss carryforwards as of August 31, 2015 that may be available to offset future realized capital gains and thereby reduce future capital gains distributions. Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Any losses incurred during those future taxable years will be required to be utilized prior to any losses incurred in pre-enactment taxable years. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law.

As of August 31, 2015, the Funds had the following pre-enactment net capital loss carryforwards to offset future net capital gains, if any, to the extent provided by U.S. Treasury regulations. To the extent that these carryforwards are used to offset future capital gains, it is probable that the gains that are offset will not be distributed to shareholders.


Fund	Expiration August 31, 2016		Total
BP Long/Short Equity Fund	$	421,617	$	421,617

Due to limitations imposed by the Internal Revenue Code and the regulations thereunder, the capital losses from the BP Long/Short Equity Fund that were acquired in its reorganization with the WPG 130/30 Large Cap Core Fund on April 17, 2009, could not be fully used against its current year capital gains. The remaining loss of $421,617 is carried forward and $421,617 can be utilized annually against the BP Long/Short Equity Fund’s realized capital gains through August 31, 2016.

During the year ended August 31, 2015, the BP Global Long/Short Fund utilized $161,107 of prior year capital loss carryforwards.

10.

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 there were no subsequent events requiring recognition or disclosure in the financial statements.


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BOSTON PARTNERS INVESTMENT FUNDS


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of

The RBB Fund, Inc.

We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of Boston Partners Small Cap Value Fund II, Boston Partners Long/Short Equity Fund, Boston Partners Long/Short Research Fund, Boston Partners All-Cap Value Fund, WPG Partners Small/Micro Cap Value Fund, Boston Partners Global Equity Fund and Boston Partners Global Long/Short Fund (seven of the portfolios constituting The RBB Fund, Inc.) (the “Funds”) as of August 31, 2015, and the related statements of operations for the year then ended, and the statements of changes in net assets and financial highlights for each of the periods indicated therein. 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 conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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. We were not engaged to perform an audit of the Funds’ internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2015, by correspondence with the custodian and brokers or by other appropriate procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Boston Partners Small Cap Value Fund II, Boston Partners Long/Short Equity Fund, Boston Partners Long/Short Research Fund, Boston Partners All-Cap Value Fund, WPG Partners Small/Micro Cap Value Fund, Boston Partners Global Equity Fund and Boston Partners Global Long/Short Fund (seven of the portfolios constituting The RBB Fund, Inc.) at August 31, 2015, the results of their operations for the year then ended, and the changes in their net assets and their financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles.

LOGO

Philadelphia, Pennsylvania

October 30, 2015


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BOSTON PARTNERS INVESTMENT FUNDS


SHAREHOLDER TAX INFORMATION (unaudited)

Certain tax information regarding each Fund is required to be provided to shareholders based upon each Fund’s income and distributions for the taxable year ended August 31, 2015. The information and distributions reported herein may differ from information and distributions taxable to the shareholders for the calendar year ending December 31, 2015. During the fiscal year ended August 31, 2015, the following dividends and distributions were paid by each of the Funds:


	Ordinary Income		Long-Term Capital Gains
BP Small Cap Value Fund II	$	1,556,667	$	3,412,105
BP Long/Short Equity Fund		—		72,185,837
BP Long/Short Research Fund		—		77,881,138
BP All-Cap Value Fund		21,516,995		25,582,869
WPG Small/Micro Cap Value Fund		2,796,155		2,239,602
BP Global Equity Fund		2,166,520		1,082,426
BP Global Long/Short Fund		—		—

Distributions from net investment income and short-term capital gains are treated as ordinary income for federal income tax purposes.

Under the Jobs and Growth Tax relief Reconciliation Act of 2003 the following percentages of ordinary dividends paid during the fiscal year ended August 31, 2015 are designated as “qualified dividend income,” as defined in the Act, and are subject to reduced tax rates:


BP Small Cap Value Fund II	83.49	%
BP Long/Short Equity Fund	0.00	%
BP Long/Short Research Fund	0.00	%
BP All-Cap Value Fund	66.35	%
WPG Small/Micro Cap Value Fund	8.99	%
BP Global Equity Fund	53.57	%
BP Global Long/Short Fund	0.00	%

The percentage of total ordinary income dividends paid qualifying for the corporate dividends received deduction for each Fund is as follows:


BP Small Cap Value Fund II	84.01	%
BP Long/Short Equity Fund	0.00	%
BP Long/Short Research Fund	0.00	%
BP All-Cap Value Fund	61.44	%
WPG Small/Micro Cap Value Fund	10.32	%
BP Global Equity Fund	30.39	%
BP Global Long/Short Fund	0.00	%

The percentage of qualified interest income related dividends not subject to withholding tax for non-resident aliens and foreign corporations is as follows:


BP Small Cap Value Fund II	0.02	%
BP Long/Short Equity Fund	0.00	%
BP Long/Short Research Fund	0.00	%
BP All-Cap Value Fund	0.02	%
WPG Small/Micro Cap Value Fund	0.05	%
BP Global Equity Fund	0.03	%
BP Global Long/Short Fund	0.00	%


78		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


SHAREHOLDER TAX INFORMATION (unaudited) (concluded)

The percentage of ordinary income distributions designated as qualified short-term gains pursuant to the American Job Creation Act of 2004 is as follows:


BP Small Cap Value Fund II	0.00	%
BP Long/Short Equity Fund	0.00	%
BP Long/Short Research Fund	0.00	%
BP All-Cap Value Fund	100.00	%
WPG Small/Micro Cap Value Fund	0.00	%
BP Global Equity Fund	100.00	%
BP Global Long/Short Fund	0.00	%

Because each Fund’s fiscal year is not the calendar year, another notification will be sent with respect to calendar year 2015. The second notification, which will reflect the amount, if any, to be used by calendar year taxpayers on their U.S. federal income tax returns, will be made in conjunction with Form 1099-DIV and will be mailed in January 2016.

Shareholders are advised to consult their own tax advisers with respect to the tax consequences of their investment in the Funds.


ANNUAL REPORT 2015			79


BOSTON PARTNERS INVESTMENT FUNDS


OTHER INFORMATION (unaudited)

Proxy Voting

Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities for the most recent 12-month period ended June 30 are available without charge, upon request, by calling (888) 261-4073 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

Quarterly Portfolio Schedule

Approval of Investment Advisory Agreements

At a regular meeting of the Board held on May 13-14, 2015 (the “Meeting” ), the Board of Directors, including all of the Independent Directors, considered the approval of the continuation of the investment advisory agreement between Robeco and the Company, on behalf of the Funds (the “Advisory Agreement”). The Board’s decision to approve the continuation of the Advisory Agreement reflects the exercise of its business judgment to continue the existing arrangement with Robeco. In approving the continuation of the Advisory Agreement, the Board considered information provided by Robeco with the assistance and advice of counsel to the Independent Directors and the Company.

In considering the renewal and approval of the Advisory Agreement, the Directors took into account all the materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting. Among other things, the Directors considered (i) the nature, extent, and quality of Robeco’s services provided to the Funds; (ii) descriptions of the experience and qualifications of Robeco personnel providing those services; (iii) Robeco’s investment philosophies and processes; (iv) Robeco’s assets under management and client descriptions; (v) Robeco’s soft dollar commission and trade allocation policies, including information on the types of research and services obtained in connection with soft dollar commissions; (vi) Robeco’s current advisory fee arrangements with the Company and other similarly managed clients; (vii) Robeco’s compliance procedures; (viii) Robeco’s financial information, insurance coverage and profitability analysis related to providing advisory services to the Funds; (ix) the extent to which economies of scale are relevant to the Funds; (x) report prepared by Lipper comparing each Fund’s management fees and total expense ratio to those each Fund’s respective Lipper Group and comparing the performance of each Fund to the performance of each Fund’s respective Lipper Group; and (xi) a report comparing the performance of each Fund to the performance of its benchmark.

As part of their review, the Directors considered the nature, extent and quality of the services provided by Robeco. The Directors concluded that Robeco had substantial resources to provide services to the Funds and that Robeco’s services had been acceptable.

The Directors also considered the investment performance of the Funds. Information on the Funds’ investment performance was provided for one-, three-, and five-year periods ended March 31, 2015, as applicable. The Directors considered the Funds’ investment performance in light of their investment objectives and investment strategies. The Directors concluded that the investment performance of each of the Funds as compared to their respective benchmarks and Lipper Groups was acceptable.

In reaching this conclusion, the Directors noted that the BP All-Cap Value Fund outperformed its benchmark, the Russell 3000 Value Index for the year-to-date, one-, three- and five-year, and since inception periods ended March 31, 2015. The Directors also noted that the BP All-Cap Value Fund ranked in the second quintile in both its Lipper Group and Lipper performance universe for the one-year period ended December 31, 2014.

The Directors noted that the BP Long/Short Equity Fund underperformed its primary benchmark, the S&P 500 Index, for the one-, three-, and five-year periods ended March 31, 2015. However, it outperformed its primary benchmark for the since inception period ended March 31, 2015. The Directors noted that the BP Long/Short Equity Fund’s performance ranked in the second quintile in both its Lipper Group and Lipper performance universe for the one-year period ended December 31, 2014.


80		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


OTHER INFORMATION (unaudited) (concluded)

The Directors noted that while the performance of the WPG Small/Micro Cap Value Fund was below the performance of its primary benchmark, the Russell 2000 Value Index, since inception, it had outperformed the Lipper Group median for the three-year period ended December 31, 2014.

Next, the Directors also reviewed the performance of the BP Long/Short Research Fund. They noted that the Fund had underperformed its benchmark for the one- and three-year periods ended March 31, 2015, but outperformed its Lipper Group median for the one- and three-year periods ended December 31, 2014. The Directors also noted that the BP Long/Short Research Fund ranked within the 1st quintile in its Lipper Group for the one-, two-, three-, and four-year and since inception periods ended December 31, 2014. In addition, the Directors noted that the Fund ranked in the second quintile for the one- and two-year periods and first quintile for the three- and four- year periods ended December 31, 2014 in its Lipper performance universe.

The Directors next reviewed the performance of the BP Small Cap Value Fund II, which outperformed its benchmark, the Russell 2000 Value Index, for the year-to-date, one-, three- and five-year, and since inception periods ended March 31, 2015. In addition, the Directors noted that the Fund ranked in the second quintile in its Lipper Group for the one-year period ending December 31, 2014.

The Directors also considered the performance of the BP Global Equity Fund, which outperformed its benchmark, the MSCI World Index, for the year-to-date, one- and three-year, and since inception periods ended March 31, 2015. They noted that the Fund ranked in the second quintile for the one-year period ended December 31, 2014 in both its Lipper Group and Lipper performance universe. They also noted that Fund ranked in the first quintile for the two- and three-year and since inception periods ended December 31, 2014 in both its Lipper Group and Lipper performance universe.

The Directors noted that the BP Global Long/Short Fund had underperformed its benchmark, the MSCI World Index, for the one-year and since inception periods ended March 31, 2015. They noted that for the one- and two-year periods ended December 31, 2014, the Fund ranked in the fourth quintile in both its Lipper Group and Lipper performance universe.

The Board also considered the advisory fee rates payable by the Funds under the Advisory Agreement. In this regard, information on the fees paid by the Funds and the Funds’ total operating expense ratios (before and after fee waivers and expense reimbursements) were compared to similar information for mutual funds advised by other, unaffiliated investment advisory firms. After reviewing the comparable fee information provided in the Lipper Reports, the Directors noted that actual adviser fees were lower than the respective Lipper Group median fees for the BP All-Cap Value Fund, BP Global Equity Fund, and BP Global Long/Short Fund; higher than the respective Lipper Group median fees for the BP Long/Short Equity Fund, BP Long/Short Research Fund and WPG Small/Micro Cap Value Fund; and the same as its Lipper Group median for BP Small Cap Value II Fund. The Directors considered discussions held during Robeco’s presentation on the variance in fees, and the higher costs of managing certain portfolios. The Directors noted that Robeco had contractually agreed to waive management fees and reimburse expenses through at least December 31, 2015 to limit total annual operating expenses to agreed upon levels for each Fund.

After reviewing the information regarding the Funds’ costs, profitability and economies of scale, and after considering Robeco’s services, the Directors concluded that the investment advisory fees paid by the Funds were fair and reasonable and that the Advisory Agreement should be approved and continued for additional one-year periods ending August 16, 2016.


ANNUAL REPORT 2015			81


BOSTON PARTNERS INVESTMENT FUNDS


DIRECTORS AND EXECUTIVE OFFICERS

The business and affairs of the Company are managed under the direction of the Company’s Board of Directors. The Company is organized under and managed pursuant to Maryland law. The Directors and executive officers of the Company, their date of birth, business addresses and principal occupations during the past five years are set forth below. The statement of additional information (“SAI”) includes additional information about the Directors and is available without charge, upon request, by calling 1-888-261-4073.


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS
Julian A. Brodsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 7/33	Director	1988 to present	From 1969 to 2011, Director and Vice Chairman, Comcast Corporation (cable television and communications).	21	AMDOCS Limited (service provider to telecommunications companies).
J. Richard Carnall 103 Bellevue Parkway Wilmington, DE 19809 DOB: 9/38	Director	2002 to present	Since 1984, Director of Haydon Bolts, Inc. (bolt manufacturer) and Parkway Real Estate Company (subsidiary of Haydon Bolts, Inc.); since March 2004, Director of Cornerstone Bank.	21	None
Gregory P. Chandler 103 Bellevue Parkway Wilmington, DE 19809 DOB: 12/66	Director	2012 to present	Since May 2009, Chief Financial Officer, Emtec, Inc. (information technology consulting/services); from February 2003-April 2009, Managing Director, head of Business Services and IT Services Practice, Janney Montgomery Scott LLC (investment banking/brokerage).	21	Emtec, Inc.; FS Investment Corporation (business development company); FS Energy and Power Fund (business development company).
Nicholas A. Giordano 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/43	Director	2006 to present	Since 1997, Consultant, financial services organizations.	21	Kalmar Pooled Investment Trust (registered investment company); Wilmington Funds (registered investment company); WT Mutual Fund (registered investment company) (until March 2012); Independence Blue Cross; Intricon Corp. (producer of medical devices).
Jay F. Nusblatt 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/61	Director	2012 to present	From July 2010 to March 2015, Head of U.S. Fund Accounting and Administration, BNY Mellon Asset Servicing; from 2006 to July 2010, Senior Vice President, Fund Accounting and Administration, PNC Global Investment Servicing.	21	None
Arnold M. Reichman 103 Bellevue Parkway Wilmington, DE 19809 DOB: 5/48	Chairman Director	2005 to present 1991 to present	Since 2006, Co-Founder and Chief Executive Officer, Lifebooker, LLC.	21	Independent Trustee of EIP Investment Trust (Registered Investment Company).
Robert A. Straniere 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/41	Director	2006 to present	Since 2009, Administrative Law Judge, New York City; since 1980, Founding Partner, Straniere Law Group.	21	Reich and Tang Group (asset management).


82		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


DIRECTORS AND EXECUTIVE OFFICERS (concluded)


Name, Address, and Age	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INTERESTED DIRECTOR²
Robert Sablowsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/38	Director	1991 to present	Since July 2002, Senior Vice President and prior thereto, Executive Vice President, of Oppenheimer & Co., Inc. (a registered broker-dealer).	21	None
OFFICERS
Salvatore Faia, JD, CPA, CFE Vigilant Compliance Services Brandywine Two 5 Christy Drive, Suite 208 Chadds Ford, PA 19317 DOB: 12/62	President Chief Compliance Officer	2009 to present 2004 to present	Since 2004, President, Vigilant Compliance Services; since 2005, Independent Trustee of EIP Investment Trust (registered investment company).	N/A	N/A
Joel Weiss 103 Bellevue Parkway Wilmington, DE 19809 DOB: 1/63	Treasurer	2009 to present	Since 1993, Vice President and Managing Director, BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A
Christina Morse 301 Bellevue Parkway Wilmington, DE 19809 DOB: 12/64	Secretary	2015 to present	Since August 2014, Vice President and Counsel, BNY Mellon Investment Servicing (US) Inc. (financial services company); from August 2013 to July 2014, Counsel, Lord, Abbett & Co. LLC; from May 2009 to July 2013, Vice President, BNY Mellon Investment Servicing (US) Inc.	N/A	N/A
James G. Shaw 103 Bellevue Parkway Wilmington, DE 19809 DOB: 10/60	Assistant Treasurer	2005 to present	Since 1995, Senior Director and Vice President of BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A
Michael P. Malloy One Logan Square, Ste. 2000 Philadelphia, PA 19103 DOB: 7/59	Assistant Secretary	1999 to present	Since 1993, Partner, Drinker Biddle & Reath LLP (law firm).	N/A	N/A

*	Each Director oversees twenty-one portfolios of the Company that are currently offered for sale.

^1.

Subject to the Company’s Retirement Policy, each Director may continue to serve as a Director until the last day of the calendar year in which the applicable Director attains age 75 or until his successor is elected and qualified or his death, resignation or removal. The Board reserves the right to waive the requirements of the Policy with respect to an individual Director. The Board has approved waivers of the policy with respect to Messrs. Brodsky, Carnall, and Sablowsky. Each officer holds office at the pleasure of the Board until the next special meeting of the Company or until his or her successor is duly elected and qualified, or until he or she dies, resigns or is removed.

^2.

Mr. Sablowsky is considered an “interested person” of the Company as that term is defined in the 1940 Act and is referred to as an “Interested Director.” Mr. Sablowsky is considered an “Interested Director” of the Company by virtue of his position as a senior officer of Oppenheimer & Co., Inc., a registered broker-dealer.


ANNUAL REPORT 2015			83


BOSTON PARTNERS INVESTMENT FUNDS


PRIVACY NOTICE (unaudited)


FACTS		WHAT DO THE BOSTON PARTNERS INVESTMENT FUNDS DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Boston Partners Investment Funds chooses to share; and whether you can limit this sharing.


Reasons we can share your personal information	Do the Boston Partners Investment Funds share?	Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes – to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don’t share
For our affiliates’ everyday business purposes – information about your transactions and experiences	Yes	No
For our affiliates’ everyday business purposes – information about your creditworthiness	No	We don’t share
For our affiliates to market to you	Yes	Yes
For nonaffiliates to market to you	No	We don’t share


Questions?		Call (888) 261-4073 or go to www.boston-partners.com


84		ANNUAL REPORT 2015


BOSTON PARTNERS INVESTMENT FUNDS


PRIVACY NOTICE (unaudited) (concluded)


What we do

How do the Boston Partners Investment Funds protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How do the Boston Partners Investment Funds collect my personal information?		We collect your personal information, for example, when you • open an account • provide account information • give us your contact information • make a wire transfer • tell us where to send the money We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only • sharing for affiliates’ everyday business purposes – information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies. Our affiliates include: • Robeco Investment Management, Inc. • Robeco Securities, LLC
Nonaffiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies. • The Boston Partners Investment Funds don’t share with nonaffiliates so they can market to you. The Boston Partners Investment Funds may share information with nonaffiliates that perform marketing services on our behalf.
Joint marketing		A formal agreement between nonaffiliated financial companies that together market financial products or services to you. • The Boston Partners Investment Funds may share your information with other financial institutions with whom we have joint marketing arrangements who may suggest additional fund services or other investment products which may be of interest to you.


ANNUAL REPORT 2015			85

INVESTMENT ADVISER

Robeco Investment Management, Inc.

909 Third Avenue, 32nd Floor

New York, NY 10022

ADMINISTRATOR

BNY Mellon Investment Servicing (US) Inc.

301 Bellevue Parkway

Wilmington, DE 19809

TRANSFER AGENT

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

PRINCIPAL

UNDERWRITER

Foreside Funds Distributors LLC

400 Berwyn Park

899 Cassatt Road

Berwyn, PA 19312

BOS-AR15

CUSTODIAN

The Bank of New York Mellon

One Wall Street

New York, NY 10286

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Ernst & Young LLP

One Commerce Square

2005 Market Street, Suite 700

Philadelphia, PA 19103

LEGAL COUNSEL

Drinker Biddle & Reath LLP

One Logan Square, Ste. 2000

Philadelphia, PA 19103-6996

LOGO

CAMPBELL CORE TREND FUND

THE RBB FUND, INC.

ANNUAL REPORT

AUGUST 31, 2015

This report is submitted for the general information of the shareholders of the Fund. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Fund.

CAMPBELL CORE TREND FUND

ANNUAL INVESTMENT ADVISER’S REPORT

(UNAUDITED)

The Campbell Core Trend Fund (the “Fund”) was launched on December 31, 2014, with an initial net asset value (“NAV”) of $10.00 per share. The Fund’s objective is to seek capital appreciation by exploiting the tendency of asset markets to exhibit persistent trends. The Fund has investments across a variety of global futures and forward markets and can be either long or short, resulting in a low long-term correlation to traditional investments.

PERFORMANCE OF THE FUND


	6 MONTH RETURN
	MARCH 1, 2015	INCEPTION THROUGH AUGUST 31, 2015
	THROUGH	(“FISCAL PERIOD”)
NAME	AUGUST 31, 2015	RETURN*
Campbell Core Trend Fund - Institutional Class	-8.75%	-2.90%
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index	0.01%	0.02%
Barclay BTOP50 Index	-5.41%	-2.18%
Newedge Trend Index	-5.37%	-0.73%
MSCI World Index	-7.19%	-3.77%

* Inception date of the Fund is December 31, 2014.

The performance data quoted represents past performance and does not guarantee future results. The investment return and principal value of an investment will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Performance data current to the most recent month-end may be obtained at 1-800-698-7235. Performance would have been lower without fee waivers in effect.

Returns of the Fund’s shares for the six month period and Fiscal Period ended August 31, 2015 are shown in the table above, along with the performance of several industry benchmarks. The Fund finished the Fiscal Period with positive performance in foreign exchange, and negative performance in fixed income, equity indices and commodities. Sharp reversals in all sectors during the second quarter of 2015 contributed to negative returns for short-term (less than 1 month) and medium-term (1 to 3 months) time horizons. Longer-term strategies (greater than 3 months) were less impacted by the change in sentiment, and provided significant offsetting gains. Moderate underperformance versus the benchmark indices was driven primarily by a larger exposure to the short-term time horizon.

FISCAL PERIOD 2015 HIGHLIGHTS

Our research and trading teams incorporated a number of new innovations into the Fund’s portfolio during the Fiscal Period ended August 31, 2015. Areas of focus included Commodity-specific strategies, Risk Management, and the addition of new markets.

One of the key objectives of the Fund is to provide performance that is both compelling on a stand-alone basis and representative of the momentum exposure tracked by the major Commodity Trading Advisor (“CTA”) indices. As a result, we have adjusted the time horizon exposure within the portfolio. The new time horizon allocation reflects an even split between Medium-Term and Long-Term time horizons, with the Short-Term time horizon omitted.

Industry education remains a primary focus for Campbell & Company Investment Adviser LLC (“Campbell”). So far this year, we have published two white papers intended to assist investors with the construction of CTA portfolios. The first paper, “Return Dispersion and Counterintuitive Correlation,” explores CTA manager performance and the impact of the environment on expected dispersion. The second paper, “Quantifying CTA Risk Management,” attempts to provide a factor-based framework to quantify CTA risk management. If you would like a copy of either paper, please contact us through our website at www.campbell.com.

Finally, we are pleased to report two senior level additions to our team during the most recent Fiscal Period. Dr. Kathryn Kaminski joined Campbell in January in the role of Director, Investment Strategies. Dr. Kaminski has significant

CAMPBELL CORE TREND FUND

ANNUAL INVESTMENT ADVISER’S REPORT (CONCLUDED)

(UNAUDITED)

experience as a quantitative investment professional and is an accomplished academic, most recently co-authoring the book Trend Following with Managed Futures: The Search for Crisis Alpha. Richard M. Johnson joined Campbell in March in the role of Managing Director and Global Head of Institutional Sales. He has a wealth of experience supporting institutional clients, most recently as the Managing Director of Strategic Business Development at a multi-billion dollar investment firm. Mr. Johnson has assumed leadership of the institutional sales team, focusing on supporting existing clients and expanding our distribution efforts.

Given the uncertain economic landscape, we believe that diversifying strategies such as trend following may serve as a valuable complement to traditional investment portfolios in 2016. With the ability to take both long and short positions in a broad array of markets, the Core Trend Program of the Fund has the potential to capture opportunities that are difficult to access with a traditional asset allocation scheme. We look forward to speaking with you during the coming year and welcome any questions you may have regarding the Fund.

The BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is an unmanaged market index of U.S. Treasury securities maturing in 90 days that assumes reinvestment of all income.

The Barclay BTOP50 Index (“BTOP50”) seeks to replicate the overall composition of the managed futures industry with regard to trading style and overall market exposure. The BTOP50 employs a top-down approach in selecting its constituents. The largest investable trading advisor programs, as measured by assets under management, are selected for inclusion in the BTOP50. The index portfolio is equally weighted among the selected programs at the beginning of each calendar year and rebalanced annually. It is impossible to invest directly in an index.

The Newedge Trend Index is equal-weighted and reconstituted annually. The index calculates the net daily rate of return for a pool of trend following based hedge fund managers.

The MSCI World Index captures large and mid-cap representation across 23 developed markets countries.

CAMPBELL CORE TREND FUND

ANNUAL REPORT

PERFORMANCE DATA

AUGUST 31, 2015

(UNAUDITED)

Comparison of Change in Value of $1,000,000 Investment in

Campbell Core Trend Fund vs. Barclays BTOP50 Index

and BofA Merrill Lynch 3-Month U.S. Treasury Bill Index

LOGO

This chart assumes a hypothetical $1,000,000 minimum initial investment in the Fund is made on December 31, 2014 (commencement of operations) and reflects Fund expenses. Investors should note that the Fund is an actively managed mutual fund while the BofA Merrill Lynch 3-Month U.S. Treasury Bill Index and Barclays BTOP50 Index are unmanaged, do not incur expenses and are not available for investment.


TOTAL RETURNS FOR THE PERIOD ENDED AUGUST 31, 2015*
	Since
	Inception**
Campbell Core Trend Fund, Institutional Shares		-2.90%
BofA Merrill Lynch 3-Month U.S. Treasury Bill Index***		0.02%
Barclay BTOP50 Index***		-2.18%

*	Not annualized.

**	Inception date of the Fund is December 31, 2014.

***	Benchmark performance is from inception date of the Fund only and is not the inception date of the benchmark itself.

Performance data quoted is past performance and does not guarantee future results. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted above. Returns shown do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Call the Fund at 1-844-261-6488 for returns current to the most recent month-end.

An investment in the Fund is speculative and involves substantial risk. The Fund is not suitable for all investors. It is possible that an investor may lose some or all of its investment. The Fund invests in long and short positions in futures, forwards and spot contracts, each of which may be tied to commodities, financial indices and instruments, foreign currencies, or equity indices. The Fund also invests in investment grade fixed income securities of all durations and maturities. The Fund may be more volatile than investments in traditional securities. Losses on futures and other derivatives can be caused by unanticipated market movements and may be potentially unlimited. Commodities, currencies, foreign investments, and interest rate-linked instruments each entail special risks. The Fund is non-diversified; therefore gains or losses on a single holding may have a relatively great impact on the Fund. A more complete description of the Fund’s risks can be found in its prospectus, which should read carefully before investing.

CAMPBELL CORE TREND FUND

ANNUAL REPORT

PERFORMANCE DATA (CONCLUDED)

AUGUST 31, 2015

(UNAUDITED)

The Fund intends to elect to be treated and to qualify each year, as a regulated investment company (“RIC”) under the U.S. Internal Revenue Code (“Code”). To maintain qualification for federal income tax purposes as a RIC under the Code, the Fund must meet certain source-of-income, asset diversification and distribution of its income requirements. If the Fund were to fail to qualify as a RIC and became subject to federal income tax, shareholders of the Fund would be subject to diminished returns.

The performance data quoted reflects fee waivers in effect and would have been less in their absence. The Fund’s total annual operating expense ratio, as stated in the current prospectus dated December 30, 2014, is 1.62% and the Fund’s net operating expense ratio is 1.25%. Campbell & Company Investment Adviser LLC has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) to 1.25% of the Fund’s average daily net assets attributable to Institutional Shares. This contractual limitation is in effect until December 31, 2015 and may not be terminated without the approval of the Board of Directors of The RBB Fund, Inc.

The BofA Merrill Lynch 3-Month U.S. Treasury Bill Index is an unmanaged market index of U.S. Treasury securities maturing in 90 days that assumes reinvestment of all income.

Portfolio composition is subject to change.

CAMPBELL CORE TREND FUND

FUND EXPENSE EXAMPLES

(UNAUDITED)

This example is based on an investment of $1,000 invested at the beginning of the period from March 1, 2015 through August 31, 2015, and held for the entire period.

ACTUAL EXPENSES

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.


	INSTITUTIONAL SHARES
	BEGINNING ACCOUNT VALUE		ENDING ACCOUNT VALUE		EXPENSES PAID
	MARCH 1, 2015		AUGUST 31, 2015*		DURING PERIOD*
Actual		$1,000.00		$ 912.50		$6.07
Hypothetical (5% return before expenses)		1,000.00		1,018.85		6.41

Expenses are equal to the Fund’s annualized six-month expense ratio of 1.26% for the Institutional Shares, which includes waived fees or reimbursed expenses (including interest expense), multiplied by the average account value over the period, multiplied by the number of days in the most recent period (184) then divided by 365 days. The annualized amount of interest expense was 0.01% for the period March 1, 2015 to August 31, 2015. Without this expense, the annualized expense ratio would have been 1.25%. The Fund’s ending account value on the first line in the table is based on the actual six-month total return for the Institutional Shares of the Fund of (8.75)%.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO HOLDINGS SUMMARY TABLE

AUGUST 31, 2015

(UNAUDITED)

The following table presents a consolidated summary of the portfolio holdings of the Fund at August 31, 2015.


	% OF NET
SECURITY TYPE/SECTOR CLASSIFICATION	ASSETS		VALUE

SHORT-TERM INVESTMENTS:
U.S. Treasury Obligations		66.9%	$	6,498,347
OTHER ASSETS IN EXCESS OF LIABILITIES (including futures and forward foreign currency contracts)		33.1		3,216,165

NET ASSETS		100.0%	$	9,714,512

Portfolio holdings are subject to change at any time.

Refer to the Consolidated Portfolio of Investments for a detailed listing of the Fund’s holdings.

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS

AUGUST 31, 2015


	COUPON*		MATURITY		PAR		VALUE
SHORT-TERM INVESTMENTS — 66.9%
U.S. TREASURY OBLIGATIONS—66.9%
U.S. Treasury Bill		0.030%		10/22/15	$	3,250,000	$	3,249,885
U.S. Treasury Bill		0.135%		01/21/16		3,250,000		3,248,462

								6,498,347

TOTAL SHORT-TERM INVESTMENTS (Cost $ 6,498,347)								6,498,347


TOTAL INVESTMENTS — 66.9% (Cost $ 6,498,347)								6,498,347


OTHER ASSETS IN EXCESS OF LIABILITIES — 33.1%								3,216,165

NET ASSETS — 100.0%							$	9,714,512

*	Short-term investments reflect the annualized effective yield on the date of purchase for discounted investments.

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015

FUTURES CONTRACTS


						UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL			APPRECIATION
LONG CONTRACTS	DATE	CONTRACTS	COST			(DEPRECIATION)
10-Year Mini Japanese Government Bond	09/09/15	1	$	121,368		$	635
3-Month Euro Euribor	09/19/16	16		4,488,344			238
90-DAY Bank Bill	12/11/15	11		7,790,610			245
90-DAY Eurodollar	09/19/16	11		2,721,075			1,700
90-DAY Sterling	09/21/16	19		3,604,676			4,399
Australian 10-Year Bond	09/16/15	1		92,862			(1,200	)
Australian 3-Year Bond	09/16/15	9		717,220			2,080
Canadian 10-Year Bond	12/31/15	2		218,106			(3,116	)
Euro-Bobl	09/10/15	1		146,710			(740	)
Euro-Schatz	09/10/15	3		375,337			(426	)
London Metals Exchange Aluminum	09/16/15	25		1,045,139			(47,952	)
London Metals Exchange Copper	09/16/15	8		1,112,967			(83,567	)
London Metals Exchange Nickel	09/16/15	9		606,357			(64,305	)
London Metals Exchange Zinc	09/16/15	13		647,223			(59,054	)
Long Gilt	12/31/15	1		181,914			(2,087	)
Nikkei 225 Index	09/11/15	1		85,268			(7,486	)
U.S. Treasury 10-Year Notes	12/31/15	2		256,203			(2,078	)
U.S. Treasury 2-Year Notes	01/06/16	6		1,313,344			(2,531	)
U.S. Treasury 5-Year Notes	01/06/16	3		360,047			(1,734	)

			$	25,884,770		$	(266,979	)


						UNREALIZED
	EXPIRATION	NUMBER OF	NOTIONAL			APPRECIATION
SHORT CONTRACTS	DATE	CONTRACTS	COST			(DEPRECIATION)
Brent Crude	09/15/15	-3	$	(153,730	)	$	(13,520	)
Coffee	12/31/15	-2		(96,150	)		2,925
Corn	12/16/15	-1		(19,887	)		1,125
Cotton No.2	12/22/15	-1		(31,505	)		5
FTSE 100 Index	09/21/15	-1		(100,625	)		5,225
FTSE/JSE Top 40	09/17/15	-1		(32,851	)		(571	)
Gasoline Rbob	10/29/15	-2		(125,030	)		(895	)
Gold 100 Oz	12/31/15	-1		(108,150	)		(5,100	)
Lean Hogs	10/16/15	-3		(78,890	)		(2,740	)
Live Cattle	11/16/15	-4		(230,790	)		1,670
London Metals Exchange Aluminum	09/16/15	-36		(1,522,166	)		86,216
London Metals Exchange Copper	09/16/15	-10		(1,429,815	)		143,065
London Metals Exchange Nickel	09/16/15	-11		(800,572	)		138,065
London Metals Exchange Zinc	09/16/15	-17		(854,782	)		85,638
Low Sulphur Gas Oil	10/31/15	-3		(145,375	)		(3,075	)
MSCI Taiwan Index	09/29/15	-3		(85,200	)		(5,100	)
Natural Gas	10/31/15	-3		(84,030	)		3,360
SGX CNX Nifty Index	09/24/15	-3		(47,313	)		(687	)
Silver	12/31/15	-2		(147,550	)		1,690
Soybean	11/17/15	-1		(47,587	)		3,212
Sugar No. 11 (World)	12/15/15	-13		(160,563	)		5,264
Wheat	12/16/15	-1		(25,737	)		1,487
WTI Crude	10/31/15	-3		(136,960	)		(15,450	)

			$	(6,465,258	)	$	431,809

Total Futures Contracts			$	19,419,512		$	164,830

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015

Forward foreign currency contracts outstanding as of August 31, 2015 were as follows:


						UNREALIZED
						APPRECIATION
CURRENCY PURCHASED		CURRENCY SOLD		EXPIRATION	COUNTERPARTY	(DEPRECIATION)

AUD	700,000	USD	524,213	09/16/15	UBS	$	(26,466	)
AUD	500,000	USD	377,929	09/16/15	UBS		(22,396	)
AUD	200,000	USD	144,866	09/16/15	UBS		(2,653	)
AUD	200,000	USD	146,335	09/16/15	UBS		(4,122	)
AUD	100,000	USD	71,271	09/16/15	UBS		(165	)
AUD	100,000	USD	73,640	09/16/15	UBS		(2,534	)
AUD	100,000	USD	77,553	09/16/15	UBS		(6,447	)
CAD	800,000	USD	645,232	09/16/15	UBS		(37,171	)
CAD	700,000	USD	564,881	09/16/15	UBS		(32,828	)
CAD	600,000	USD	486,588	09/16/15	UBS		(30,542	)
CAD	400,000	USD	313,251	09/16/15	UBS		(9,221	)
CAD	300,000	USD	228,275	09/16/15	UBS		(252	)
CAD	200,000	USD	151,653	09/16/15	UBS		362
CAD	200,000	USD	152,913	09/16/15	UBS		(898	)
CAD	100,000	USD	75,613	09/16/15	UBS		394
CAD	100,000	USD	77,010	09/16/15	UBS		(1,003	)
CHF	900,000	USD	963,804	09/16/15	UBS		(32,280	)
CHF	100,000	USD	106,083	09/16/15	UBS		(2,580	)
CHF	100,000	USD	108,044	09/16/15	UBS		(4,541	)
EUR	1,550,000	USD	1,729,405	09/16/15	UBS		10,326
EUR	1,550,000	USD	1,746,596	09/16/15	UBS		(6,864	)
EUR	900,000	USD	1,000,791	09/16/15	UBS		9,376
EUR	400,000	USD	444,457	09/16/15	UBS		4,506
EUR	200,000	USD	223,321	09/16/15	UBS		1,160
EUR	100,000	USD	115,516	09/16/15	UBS		(3,275	)
GBP	800,000	USD	1,251,430	09/16/15	UBS		(23,934	)
GBP	400,000	USD	624,746	09/16/15	UBS		(10,999	)
GBP	300,000	USD	470,647	09/16/15	UBS		(10,336	)
GBP	200,000	USD	309,034	09/16/15	UBS		(2,160	)
GBP	200,000	USD	312,284	09/16/15	UBS		(5,410	)
GBP	100,000	USD	156,033	09/16/15	UBS		(2,596	)
GBP	100,000	USD	156,457	09/16/15	UBS		(3,020	)
JPY	493,400,000	USD	4,020,844	09/16/15	UBS		50,044
JPY	153,750,000	USD	1,248,639	09/16/15	UBS		19,904
JPY	125,850,000	USD	1,031,529	09/16/15	UBS		6,820
JPY	48,500,000	USD	391,163	09/16/15	UBS		8,996
JPY	23,200,000	USD	187,538	09/16/15	UBS		3,877
JPY	22,800,000	USD	189,841	09/16/15	UBS		(1,725	)
JPY	22,200,000	USD	181,532	09/16/15	UBS		1,634
JPY	7,800,000	USD	63,471	09/16/15	UBS		884
JPY	800,000	USD	6,506	09/16/15	UBS		95
JPY	600,000	USD	4,820	09/16/15	UBS		131
MXN	13,700,000	USD	874,976	09/17/15	UBS		(56,024	)
MXN	9,000,000	USD	575,785	09/17/15	UBS		(37,787	)
MXN	4,600,000	USD	283,899	09/17/15	UBS		(8,922	)

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


						UNREALIZED
						APPRECIATION
CURRENCY PURCHASED		CURRENCY SOLD		EXPIRATION	COUNTERPARTY	(DEPRECIATION)

MXN	4,200,000	USD	253,435	09/17/15	UBS	$	(2,370	)
MXN	2,400,000	USD	151,131	09/17/15	UBS		(7,665	)
MXN	1,200,000	USD	71,174	09/17/15	UBS		559
MXN	200,000	USD	12,180	09/17/15	UBS		(225	)
MXN	100,000	USD	6,128	09/17/15	UBS		(150	)
MXN	100,000	USD	6,293	09/17/15	UBS		(315	)
NOK	2,600,000	USD	334,083	09/16/15	UBS		(19,883	)
NOK	2,300,000	USD	296,104	09/16/15	UBS		(18,157	)
NOK	1,900,000	USD	231,411	09/16/15	UBS		(1,803	)
NOK	1,700,000	USD	210,109	09/16/15	UBS		(4,670	)
NOK	200,000	USD	24,354	09/16/15	UBS		(185	)
NOK	200,000	USD	24,669	09/16/15	UBS		(499	)
NZD	800,000	USD	536,683	09/16/15	UBS		(30,292	)
NZD	500,000	USD	339,122	09/16/15	UBS		(22,628	)
NZD	400,000	USD	265,598	09/16/15	UBS		(12,403	)
NZD	300,000	USD	196,447	09/16/15	UBS		(6,550	)
NZD	200,000	USD	130,140	09/16/15	UBS		(3,543	)
NZD	200,000	USD	130,268	09/16/15	UBS		(3,670	)
NZD	200,000	USD	131,755	09/16/15	UBS		(5,157	)
NZD	200,000	USD	133,181	09/16/15	UBS		(6,583	)
NZD	100,000	USD	65,912	09/16/15	UBS		(2,613	)
SEK	6,600,000	USD	798,818	09/16/15	UBS		(18,949	)
SEK	3,100,000	USD	374,076	09/16/15	UBS		(7,774	)
SEK	2,600,000	USD	305,668	09/16/15	UBS		1,553
SEK	1,400,000	USD	173,381	09/16/15	UBS		(7,954	)
SEK	1,300,000	USD	154,686	09/16/15	UBS		(1,075	)
SEK	500,000	USD	58,465	09/16/15	UBS		616
SEK	300,000	USD	35,591	09/16/15	UBS		(142	)
SGD	1,300,000	USD	966,889	09/16/15	UBS		(46,334	)
SGD	1,200,000	USD	884,918	09/16/15	UBS		(35,175	)
SGD	400,000	USD	284,824	09/16/15	UBS		(1,576	)
SGD	300,000	USD	222,535	09/16/15	UBS		(10,099	)
SGD	300,000	USD	224,274	09/16/15	UBS		(11,838	)
SGD	200,000	USD	142,502	09/16/15	UBS		(878	)
SGD	100,000	USD	71,240	09/16/15	UBS		(428	)
USD	681,635	AUD	900,000	09/16/15	UBS		41,674
USD	605,901	AUD	800,000	09/16/15	UBS		37,047
USD	216,554	AUD	300,000	09/16/15	UBS		3,233
USD	146,864	AUD	200,000	09/16/15	UBS		4,650
USD	144,245	AUD	200,000	09/16/15	UBS		2,031
USD	73,576	AUD	100,000	09/16/15	UBS		2,469
USD	72,249	AUD	100,000	09/16/15	UBS		1,142
USD	1,275,723	CAD	1,600,000	09/16/15	UBS		59,603
USD	637,154	CAD	800,000	09/16/15	UBS		29,093
USD	621,572	CAD	800,000	09/16/15	UBS		13,512
USD	242,736	CAD	300,000	09/16/15	UBS		14,713
USD	229,460	CAD	300,000	09/16/15	UBS		1,437
USD	228,371	CAD	300,000	09/16/15	UBS		349
USD	151,490	CAD	200,000	09/16/15	UBS		(525	)

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


							UNREALIZED
							APPRECIATION
CURRENCY PURCHASED		CURRENCY SOLD			EXPIRATION	COUNTERPARTY	(DEPRECIATION)

USD	78,681		CAD	100,000	09/16/15	UBS	$	2,673
USD	987,908		CHF	910,000	09/16/15	UBS		46,034
USD	203,998		CHF	190,000	09/16/15	UBS		7,343
USD	2,321,645		EUR	2,100,000	09/16/15	UBS		(35,411	)
USD	1,565,105		EUR	1,400,000	09/16/15	UBS		(6,265	)
USD	660,444		EUR	600,000	09/16/15	UBS		(13,000	)
USD	446,340		EUR	400,000	09/16/15	UBS		(2,623	)
USD	110,970		EUR	100,000	09/16/15	UBS		(1,271	)
USD	108,681		EUR	100,000	09/16/15	UBS		(3,560	)
USD	1,551,866		GBP	1,000,000	09/16/15	UBS		17,496
USD	466,271		GBP	300,000	09/16/15	UBS		5,960
USD	466,197		GBP	300,000	09/16/15	UBS		5,886
USD	463,175		GBP	300,000	09/16/15	UBS		2,864
USD	308,694		GBP	200,000	09/16/15	UBS		1,820
USD	152,690		GBP	100,000	09/16/15	UBS		(747	)
USD	4,250,999		JPY	531,800,000	09/16/15	UBS		(136,716	)
USD	1,452,002		JPY	178,400,000	09/16/15	UBS		(19,920	)
USD	609,835		JPY	74,600,000	09/16/15	UBS		(5,667	)
USD	527,252		JPY	65,000,000	09/16/15	UBS		(9,042	)
USD	249,366		JPY	31,100,000	09/16/15	UBS		(7,230	)
USD	152,264		JPY	18,900,000	09/16/15	UBS		(3,674	)
USD	60,833		JPY	7,500,000	09/16/15	UBS		(1,047	)
USD	49,732		JPY	6,200,000	09/16/15	UBS		(1,422	)
USD	1,612		JPY	200,000	09/16/15	UBS		(38	)
USD	1,082,126		MXN	17,000,000	09/17/15	UBS		65,908
USD	620,528		MXN	9,800,000	09/17/15	UBS		34,708
USD	552,205		MXN	8,700,000	09/17/15	UBS		32,140
USD	170,302		MXN	2,800,000	09/17/15	UBS		2,925
USD	153,696		MXN	2,400,000	09/17/15	UBS		10,229
USD	141,626		MXN	2,200,000	09/17/15	UBS		10,115
USD	91,586		MXN	1,500,000	09/17/15	UBS		1,920
USD	67,169		MXN	1,100,000	09/17/15	UBS		1,414
USD	24,353		MXN	400,000	09/17/15	UBS		442
USD	6,337		MXN	100,000	09/17/15	UBS		359
USD	450,340		NOK	3,600,000	09/16/15	UBS		15,293
USD	353,486		NOK	2,800,000	09/16/15	UBS		15,117
USD	205,297		NOK	1,700,000	09/16/15	UBS		(142	)
USD	199,010		NOK	1,600,000	09/16/15	UBS		5,656
USD	88,944		NOK	700,000	09/16/15	UBS		4,352
USD	84,747		NOK	700,000	09/16/15	UBS		154
USD	84,338		NOK	700,000	09/16/15	UBS		(255	)
USD	60,387		NOK	500,000	09/16/15	UBS		(37	)
USD	37,650		NOK	300,000	09/16/15	UBS		1,397
USD	631,710		NZD	900,000	09/16/15	UBS		62,020
USD	546,825		NZD	800,000	09/16/15	UBS		40,434
USD	475,112		NZD	700,000	09/16/15	UBS		32,019
USD	338,539		NZD	500,000	09/16/15	UBS		22,045
USD	130,446		NZD	200,000	09/16/15	UBS		3,848
USD	129,551		NZD	200,000	09/16/15	UBS		2,953

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONTINUED)

AUGUST 31, 2015


						UNREALIZED
						APPRECIATION
CURRENCY PURCHASED		CURRENCY SOLD		EXPIRATION	COUNTERPARTY	(DEPRECIATION)

USD	67,373	NZD	100,000	09/16/15	UBS	$	4,074
USD	65,325	NZD	100,000	09/16/15	UBS		2,026
USD	438,776	SEK	3,700,000	09/16/15	UBS		1,576
USD	313,581	SEK	2,600,000	09/16/15	UBS		6,360
USD	275,232	SEK	2,300,000	09/16/15	UBS		3,459
USD	274,917	SEK	2,300,000	09/16/15	UBS		3,144
USD	202,658	SEK	1,700,000	09/16/15	UBS		1,783
USD	162,716	SEK	1,400,000	09/16/15	UBS		(2,711	)
USD	149,800	SEK	1,300,000	09/16/15	UBS		(3,811	)
USD	131,631	SEK	1,100,000	09/16/15	UBS		1,653
USD	34,870	SEK	300,000	09/16/15	UBS		(578	)
USD	34,401	SEK	300,000	09/16/15	UBS		(1,047	)
USD	34,246	SEK	300,000	09/16/15	UBS		(1,202	)
USD	886,541	SGD	1,200,000	09/16/15	UBS		36,798
USD	885,175	SGD	1,200,000	09/16/15	UBS		35,431
USD	805,844	SGD	1,100,000	09/16/15	UBS		26,912
USD	293,675	SGD	400,000	09/16/15	UBS		10,427
USD	216,393	SGD	300,000	09/16/15	UBS		3,958
USD	215,130	SGD	300,000	09/16/15	UBS		2,695
USD	145,331	SGD	200,000	09/16/15	UBS		3,707
USD	142,321	SGD	200,000	09/16/15	UBS		697
USD	1,114,937	ZAR	14,100,000	09/16/15	UBS		54,562
USD	280,621	ZAR	3,500,000	09/16/15	UBS		17,408
USD	201,039	ZAR	2,600,000	09/16/15	UBS		5,509
USD	137,201	ZAR	1,800,000	09/16/15	UBS		1,834
USD	119,585	ZAR	1,500,000	09/16/15	UBS		6,780
USD	119,272	ZAR	1,500,000	09/16/15	UBS		6,466
USD	84,284	ZAR	1,100,000	09/16/15	UBS		1,560
USD	60,339	ZAR	800,000	09/16/15	UBS		176
USD	7,920	ZAR	100,000	09/16/15	UBS		400
ZAR	8,100,000	USD	651,338	09/16/15	UBS		(42,186	)
ZAR	5,300,000	USD	426,847	09/16/15	UBS		(28,266	)
ZAR	3,000,000	USD	232,599	09/16/15	UBS		(6,987	)
ZAR	650,000	USD	52,446	09/16/15	UBS		(3,563	)
ZAR	600,000	USD	48,313	09/16/15	UBS		(3,190	)
ZAR	550,000	USD	44,383	09/16/15	UBS		(3,021	)
ZAR	400,000	USD	30,850	09/16/15	UBS		(768	)
ZAR	400,000	USD	31,138	09/16/15	UBS		(1,056	)
ZAR	400,000	USD	31,433	09/16/15	UBS		(1,351	)

Total Forward Foreign Currency Contracts						$	(1,954	)

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED PORTFOLIO OF INVESTMENTS (CONCLUDED)

AUGUST 31, 2015


AUD		Australian Dollar
CAD		Canadian Dollar
CHF		Swiss Franc
CNX Nifty		National Stock Exchange of India
EUR		Euro
FTSE		Financial Times Stock Exchange
GBP		British Pound
JPY		Japanese Yen
JSE		Johannesburg Stock Exchange
MSCI		Morgan Stanley Capital International


MXN		Mexican Peso
NOK		Norwegian Krone
NZD		New Zealand Dollar
SEK		Swedish Krona
SGD		Singapore Dollar
SGX		Singapore Stock Exchange
UBS		UBS AG
USD		United States Dollar
WTI		West Texas Intermediate
ZAR		South African Rand

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

CONSOLIDATED STATEMENT OF ASSETS AND LIABILITIES

AUGUST 31, 2015


ASSETS
Investments, at value (cost $6,498,347)	$	6,498,347
Cash		2,183,127
Cash collateral on futures contracts and forward foreign currency contracts		1,143,498
Foreign Cash (Cost $74,610)		73,905
Receivables for:
Variation margin		164,830
Due from Adviser		6,026
Prepaid expenses		10,754
Unrealized appreciation on forward foreign currency contracts		1,027,109

Total assets		11,107,596

LIABILITIES
Foreign cash, overdraft (cost $262,057)		258,675
Payables for:
Administration and accounting fees		42,218
Transfer agent fees		8,970
Unrealized depreciation on forward foreign currency contracts		1,029,063
Other accrued expenses and liabilities		54,158

Total liabilities		1,393,084

Net Assets	$	9,714,512


NET ASSETS CONSIST OF
Capital stock, $0.001 Par value	$	1,000
Paid-in capital		9,401,338
Accumulated net realized gain from futures transactions, foreign currency transactions and forward foreign currency contracts		145,211
Net unrealized appreciation on futures transactions, foreign currency translation and forward foreign currency contracts		166,963

Net assets	$	9,714,512

INSTITUTIONAL SHARES
Net assets	$	9,714,512

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		1,000,000

Net asset value, offering and redemption price per share	$	9.71

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

CAMPBELL CORE TREND FUND

CONSOLIDATED STATEMENT OF OPERATIONS

FOR THE PERIOD ENDED

AUGUST 31, 2015⁽¹⁾


INVESTMENT INCOME
Interest	$	552

Total investment income		552

EXPENSES
Advisory fees (Note 2)		71,074
Administration and accounting fees (Note 2)		97,006
Audit and tax service fees		40,067
Transfer agent fees (Note 2)		21,175
Registration and filing fees		16,506
Directors’ and officers’ fees		12,961
Custodian fees (Note 2)		10,604
Legal fees		9,400
Printing and shareholder reporting fees		5,000
Interest expense		494
Other expenses		13,059

Total expenses before waivers and reimbursements		297,346
Less: waivers and reimbursements (Note 2)		(212,241	)

Net expenses after waivers and reimbursements		85,105

Net investment loss		(84,553	)

NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS
Net realized gain/(loss) from:
Futures transactions		(599,916	)
Foreign currency transactions		18,796
Forward foreign currency contracts		213,222

Net realized loss from investments		(367,898	)

Net change in unrealized appreciation/(depreciation) on:
Futures transactions		164,830
Foreign currency translation		4,087
Forward foreign currency contracts		(1,954	)

Net change in unrealized appreciation/(depreciation) on investments		166,963

Net realized and unrealized loss on investments		(200,935	)

NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	(285,488	)

(1)	The Fund commenced investment operations on December 31, 2014.

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

CAMPBELL CORE TREND FUND

CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS


	FOR THE
	PERIOD ENDED
	AUGUST 31, 2015⁽¹⁾
INCREASE/(DECREASE) IN NET ASSETS FROM
OPERATIONS:
Net investment loss		$	(84,553	)
Net realized loss from futures transactions, foreign currency transactions and forward currency contracts			(367,898	)
Net change in unrealized appreciation on futures transactions, foreign currency translation and forward foreign currency contracts			166,963

Net decrease in net assets resulting from operations			(285,488	)


CAPITAL SHARE TRANSACTIONS:
Institutional Shares
Proceeds from shares sold			10,000,000

Total Institutional Shares			10,000,000

Net increase in net assets from capital share transactions			10,000,000

Total increase in net assets			9,714,512


NET ASSETS:
Beginning of period			—

End of period		$	9,714,512

Accumulated net investment loss, end of period		$	—


SHARE TRANSACTIONS:
Institutional Shares
Shares sold			1,000,000

Total Institutional Shares			1,000,000

Net increase in shares			1,000,000

(1)	The Fund commenced investment operations on December 31, 2014.

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

CAMPBELL CORE TREND FUND

CONSOLIDATED FINANCIAL HIGHLIGHTS

Contained below is per share operating performance data for shares outstanding, total investment return, ratios to average net assets and other supplemental data for the period. This information has been derived from information provided in the consolidated financial statements.


	INSTITUTIONAL SHARES
	FOR THE
	PERIOD
	ENDED
	AUGUST 31, 2015⁽¹⁾
PER SHARE OPERATING PERFORMANCE
Net asset value, beginning of period		$	10.00

Net investment loss⁽²⁾			(0.08	)
Net realized and unrealized loss from investments			(0.21	)

Net decrease in net assets resulting from operations			(0.29	)

Net asset value, end of period		$	9.71

Total investment return⁽³⁾			(2.90	)%

RATIOS/SUPPLEMENTAL DATA
Net assets, end of period (000’s omitted)		$	9,715
Ratio of expenses to average net assets with waivers and reimbursements (including interest expense)			1.26	%⁽⁵⁾
Ratio of expenses to average net assets with waivers and reimbursements (excluding interest expense)			1.25	%⁽⁵⁾
Ratio of expenses to average net assets without waivers and reimbursements (including interest expense)			4.39	%⁽⁵⁾
Ratio of net investment loss to average net assets			(1.25	)%⁽⁵⁾
Portfolio turnover rate			0.00	%⁽⁴⁾

(1)	The Fund commenced investment operations on December 31, 2014.

(2)	Calculated based on average shares outstanding for the period.

(3)	Total investment return is calculated assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any. Periods less than one year are not annualized.

(4)	Not annualized.

(5)	Annualized.

The accompanying notes are an integral part of the consolidated financial statements.

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

The Fund is an investment company and follows accounting and reporting guidance in the Financial Accounting Standards Codification Topic 946.

CONSOLIDATION OF SUBSIDIARY — The Fund pursues its investment objective by allocating (i) up to 25% of its assets in its wholly-owned subsidiary, Campbell Core Offshore Limited (the “Subsidiary”), that employs the Adviser’s Campbell Core Trend Program and (ii) the remainder of its assets directly in an actively managed, short duration fixed-income portfolio. The consolidated financial statements of the Fund include the financial statements of the Subsidiary. The Fund consolidates the results of subsidiaries in which the Fund holds a controlling economic interest (greater than 50%). All inter-company accounts and transactions have been eliminated. As of August 31, 2015, the net assets of the Subsidiary were $1,336,651, which represented 13.8% of the Fund’s net assets.

PORTFOLIO VALUATION — The Fund’s net asset value (“NAV”) is calculated once daily at the close of regular trading hours on the New York Stock Exchange (“NYSE”) (generally 4:00 p.m. Eastern time) on each day the NYSE is open. Fixed income securities having a remaining maturity of greater than 60 days are valued using an independent pricing service, which considers such factors as security prices, yields, maturities and ratings, and are deemed representative of market values at the close of the market. Fixed income securities having a remaining maturity of 60 days or less are valued at amortized cost, provided such amount approximates fair value. Forward exchange contracts are valued by interpolating between spot and forward currency rates as quoted by an independent pricing service. Futures contracts are generally valued using the settlement price determined by the relevant exchange. If market quotations are unavailable or deemed unreliable, securities will be valued in accordance with procedures adopted by the Company’s Board of Directors. Relying on prices supplied by pricing services or dealers or using fair valuation may result in values that are higher or lower than the values used by other investment companies and investors to price the same investments.

FAIR VALUE MEASUREMENTS — The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:

• 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.); and

• Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

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


							LEVEL 2			LEVEL 3
	TOTAL FAIR			LEVEL 1			SIGNIFICANT			SIGNIFICANT
	VALUE AT			QUOTED			OBSERVABLE			UNOBSERVABLE
	AUGUST 31, 2015			PRICE			INPUTS			INPUTS



Short-Term Investments	$	6,498,347		$	—		$	6,498,347		$	—
Commodity Contracts
Futures		473,722			473,722			—			—
Equity Contracts
Futures		5,225			5,225			—			—
Interest Rate Contracts
Futures		9,297			9,297			—			—
Foreign Exchange Contracts
Forward Foreign Currency Contracts		1,027,109			—			1,027,109			—

Total Assets	$	8,013,700		$	488,244		$	7,525,456		$	—


							LEVEL 2			LEVEL 3
	TOTAL FAIR			LEVEL 1			SIGNIFICANT			SIGNIFICANT
	VALUE AT			QUOTED			OBSERVABLE			UNOBSERVABLE
	AUGUST 31, 2015			PRICE			INPUTS			INPUTS



Commodity Contracts
Futures	$	(295,658	)	$	(295,658	)	$	—		$	—
Equity Contracts
Futures		(13,844	)		(13,844	)		—			—
Interest Rate Contracts
Futures		(13,912	)		(13,912	)		—			—
Foreign Exchange Contracts
Forward Foreign Currency Contracts		(1,029,063	)		—			(1,029,063	)		—

Total Liabilities	$	(1,352,477	)	$	(323,414	)	$	(1,029,063	)	$	—

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all transfers in and out of each level within the three-tier hierarchy are disclosed when the Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.

For the period from commencement of operations (December 31, 2014) through August 31, 2015 (the “fiscal period”), the Fund had no transfers between Levels 1, 2 and 3.

DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Derivative instruments are defined as financial instruments whose value and performance are based on the value and performance of another security or financial instrument. Derivative instruments that the Fund used during the period include forward foreign currency contracts and futures contracts.

During the fiscal period ended August 31, 2015, the Fund used long and short contracts on foreign currencies and U.S. and foreign equity market indices, U.S. and foreign government bonds, and commodities (through investment in the Subsidiary), to gain investment exposure in accordance with its investment objective.

The following tables provide quantitative disclosures about fair value amounts of, and gains and losses on, the Fund’s derivative instruments as of and for the period ended August 31, 2015.

The following table lists the fair values of the Fund’s derivative holdings as of August 31, 2015 grouped by contract type and risk exposure category.


	CONSOLIDATED
	STATEMENT
	OF ASSETS AND				INTEREST			FOREIGN
	LIABILITIES	EQUITY			RATE			CURRENCY			COMMODITY
DERIVATIVE TYPE	LOCATION	CONTRACTS			CONTRACTS			CONTRACTS			CONTRACTS			TOTAL



Asset Derivatives

	Unrealized appreciation on forward foreign
Forward Contracts	currency contracts	$	—		$	—		$	1,027,109		$	—		$	1,027,109

Futures	Receivable:
Contracts(a)	Variation Margin		5,225			9,297			—			473,722			488,244

Total Value - Assets		$	5,225		$	9,297		$	1,027,109		$	473,722		$	1,515,353


Liability Derivatives

	Unrealized depreciation on forward foreign
Forward Contracts	currency contracts	$	—		$	—		$	(1,029,063	)	$	—		$	(1,029,063	)

Futures	Receivable:
Contracts(a)	Variation Margin		(13,844	)		(13,912	)		—			(295,658	)		(323,414	)

Total Value - Liabilities		$	(13,844	)	$	(13,912	)	$	(1,029,063	)	$	(295,658	)	$	(1,352,477	)

(a)	This amount represents the cumulative appreciation/depreciation of futures contracts as reported in the Consolidated Portfolio of Investments. The Consolidated Statement of Assets and Liabilities only reflects the current day’s variation margin receivable from/payable to brokers.

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

The following table lists the amounts of realized gains or (losses) included in net decrease in net assets resulting from operations for the fiscal period ended August 31, 2015, grouped by contract type and risk exposure.


	CONSOLIDATED
	STATEMENT OF				Interest			FOREIGN
	OPERATIONS	EQUITY			RATE			CURRENCY			COMMODITY
DERIVATIVE TYPE	LOCATION	CONTRACTS			CONTRACTS			CONTRACTS			CONTRACTS			TOTAL


Realized Gain (Loss)

	Net realized gain
Futures Contracts	(loss) from Futures	$	(166,592	)	$	(166,945	)	$	—		$	(266,379	)	$	(599,916	)

	Net realized gain
	(loss) from
	Forward Foreign
Forward Contracts	Currency Contracts		—			—			213,222			—			213,222

Total Realized Gain (Loss)		$	(166,592	)	$	(166,945	)	$	213,222		$	(266,379	)	$	(386,694	)


The following table lists the amounts of change in unrealized appreciation (depreciation) included in net decrease in net assets resulting from operations for the fiscal period ended August 31, 2015, grouped by contract type and risk exposure.

	CONSOLIDATED
	STATEMENT OF				INTEREST			FOREIGN
	OPERATIONS	EQUITY			RATE			CURRENCY			COMMODITY
DERIVATIVE TYPE	LOCATION	CONTRACTS			CONTRACTS			CONTRACTS			CONTRACTS			TOTAL


Change in unrealized appreciation (depreciation)

	Net change in unrealized appreciation
	(depreciation) from
Futures Contracts	Futures	$	(8,619	)	$	(4,615	)	$	—		$	178,064		$	164,830

	Net change in unrealized appreciation
	(depreciation) from
	Forward Foreign
Forward Contracts	Currency Contracts		—			—			(1,954	)		—			(1,954	)

Total change in unrealized appreciation (depreciation)		$	(8,619	)	$	(4,615	)	$	(1,954	)	$	178,064		$	162,876

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

For the fiscal period ended August 31, 2015, the Fund’s average volume of derivatives is as follows:


		FORWARD FOREIGN	FORWARD FOREIGN
LONG FUTURES	SHORT FUTURES	CURRENCY	CURRENCY
NOTIONAL	NOTIONAL	CONTRACTS — PAYABLE	CONTRACTS — RECEIVABLE
COST	COST	(VALUE AT TRADE DATE)	(VALUE AT TRADE DATE)
$31,679,389	$(6,502,530)	$(49,821,281)	$49,821,281

Gross Amount Not

Gross Amount

Offset

Gross Amount

Offset

Presented in the

in Consolidated

Presented in the

in Consolidated

Consolidated

Statement of

Consolidated

Statement of

Assets and Liabilities

Statement of

Assets and Liabilities

Assets and

Financial

Collateral

Net

Assets and

Financial

Collateral

Net

Description

Liabilities

Instruments

Received

Amount(1)

Liabilities

Instruments

Pledged(2)

Amount(3)

Assets

Liabilities

Forward Foreign Currency Contracts

$1,027,109

($1,027,109)

$—

$1,029,063

($1,027,109)

($1,954)

$—

(1)	Net amount represents the net amount receivable from the counterparty in the event of default.

(2)	Actual collateral received may be more than the amount shown.

(3)	Net amount represents the net amount payable from the counterparty in the event of default.

USE OF ESTIMATES — The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and those differences could be significant.

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

Directors deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the NAV of the Fund.

FOREIGN CURRENCY TRANSLATION — Assets and liabilities initially expressed in non-U.S. currencies are translated into U.S. dollars based on the applicable exchange rates at the date of the last business day of the consolidated financial statement period. Purchases and sales of securities, interest income, dividends, variation margin received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rates in effect on the transaction date.

The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices of securities held. Such changes are included with the net realized gain or loss and change in unrealized appreciation or depreciation on investment securities in the Consolidated Statement of Operations. Other foreign currency transactions resulting in realized and unrealized gain or loss are reported separately as net realized gain or loss and change in unrealized appreciation or depreciation on foreign currencies in the Consolidated Statement of Operations.

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

CREDIT RISK — Credit risk refers to the possibility that the issuer of the security or a counterparty in respect of a derivative instrument will not be able to satisfy its payment obligations to the Fund when due. Changes in an issuer’s credit rating or the market’s perception of an issuer’s creditworthiness may also affect the value of the Fund’s investment in that issuer. Securities rated in the four highest categories by the rating agencies are considered investment grade but they may also have some speculative characteristics. Investment grade ratings do not guarantee that bonds will not lose value or default. In addition, the credit quality of securities may be lowered if an issuer’s financial condition changes.

FUTURES CONTRACTS — The Fund uses futures contracts in the normal course of pursuing its investment objective. Upon entering into a futures contract, the Fund must deposit initial margin in addition to segregating cash or liquid assets sufficient to meet its obligation to purchase or provide securities, or to pay the amount owed at the expiration of an index-based futures contract. Such liquid assets may consist of cash, cash equivalents, liquid debt or equity securities or other acceptable assets. Pursuant to the futures contract, the Fund agrees to receive from, or pay to the broker, an amount of cash equal to the daily fluctuation in value of the contract. Such a receipt of payment is known as “variation margin” and is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contract. Futures contracts have market risks, including the risk that the change in the value of the contract may not correlate with changes in the value of the underlying securities. Use of long futures contracts subjects the Fund to risk of loss in excess of the amount shown on the Consolidated Statement of Assets and Liabilities, up to the notional value of the futures contract. Use of short futures contracts subjects the Fund to unlimited risk of loss.

FORWARD FOREIGN CURRENCY CONTRACTS — The Fund uses forward foreign currency contracts in the normal course of pursuing its investment objectives. These contracts are marked-to-market daily at the applicable translation rates. The Fund records realized gains or losses at the time the forward contract is closed. A forward contract is extinguished through a closing transaction or upon delivery of the currency or entering an offsetting contract. Risks may arise upon entering these contracts from the potential inability of a counterparty to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar or other currencies. A Fund’s maximum risk of loss from counterparty credit risk related to forward foreign currency contracts

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

is the fair value of the contract. The risk may be mitigated to some extent if a master netting arrangement between a Fund and the counterparty is in place and to the extent a Fund obtains collateral to cover the Fund’s exposure to the counterparty.

2. INVESTMENT ADVISER AND OTHER SERVICES

Campbell & Company Investment Adviser LLC (“Campbell” or the “Adviser”) serves as the Fund’s investment adviser. The Adviser is a wholly-owned subsidiary of Campbell & Company, LP. For its advisory services, the Adviser is entitled to receive a monthly fee from the Fund calculated at an annual rate of 1.05% of the Fund’s average daily net assets.

Campbell has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Fund operating expenses (excluding certain items discussed below) to 1.25% of the Fund’s average daily net assets. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account and could cause net total annual Fund operating expenses to exceed 1.25%: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation is in effect until December 31, 2015 and may not be terminated without the approval of the Board of Directors of the Company. If at any time the Fund’s total annual Fund operating expenses for a year are less than 1.25%, the Adviser may recoup from the Fund any waived amount or other payments remitted by the Adviser within three years from the date on which such waiver or reimbursement was made if such reimbursement does not cause the Fund to exceed expense limitations that were in effect at the time of the waiver or reimbursement.

For the fiscal period ended August 31, 2015, investment advisory fees accrued and waived were $71,074 and fees reimbursed by the Adviser were $88,302. At August 31, 2015, the amount of potential recovery by the Adviser was as follows:

EXPIRATION

FISCAL YEAR ENDING

AUGUST 31, 2018

$159,376

BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”) serves as administrator for the Fund. For providing administrative and accounting services, BNY Mellon is entitled to receive a monthly fee equal to an annual percentage rate of the Fund’s average daily net assets, subject to certain minimum monthly fees. For the fiscal period ended August 31, 2015, BNY Mellon accrued administration and accounting fees totaling $97,006 and waived fees totaling $38,078.

Included in the administration and accounting service fees, shown on the Consolidated Statement of Operations, are fees for providing regulatory administration services to RBB. For providing these services, BNY Mellon is entitled to receive compensation as agreed to by the Company and BNY Mellon. This fee is allocated to each portfolio in proportion to its net assets of the Company.

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

In addition, BNY Mellon serves as the Fund’s transfer and dividend disbursing agent. For providing transfer agent services, BNY Mellon is entitled to receive a monthly fee, subject to certain minimum, and out of pocket expenses. For the fiscal period ended August 31, 2015, BNY Mellon accrued transfer agent fees totaling $21,175 and waived fees totaling $9,146.

The Bank of New York Mellon (the “Custodian”) provides certain custodial services to the Fund. The Custodian is entitled to receive a monthly fee, subject to certain minimum, and out of pocket expenses. For the fiscal period ended August 31, 2015, the Custodian accrued custodian fees totaling $10,604 and waived fees totaling $5,641.

BNY Mellon and the Custodian have the ability to recover such amounts previously waived, if the Fund terminates its agreements with BNY Mellon or the Custodian within three years of signing the agreements.

Foreside Funds Distributors LLC serves as the principal underwriter and distributor of the Fund’s shares pursuant to a Distribution Agreement with RBB.

3. DIRECTOR COMPENSATION

The Directors of the Company receive an annual retainer and meeting fees for meetings attended. The remuneration paid to the Directors by the Fund during the fiscal period ended August 31, 2015 was $3,889. Certain employees of BNY Mellon serve as an Officer of the Company. They are not compensated by the Fund or the Company.

4. INVESTMENT IN SECURITIES

For the period ended August 31, 2015, there were no purchases and sales of investment securities for the Fund, excluding short term investments for cash management purposes.

5. FEDERAL INCOME TAX INFORMATION

The Fund has followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Fund to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Fund has determined that there was no effect on the consolidated financial statements from following this authoritative guidance. In the normal course of business, the Fund is subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.

As of August 31, 2015, federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by the Fund were as follows:


			NET
FEDERAL TAX	UNREALIZED	UNREALIZED	UNREALIZED
COST	APPRECIATION	DEPRECIATION	DEPRECIATION
$8,248,347	$—	$(425,359)	$(425,359)

CAMPBELL CORE TREND FUND

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

AUGUST 31, 2015

(CONTINUED)

The following permanent differences as of August 31, 2015, primarily attributable to disallowed expenses, short-term realized gains being offset with current net operating loss, reclassification of capital gains and income received from wholly-owned controlled foreign corporation, reclassifications of short-term capital gain distributions and reclassifications for treatment of certain foreign currency transactions were reclassified among the following accounts:


UNDISTRIBUTED	ACCUMULATED
NET INVESTMENT	NET REALIZED	PAID-IN
INCOME	LOSS	CAPITAL
$84,553	$513,109	$(597,662)

As of August 31, 2015, the components of distributable earnings on a tax basis were as follows:


			QUALIFIED
UNDISTRIBUTED	UNDISTRIBUTED	UNREALIZED	LATE-YEAR	OTHER TEMPORARY
ORDINARY INCOME	LONG-TERM GAINS	APPRECIATION	LOSSES	DIFFERENCES
$22,182	$106,779	$183,213	$—	$—

There were no dividends and distributions paid during the period ended August 31, 2015.

6. SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Fund through the date the consolidated financial statements were issued, and has determined that there were no subsequent events requiring recognition or disclosure in the consolidated financial statements.

CAMPBELL CORE TREND FUND

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors of

The RBB Fund, Inc.

We have audited the accompanying consolidated statement of assets and liabilities, including the consolidated schedule of investments, of the Campbell Core Trend Fund (one of the portfolios constituting The RBB Fund, Inc.) (the “Fund”) as of August 31, 2015, and the related consolidated statement of operations, the consolidated statement of changes in net assets and the consolidated financial highlights for the period December 31, 2014 (commencement of operations) to August 31, 2015. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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. We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2015, by correspondence with the custodian and brokers. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the consolidated financial position of the Campbell Core Trend Fund (one of the portfolios constituting The RBB Fund, Inc.) at August 31, 2015, and the consolidated results of its operations, the consolidated changes in its net assets and its consolidated financial highlights for the period December 31, 2014 (commencement of operations) to August 31, 2015, in conformity with U.S. generally accepted accounting principles.

LOGO

Philadelphia, Pennsylvania

October 30, 2015

CAMPBELL CORE TREND FUND

SHAREHOLDER TAX INFORMATION

(UNAUDITED)

Certain tax information regarding the Fund is required to be provided to shareholders based upon each Fund’s income and distributions for the taxable year ended August 31, 2015. The information and distribution reported herein may differ from information and distributions taxable to the shareholders for the calendar year ended December 31, 2015. During the period ended August 31, 2015, there were no distributions paid.

Shareholders are advised to consult their own tax advisers with respect to the tax consequences of their investment in the Fund.

CAMPBELL CORE TREND FUND

OTHER INFORMATION

(UNAUDITED)

PROXY VOTING

Policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities as well as information regarding how the Fund voted proxies relating to portfolio securities for the most recent 12-month period ended June 30 will be available without charge, upon request, by calling (844) 261-6488 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

QUARTERLY PORTFOLIO SCHEDULES

The Company will file its complete schedule of portfolio holdings with the SEC for the first and third fiscal quarters of each fiscal year (quarters ended November 30 and May 31) on Form N-Q. The Company’s Form N-Q will be available on the SEC website at http://www.sec.gov and may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. Information on the operation of the SEC Public Reference Room may be obtained by calling (800) SEC-0330.

CAMPBELL CORE TREND FUND

AFFIRMATION OF THE COMMODITY POOL OPERATOR

AUGUST 31, 2015

To the best of the knowledge and belief of the undersigned, the information contained in the Annual Report for the period ended August 31, 2015 is accurate and complete.

LOGO

G. William Andrews, Chief Executive Officer

Campbell & Company, LP

CAMPBELL CORE TREND FUND

CAMPBELL CORE TREND FUND

COMPANY MANAGEMENT


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served ¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS

Julian A. Brodsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 7/33	Director	1988 to present	From 1969 to 2011, Director and Vice Chairman, Comcast Corporation (cable television and communications).	21	AMDOCS Limited (service provider to telecommunications companies).

J. Richard Carnall 103 Bellevue Parkway Wilmington, DE 19809 DOB: 9/38	Director	2002 to present	Since 1984, Director of Haydon Bolts, Inc. (bolt manufacturer) and Parkway Real Estate Company (subsidiary of Haydon Bolts, Inc.) since March 2004, Director of Cornerstone Bank.	21	None

Gregory P. Chandler 103 Bellevue Parkway Wilmington, DE 19809 DOB: 12/66	Director	2012 to present	Since May 2009, Chief Financial Officer, Emtec, Inc. (information technology consulting/services); from February 2003-April 2009, Managing Director, head of Business Services and IT Services Practice, Janney Montgomery Scott LLC (investment banking/brokerage).	21	Emtec, Inc.; FS Investment Corporation (business development company); FS Energy and Power Fund (business development company).

Nicholas A. Giordano 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/43	Director	2006 to present	Since 1997, Consultant, financial services organizations.	21	Kalmar Pooled Investment Trust (registered investment company); Wilmington Funds (registered investment company); WT Mutual Fund (registered investment company) (until March 2012); Independence Blue Cross; Intricon Corp. (producer of medical devices).

Jay F. Nusblatt 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/61	Director	2012 to present	From July 2010 to March 2015, Head of U.S. Fund Accounting and Administration, BNY Mellon Asset Servicing; from 2006 to July 2010, Senior Vice President, Fund Accounting and Administration, PNC Global Investment Servicing.	21	None

Arnold M. Reichman 103 Bellevue Parkway Wilmington, DE 19809 DOB: 5/48	Chairman Director	2005 to present 1991 to present	Since 2006, Co-Founder and Chief Executive Officer, Lifebooker, LLC.	21	Independent Trustee of EIP Investment Trust (Registered Investment Company).

CAMPBELL CORE TREND FUND

COMPANY MANAGEMENT (CONTINUED)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served ¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INTERESTED DIRECTOR ²
Robert Sablowsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/38	Director	1991 to present	Since July 2002, Senior Vice President and prior thereto, Executive Vice President of Oppenheimer & Co., Inc. (a registered broker-dealer).	21	None

CAMPBELL CORE TREND FUND

COMPANY MANAGEMENT (CONCLUDED)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
OFFICERS

Salvatore Faia, JD, CPA, CFE Vigilant Compliance Services Brandywine Two 5 Christy Drive, Suite 208 Chadds Ford, PA 19317 DOB: 12/62	President Chief Compliance Officer	2009 to present 2004 to present	Since 2004, President, Vigilant Compliance Services; since 2005, Independent Trustee of EIP Investment Trust (Registered Investment Company).	N/A	N/A

Joel Weiss 103 Bellevue Parkway Wilmington, DE 19809 DOB: 1/63	Treasurer	2009 to present	Since 1993, Vice President and Managing Director, BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A

Christina Morse 301 Bellevue Parkway Wilmington, DE 19809 DOB: 12/64	Secretary	2015 to present	Since August 2014, Vice President and Counsel, BNY Mellon Investment Servicing (US) Inc. (financial services company); from August 2013 to July 2014, Counsel, Lord, Abbett & Co. LLC; from May 2009 to July 2013, Vice President, BNY Mellon Investment Servicing (US) Inc.	N/A	N/A

James G. Shaw 103 Bellevue Parkway Wilmington, DE 19809 DOB: 10/60	Assistant Treasurer	2005 to present	Since 1995, Vice President and Senior Director of BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A

Michael P. Malloy One Logan Square, Ste. 2000 Philadelphia, PA 19103 DOB: 7/59	Assistant Secretary	1999 to present	Since 1993, Partner, Drinker Biddle & Reath LLP (law firm).	N/A	N/A

*Each Director oversees twenty-one portfolios of the Company that are currently offered for sale.

¹Subject to the Company’s Retirement Policy, each Director may continue to serve as a Director until the last day of the calendar year in which the applicable Director attains age 75 or until his successor is elected and qualified or his death, resignation or removal. The Board reserves the right to waive the requirements of the Policy with respect to an individual Director. The Board has approved a waiver of the policy with respect to Messrs, Brodsky, Carnall and Sablowsky. Each officer holds office at the pleasure of the Board of Directors until the next special meeting of the Company or until his or her successor is duly elected and qualified, or until he or she dies, resigns or is removed.

²Mr. Sablowsky is considered an “interested person” of the Company as that term is defined in the 1940 Act and is referred to as an “Interested Director.” He is considered an “Interested Director” of the Company by virtue of his position as a senior officer of Oppenheimer & Co., Inc., a registered broker-dealer.

CAMPBELL CORE TREND FUND

PRIVACY NOTICE

(UNAUDITED)

Campbell Core Trend Fund


FACTS		WHAT DOES THE CAMPBELL CORE TREND FUND DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include: ●Social Security number ●account balances ●account transactions ●transaction history ●wire transfer instructions ●checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Campbell Core Trend Fund chooses to share; and whether you can limit this sharing.


Reasons we can share your information	Does the Campbell Core Trend Fund Share?	Can you limit this sharing?
For our everyday business purpose — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don’t share
For affiliates’ everyday business purposes — information about your transactions and experiences	Yes	Yes
For affiliates’ everyday business purposes — information about your creditworthiness	No	We don’t share
For our affiliates to market to you	No	We don’t share
For nonaffiliates to market to you	No	We don’t share


Questions?		Call 1-844-261-6488

CAMPBELL CORE TREND FUND

PRIVACY NOTICE

(UNAUDITED)

What we do

How does the Campbell Core

Trend Fund protect my personal

information?

How does the Campbell Core

Trend Fund collect my personal

information?

We collect your personal information, for example, when you

● open an account

● provide account information

● give us your contact information

● make a wire transfer

● tell us where to send the money

We also collect your information from others, such as credit bureaus, affiliates, or other companies.

Why can’t I limit all sharing?

Federal law gives you the right to limit only

● sharing for affiliates’ everyday business purposes — information about your creditworthiness

● affiliates from using your information to market to you

● sharing for nonaffiliates to market to you

State laws and individual companies may give you additional rights to limit sharing.

Definitions

Affiliates

Companies related by common ownership or control. They can be financial and nonfinancial companies.

• Our affiliates include Campbell Core Trend Fund’s investment adviser, Campbell & Company Investment Adviser LLC.

Nonaffiliates

Companies not related by common ownership or control. They can be financial and nonfinancial companies.

• The Campbell Core Trend Fund doesn’t share with nonaffiliates so they can market to you.

Joint marketing

A formal agreement between nonaffiliated financial companies that together market financial products or services to you.

• The Campbell Core Trend Fund does not jointly market.

Investment Adviser

Campbell & Company Investment Adviser LLC

2850 Quarry Lake Drive

Baltimore, Maryland 21209

Administrator

BNY Mellon Investment Servicing (US) Inc.

301 Bellevue Parkway

Wilmington, DE 19809

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Principal Underwriter

Foreside Funds Distributors LLC

400 Berwyn Park

899 Cassatt Road

Berwyn, PA 19312

Custodian

The Bank of New York Mellon

One Wall Street

New York, NY 10286

Independent Registered Public Accounting Firm

Ernst & Young LLP

One Commerce Square

2005 Market Street, Suite 700

Philadelphia, PA 19103

Legal Counsel

Drinker Biddle & Reath LLP

One Logan Square, Ste. 2000

Philadelphia, PA 19103-6996

CAM-AR15

FREE MARKET U.S. EQUITY FUND

FREE MARKET INTERNATIONAL EQUITY FUND

FREE MARKET FIXED INCOME FUND

THE RBB FUND, INC.

ANNUAL REPORT

August 31, 2015

This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Funds.

FREE MARKET FUNDS

Annual Investment Adviser’s Report

August 31, 2015

(Unaudited)

Dear Shareholder,

Enclosed is your annual report for the fiscal year ended August 31, 2015.

Equity markets, both domestic and international, have experienced increased volatility over the last twelve-months and broad based negative returns over the last quarter. The end of 2014 saw a decline in international equities, while domestic equities stayed fairly flat. International equities rallied and showed strong returns through the first two quarters of 2015 — particularly in the developed markets — but could not hold on to these gains as markets fell sharply into the third quarter. Several factors have influenced markets over the past year. A strong dollar and a weakening demand for oil resulted in oil prices dropping and commodity markets in general staying depressed through much of the year. Internationally, there were several geopolitical events that put a strain on equity markets. For much of 2015, the impending Greek default and potential Greek exit from the EU weighed heavily. Later in the summer, the Chinese stock market decline caused some uneasiness with investors. These events certainly impacted investor sentiment, and as such, the international markets reversed gains from early 2015. However, even with some domestic good news, U.S. investors were not sheltered from the effects of the global economy. Without a major bounce, the S&P 500 Index is on its way to its first negative year since 2008.

The Free Market U.S. Equity Fund, the Free Market International Equity Fund, and the Free Market Fixed Income Fund had returns of -3.55%, -11.25%, and 0.37%, respectively, for the twelve months ended August 31, 2015. This compared with a decline of -0.32% in the Russell 2500 Index, a decline of -9.25% in the MSCI World ex USA Index, and a return of 1.21% for the Citigroup World Govt. Bond 1-5 Year Currency Hedged U.S. Dollar Index.

Despite the turbulence in the market, seasoned investors, like Free Market Fund shareholders, did not panic and let the short-term volatility affect their long-term investing goals. When an investor can keep focused on the long term, and adheres to a prudent investment philosophy, the day-to-day ups and downs do not seem as threatening.

Matson Money, Inc. (“Matson Money”) strives to deliver the performance of capital markets and add value through free market investment strategies and structured market portfolios. Grounded in the conviction that free markets work, Matson Money avoids the cost-generating activity of stock picking and market timing. Instead, we focus on the dimensions of capital markets that we believe reward investors as intelligently and effectively as possible. Our disciplined approach to life-long investing provides both the individual investor and the financial professional with the academic foundation upon which to help achieve investment goals.

Each Free Market Fund strategy targets a broad and diverse group of stocks or bonds across various markets, using other mutual funds that specifically target certain asset classes. The Funds are broadly diversified and designed to work together in your total investment plan.

The work is never complete, however, and Matson Money will continue to research solutions to address your future needs. We invite you to contact your financial professional or explore our website, www.MatsonMoney.com, to learn more about the concepts and strategies of Matson Money’s investing.

We appreciate your support and confidence in our firm’s investment philosophy, process, and people. As always, we also appreciate your continued investment towards your long-term goals.

Thank you for investing with Matson Money.

LOGO

Mark E. Matson

Chief Executive Officer

Matson Money, Inc.

FREE MARKET FUNDS

Annual Investment Adviser’s Report (Continued)

August 31, 2015

(Unaudited)

Free Market U.S. Equity Fund—Investment Review

The twelve-month period ended August 31, 2015 proved turbulent for investors as a result of the volatility in the global economy and financial markets. U.S. stocks erased early gains and finished fairly flat, while global stocks finished negative for the year ended August 31, 2015. Despite a strong finish in 2014 and encouraging economic news by way of continued low interest rates and decreasing unemployment, U.S. stocks reversed course in 2015 as global economic tensions rose in the Eurozone and China’s financial system went through a decline. The volatility over the recent year underscores the importance of not reacting on the emotion created by short term movements, and instead maintaining a well-diversified portfolio. Returns for the broad market within the U.S., as measured by the Russell 3000 Index, were 0.36%. Asset class returns ranged from 0.48% in the S&P 500 Index to -4.95% for the Russell 2000 Value Index (U.S. small cap value).

For the twelve months ended August 31, 2015, the Free Market U.S. Equity Fund provided a total return of -3.55%. This compares with a return of -0.32% for the fund’s benchmark, the Russell 2500 Index.

Nevertheless, as a result of the Free Market U.S. Equity Fund’s diversified investment approach, performance principally was determined by broad structural trends in equity markets, rather than the behavior of a limited number of stocks. Among the most important factors explaining differences in the behavior of diversified equity funds, like the Free Market U.S. Equity Fund, are company size and company value/growth characteristics of the underlying fund holdings. Size is measured by market capitalization and “value” classification is a function of stock price relative to one or more fundamental characteristics.

U.S. large company stocks performed better than small company stocks. The Russell 2000 Index has returned 0.03% while the S&P 500 Index was up 0.48% for the year ending August 31. Furthermore, for the same time period, the Russell 2000 Value Index returned -4.95% and the Russell 1000 Value Index returned -3.48%.

In summary, U.S. large cap stocks performed slightly better than U.S. small cap stocks and U.S. growth stocks did better than U.S. value stocks, which also contributed to returns of the Fund.

Today’s environment underscores that markets are highly unpredictable over the short term. In other words, anything can happen, so a balanced, diversified, long-term approach is favored.

FREE MARKET FUNDS

Annual Investment Adviser’s Report (Continued)

August 31, 2015 (Unaudited)

Free Market U.S. Equity Fund

Comparison of Change in Value of $10,000 Investment in

Free Market U.S. Equity Fund vs. Russell 2500^® Index and Composite Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on December 31, 2007 (commencement of operations) and reflects Fund expenses. Investors should note that the Fund is a professionally managed mutual fund while the Russell 2500^® Index and Composite Index are unmanaged, do not incur sales charges and/or expenses and are not available for investment.

Total Returns for the Periods Ended August 31, 2015

Average Annual

1 Year

3 Years

5 Years

Since
Inception*

Free Market U.S. Equity Fund

-3.55%

14.66%

15.76%

8.20%

Russell 2500^® Index

-0.32%

15.10%

16.22%

7.84%

Composite Index**

-1.96%

13.52%

14.83%

6.06%

*	Annualized — The Fund commenced operations on December 31, 2007.

**	The Composite Index is comprised of the S&P 500^® Index, Russell 1000^® Value Index, Russell 2000^® Index and Russell 2000^® Value Index, weighted 25%, 25%, 25% and 25%, respectively.

The Fund’s aggregate total return since inception is based on an increase in net asset value from $10.00 per share on December 31, 2007 (commencement of operations) to $16.08 per share on August 31, 2015.

Portfolio composition is subject to change.

The Free Market U.S. Equity Fund’s underlying funds invest in small-cap and micro-cap stocks, large-cap stocks and other equity securities. In addition to the ordinary risks of equity investing, small companies entail special risk. Small companies tend to have more risk than large companies. An investor in the Fund will incur the expenses of the underlying funds in addition to the Fund’s expenses.

FREE MARKET FUNDS

Annual Investment Adviser’s Report (Continued)

August 31, 2015

(Unaudited)

Free Market International Equity Fund—Investment Review

The global conditions proved unsettling for investors during the twelve-month period ended August 31, 2015, and were especially tumultuous for emerging market countries. Tensions in the Eurozone culminating with a Greek default and decelerating growth in China which spurred a financial collapse caused a decline in investor confidence in the global markets. Despite a renaissance with strong positive returns in early 2015, the geopolitical turmoil proved too much, resulting in losses in the broad international markets.

For the twelve months ended August 31, 2015, the Free Market International Equity Fund was down 11.25%. This compares with a return of -9.25% for the Fund’s benchmark, the MSCI World (excluding U.S.) Index.

As a result of the Free Market International Equity Fund’s diversified investment approach, performance principally was determined by broad structural trends in global equity markets, rather than the behavior of a limited number of stocks. Among the most important factors explaining differences in the behavior of diversified equity funds, like the Free Market International Equity Fund, are company size and company value/growth characteristics of the underlying fund holdings and broad exposure to emerging market equities.

International large company stocks fared better than international small company stocks. The MSCI EAFE Index (gross of dividends) returned -7.07% from September 1, 2014 through August 31, 2015, while the MSCI EAFE Small Cap Index was down -1.53%. Furthermore, for the same time period, the MSCI EAFE Value Index (gross of dividends) was down -10.20% versus the MSCI EAFE Small Cap Value Index was down -5.15%, and the MSCI Emerging Markets Index (net of dividends) was down -22.95%.

In summary, factors that hindered the Fund’s return compared to the benchmark can largely be explained by its exposure in emerging markets, as well as its tilt toward value stocks, despite its weighting toward small company stocks which did provide a premium over large cap stocks.

Today’s environment underscores that markets are highly unpredictable over the short term. In other words, anything can happen, so a balanced, diversified, long-term approach is favored.

FREE MARKET FUNDS

Annual Investment Adviser’s Report (Continued)

August 31, 2015 (Unaudited)

Free Market International Equity Fund

Comparison of Change in Value of $10,000 Investment in

Free Market International Equity Fund vs. MSCI World (excluding U.S.) Index and Composite Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on December 31, 2007 (commencement of operations) and reflects Fund expenses. Investors should note that the Fund is a professionally managed mutual fund while the MSCI World (excluding U.S.) Index and Composite Index are unmanaged, do not incur sales charges and/or expenses and are not available for investment.

Total Returns for the Periods Ended August 31, 2015

Average Annual

1 Year

3 Years

5 Years

Since
Inception*

Free Market International Equity Fund

-11.25%

8.50%

6.26%

1.44%

MSCI World (excluding U.S.) Index

-9.25%

7.49%

6.43%

-0.59%

Composite Index**

-10.07%

7.22%

5.94%

-0.15%

*	Annualized — The Fund commenced operations on December 31, 2007.

**	The Composite Index is comprised of the MSCI EAFE Index, MSCI EAFE Value Index, MSCI EAFE Small Company Index, and MSCI Emerging Markets Free Index, weighted 25%, 25%, 25% and 25%, respectively.

The Fund’s aggregate total return since inception is based on an increase in net asset value from $10.00 per share on December 31, 2007 (commencement of operations) to $9.28 per share on August 31, 2015.

Portfolio composition is subject to change.

The Free Market International Equity Fund’s underlying funds invest in common stock, preferred stock, securities convertible into stocks and other equity securities issued by foreign companies. In addition to the ordinary risks of equity investing, foreign and small companies entail special risk. The return on foreign equities may be adversely affected by currency fluctuations. Emerging markets may be subject to social instability and lack of market liquidity. Small companies tend to have more risk than large companies. An investor in the Fund will incur the expenses of the underlying funds in addition to the Fund’s expenses.

FREE MARKET FUNDS

Annual Investment Adviser’s Report (Continued)

August 31, 2015

(Unaudited)

Free Market Fixed Income Fund—Investment Review

The U.S. economy grew modestly during the past twelve months. Total unemployment continued its decline toward pre-crash levels. Monetary policy remains accommodative, and the Federal Reserve did not make any changes to its policy of keeping the target for the federal funds rate near zero. With the end of the Federal Reserve’s “easy money” policy looming on the horizon, interest rate-sensitive assets in general still returned relatively low results. Non-U.S. fixed income performed slightly better than the U.S. fixed income. The broad proxy for the U.S. bond market, the Barclays Capital U.S. Aggregate Bond Index, produced a 1.56% return, while the Barclays Global Aggregate Bond Index (hedged) returned 2.23% for the twelve-month period ended August 31, 2015. In comparison, the Bank of America Merrill Lynch Three-Month Treasury Bill Index returned just 0.03%.

The Free Market Fixed Income Fund focuses on mutual funds that invest in global high quality and shorter-term Government and Corporate fixed income assets. For the twelve months ended August 31, 2015, the Free Market Fixed Income Fund provided a total return of 0.37%. This compares with a return of 1.21% for the Fund’s benchmark, the Citigroup World Government Bond 1 - 5 Year Currency Hedged U.S. Dollar Index.

The Free Market Fixed Income Fund performed slightly under its benchmark for the period but performed as expected. A contributing factor to the performance of the Fund compared to the benchmark was the Fund’s slightly lower exposure to certain global markets and more exposure to high quality U.S. Government Bonds.

FREE MARKET FUNDS

Annual Investment Adviser’s Report (Continued)

August 31, 2015 (Unaudited)

Free Market Fixed Income Fund

Comparison of Change in Value of $10,000 Investment in

Free Market Fixed Income Fund vs. Citigroup World Govt. Bond 1-5 Year Currency

Hedged U.S. Dollar Index and Composite Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Fund made on December 31, 2007 (commencement of operations) and reflects Fund expenses. Investors should note that the Fund is a professionally managed mutual fund while the Citigroup World Govt. Bond 1-5 Year Currency Hedged U.S. Dollar Index and Composite Index are unmanaged, do not incur sales charges and/or expenses and are not available for investment.

Total Returns for the Periods Ended August 31, 2015

Average Annual

1 Year

3 Years

5 Years

Since
Inception*

Free Market Fixed Income Fund

0.37%

0.06%

0.82%

1.73%

Citigroup World Govt. Bond 1-5 Year Currency Hedged
U.S. Dollar Index

1.21%

1.28%

1.42%

2.41%

Composite Index**

1.13%

0.87%

1.56%

2.62%

*	Annualized — The Fund commenced operations on December 31, 2007.

**	The Composite Index is comprised of the Three-Month Treasury Bill Index, Barclays Capital Intermediate Government Bond Index, BofA Merrill Lynch 1-3 Year US Government/Corporate Index and Barclays Capital Aggregate Bond Index, weighted 25%, 25%, 25% and 25%, respectively.

The Fund’s aggregate total return since inception is based on an increase in net asset value from $10.00 per share on December 31, 2007 (commencement of operations) to $10.25 per share on August 31, 2015.

Portfolio composition is subject to change.

The Free Market Fixed Income Fund’s underlying funds invest in fixed income securities. The underlying funds may invest their assets in bonds and other debt securities issued by domestic and foreign governments and companies. Debt instruments involve the risk that their prices will fall when interest rates rise, and they are subject to the risk that the borrower may default. In addition, the return on foreign debt securities may be adversely affected by currency fluctuations. An investor in the Fund will incur expenses of the underlying funds in addition to the Fund’s expenses.

FREE MARKET FUNDS

Fund Expense Examples

(Unaudited)

As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the six-month period from March 1, 2015 through August 31, 2015, and held for the entire period.

Actual Expenses

Hypothetical Example for Comparison Purposes

The second line of the accompanying tables provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.


	Free Market U.S. Equity Fund
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	942.60	$	2.94
Hypothetical (5% return before expenses)		1,000.00		1,022.18		3.06

	Free Market International Equity Fund
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	932.70	$	3.12
Hypothetical (5% return before expenses)		1,000.00		1,021.98		3.26

FREE MARKET FUNDS

Fund Expense Examples (Concluded)

(Unaudited)



	Free Market Fixed Income Fund
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	998.00	$	3.02
Hypothetical (5% return before expenses)		1,000.00		1,022.18		3.06

Expenses are equal to an annualized six-month expense ratio of 0.60% for the Free Market U.S. Equity Fund, 0.64% for the Free Market International Equity Fund and 0.60% for the Free Market Fixed Income Fund, multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365 to reflect the one-half year period. The annualized expense ratios do not reflect fees and expenses associated with the underlying funds. If such fees and expenses had been included, the expenses would have been higher. The range of weighted expense ratios of the underlying funds held by the Funds, as stated in the underlying funds’ current prospectuses, were as follows:


Free Market U.S. Equity Fund	Free Market International Equity Fund	Free Market Fixed Income Fund
0.01%-0.13%	0.01%-0.27%	0.01%-0.07%

Each Fund’s ending account values on the first line in each table are based on the actual six-month total return for each Fund of -5.74% for the Free Market U.S. Equity Fund, -6.73% for the Free Market International Equity Fund and -0.20% for the Free Market Fixed Income Fund.

FREE MARKET FUNDS

FREE MARKET U.S. EQUITY FUND

Portfolio of Investments

August 31, 2015


	Number of Shares		Value

EQUITY FUNDS — 99.9%
U.S. Large Cap Value Portfolio III(a)		25,677,202	$	589,805,340
U.S. Large Company Portfolio(a)		18,831,034		294,140,757
U.S. Micro Cap Portfolio(b)		15,752,540		295,517,647
U.S. Small Cap Portfolio(b)		9,719,713		295,187,682
U.S. Small Cap Value Portfolio(b)		14,987,686		495,193,128

TOTAL EQUITY FUNDS (Cost $1,540,873,613)				1,969,844,554

TOTAL INVESTMENTS — 99.9% (Cost $1,540,873,613)				1,969,844,554

OTHER ASSETS IN EXCESS OF LIABILITIES — 0.1%				1,585,752

NET ASSETS — 100.0%			$	1,971,430,306

Portfolio Holdings Summary Table

(Unaudited)


	% of Net Assets		Value
Equity Funds		99.9%	$	1,969,844,554
Other Assets In Excess Of Liabilities		0.1%		1,585,752

Net Assets		100.0%	$	1,971,430,306

(a)	A portfolio of Dimensional Investment Group, Inc.

(b)	A portfolio of DFA Investment Dimensions Group, Inc.

Portfolio holdings are subject to change at any time.

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

FREE MARKET FUNDS

FREE MARKET INTERNATIONAL EQUITY FUND

Portfolio of Investments

August 31, 2015


	Number of Shares		Value

INTERNATIONAL EQUITY FUNDS — 99.9%
Asia Pacific Small Company Portfolio(a)		961,848	$	17,322,874
Canadian Small Company Series(b)		2,146,978		17,969,222
Continental Small Company Portfolio(a)		1,454,972		29,957,869
Continental Small Company Series(b)		276,434		18,107,471
DFA International Small Cap Value Portfolio(a)		30,252,381		583,568,440
DFA International Value Portfolio III(c)		29,267,973		429,653,839
Emerging Markets Portfolio(a)		3,425,590		74,335,309
Emerging Markets Small Cap Portfolio(a)		3,864,297		68,591,264
Emerging Markets Value Portfolio(a)		3,158,565		69,046,228
Japanese Small Company Portfolio(a)		1,663,277		33,365,338
Large Cap International Portfolio(a)		3,535,713		71,244,615
United Kingdom Small Company Portfolio(a)		186,329		6,633,333
United Kingdom Small Company Series(b)		338,573		21,804,357

TOTAL INTERNATIONAL EQUITY FUNDS (Cost $1,416,595,216)				1,441,600,159

TOTAL INVESTMENTS — 99.9% (Cost $1,416,595,216)				1,441,600,159

OTHER ASSETS IN EXCESS OF LIABILITIES — 0.1%				1,493,907

NET ASSETS — 100.0%			$	1,443,094,066

Portfolio Holdings Summary Table

(Unaudited)


	% of Net Assets			Value
International Equity Funds		99.9	%	$	1,441,600,159
Other Assets In Excess Of Liabilities		0.1	%		1,493,907

Net Assets		100.0	%	$	1,443,094,066

(a)	A portfolio of DFA Investment Dimensions Group, Inc.

(b)	A portfolio of DFA Investment Trust Company.

(c)	A portfolio of Dimensional Investment Group, Inc.

Portfolio holdings are subject to change at any time.

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

FREE MARKET FUNDS

FREE MARKET FIXED INCOME FUND

Portfolio of Investments

August 31, 2015


	Number of Shares		Value

FIXED INCOME FUNDS — 99.6%
DFA Five-Year Global Fixed Income Portfolio(a)		45,525,923	$	500,785,154
DFA Inflation-Protected Securities Portfolio(a)		8,629,964		100,366,487
DFA Intermediate Government Fixed Income Portfolio(a)		18,969,728		239,967,062
DFA One-Year Fixed Income Portfolio(a)		47,735,963		492,157,776
DFA Short-Term Government Portfolio(a)		14,949,891		160,412,328
DFA Two-Year Global Fixed Income Portfolio(a)		50,521,497		502,183,681

TOTAL FIXED INCOME FUNDS (Cost $2,007,630,163)				1,995,872,488

TOTAL INVESTMENTS — 99.6% (Cost $2,007,630,163)				1,995,872,488

OTHER ASSETS IN EXCESS OF LIABILITIES — 0.4%				8,631,365

NET ASSETS — 100.0%			$	2,004,503,853

Portfolio Holdings Summary Table

(Unaudited)


	% of Net Assets		Value
Fixed Income Funds		99.6%	$	1,995,872,488
Other Assets In Excess Of Liabilities		0.4%		8,631,365

Net Assets		100.0%	$	2,004,503,853

(a)	A portfolio of DFA Investment Dimensions Group, Inc.

Portfolio holdings are subject to change at any time.

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

FREE MARKET FUNDS

Statements of Assets and Liabilities

August 31, 2015


	Free Market U.S. Equity Fund		Free Market International Equity Fund		Free Market Fixed Income Fund
ASSETS
Investments in non-affiliated funds, at value †	$	1,969,844,554	$	1,441,600,159	$	1,995,872,488
Cash and cash equivalents		1,901,712		1,649,963		9,523,468
Receivables
Receivable for capital shares sold		2,058,515		1,561,743		2,159,803
Dividends and interest receivable		38		19		80
Prepaid expenses and other assets		44,071		37,953		42,432

Total assets		1,973,848,890		1,444,849,837		2,007,598,271

LIABILITIES
Payables
Capital shares redeemed		975,390		641,935		1,673,712
Investment adviser		844,972		625,475		841,101
Administration and accounting fees		317,454		199,020		312,790
Transfer agent fees		161,957		106,393		150,120
Other accrued expenses and liabilities		118,811		182,948		116,695

Total liabilities		2,418,584		1,755,771		3,094,418

Net Assets	$	1,971,430,306	$	1,443,094,066	$	2,004,503,853

NET ASSETS CONSISTS OF
Par value	$	122,591	$	155,481	$	195,477
Paid-in capital		1,411,380,538		1,397,997,438		2,014,466,591
Undistributed/accumulated net investment income		3,869,763		7,778,107		2
Accumulated net realized gain from investments		127,086,473		12,158,097		1,599,458
Net unrealized appreciation/(depreciation) on investments		428,970,941		25,004,943		(11,757,675	)

Net Assets	$	1,971,430,306	$	1,443,094,066	$	2,004,503,853

Shares outstanding ($0.001 par value, 300,000,000 shares authorized)		122,591,053		155,481,450		195,476,757

Net asset value, offering and redemption price per share	$	16.08	$	9.28	$	10.25

† Investment in non-affiliated funds, at cost	$	1,540,873,613	$	1,416,595,216	$	2,007,630,163

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

FREE MARKET FUNDS

Statements of Operations

For the Year Ended August 31, 2015


	Free Market U.S. Equity Fund			Free Market International Equity Fund			Free Market Fixed Income Fund
Investment Income
Dividends from non-affiliated funds	$	27,102,999		$	34,235,055		$	22,193,622
Interest income		460			296			1,061

Total investment income		27,103,459			34,235,351			22,194,683


Expenses
Advisory fees (Note 2)		10,004,450			7,218,249			9,559,437
Administration and accounting fees (Note 2)		992,370			749,024			956,796
Transfer agent fees (Note 2)		514,593			374,887			494,222
Professional fees		205,768			153,426			198,880
Custodian fees (Note 2)		129,688			100,625			124,205
Directors’ and officers’ fees		84,705			66,194			81,461
Printing and shareholder reporting fees		62,878			55,710			62,118
Other expenses		148,359			517,450			155,998

Total expenses		12,142,811			9,235,565			11,633,117

Net investment income		14,960,648			24,999,786			10,561,566


Net realized and unrealized gain from investments
Net realized gain from:
Non-affiliated funds		68,373,954			7,904,501			765,352
Capital gain distributions from non-affiliated fund investments		70,579,654			18,347,299			3,354,446
Net change in unrealized appreciation/(depreciation) on:
Non-affiliated funds		(224,846,063	)		(217,542,374	)		(7,341,731	)

Net realized and unrealized loss on investments		(85,892,455	)		(191,290,574	)		(3,221,933	)

Net increase/(decrease) in net assets resulting from operations	$	(70,931,807	)	$	(166,290,788	)	$	7,339,633

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

FREE MARKET U.S. EQUITY FUND

Statements of Changes in Net Assets


	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income	$	14,960,648		$	9,008,786
Net realized gain from investments		138,953,608			66,531,162
Net change in unrealized appreciation/(depreciation) on investments		(224,846,063	)		247,588,404

Net increase/(decrease) in net assets resulting from operations		(70,931,807	)		323,128,352


Dividends and distributions to shareholders from:
Net investment income		(12,868,563	)		(9,536,519	)
Net realized capital gains		(69,294,465	)		(44,315,396	)

Net decrease in net assets from dividends and distributions to shareholders		(82,163,028	)		(53,851,915	)


Capital share transactions:
Proceeds from shares sold		481,633,915			515,748,465
Reinvestment of distributions		82,140,004			53,851,915
Shares redeemed		(382,690,734	)		(251,088,223	)

Net increase in net assets from capital shares		181,083,185			318,512,157

Total increase in net assets		27,988,350			587,788,594


Net assets:
Beginning of year		1,943,441,956			1,355,653,362

End of year	$	1,971,430,306		$	1,943,441,956

Undistributed/accumulated net investment income, end of year	$	3,869,763		$	1,343,186


Share transactions:
Shares sold		28,410,530			31,414,367
Dividends and distributions reinvested		4,843,161			3,277,658
Shares redeemed		(22,522,042	)		(15,298,894	)

Net increase in shares outstanding		10,731,649			19,393,131

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

FREE MARKET INTERNATIONAL EQUITY FUND

Statements of Changes in Net Assets


	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income	$	24,999,786		$	22,646,918
Net realized gain from investments		26,251,800			29,805,092
Net change in unrealized appreciation/(depreciation) on investments		(217,542,374	)		154,746,684

Net increase/(decrease) in net assets resulting from operations		(166,290,788	)		207,198,694


Dividends and distributions to shareholders from:
Net investment income		(30,251,548	)		(21,275,248	)
Net realized capital gains		(27,870,005	)		(16,001,172	)

Net decrease in net assets from dividends and distributions to shareholders		(58,121,553	)		(37,276,420	)


Capital share transactions:
Proceeds from shares sold		415,117,229			391,563,874
Reinvestment of distributions		58,105,492			37,276,420
Shares redeemed		(220,334,516	)		(148,239,892	)

Net increase in net assets from capital shares		252,888,205			280,600,402

Total increase in net assets		28,475,864			450,522,676


Net assets:
Beginning of year		1,414,618,202			964,095,526

End of year	$	1,443,094,066		$	1,414,618,202

Undistributed/accumulated net investment income, end of year	$	7,778,107		$	12,770,343


Share transactions:
Shares sold		41,730,653			36,958,338
Dividends and distributions reinvested		6,168,311			3,594,640
Shares redeemed		(21,995,248	)		(13,995,432	)

Net increase in shares outstanding		25,903,716			26,557,546

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

FREE MARKET FIXED INCOME FUND

Statements of Changes in Net Assets


	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014
Increase in net assets from operations:
Net investment income	$	10,561,566		$	5,784,700
Net realized gain from investments		4,119,798			5,965,336
Net change in unrealized appreciation/(depreciation) on investments		(7,341,731	)		8,828,057

Net increase in net assets resulting from operations		7,339,633			20,578,093


Dividends and distributions to shareholders from:
Net investment income		(12,641,658	)		(6,397,117	)
Net realized capital gains		(5,364,149	)		(3,094,776	)

Net decrease in net assets from dividends and distributions to shareholders		(18,005,807	)		(9,491,893	)


Capital share transactions:
Proceeds from shares sold		513,176,788			654,712,458
Reinvestment of distributions		18,003,175			9,491,893
Shares redeemed		(340,642,921	)		(167,456,841	)

Net increase in net assets from capital shares		190,537,042			496,747,510

Total increase in net assets		179,870,868			507,833,710


Net assets:
Beginning of year		1,824,632,985			1,316,799,275

End of year	$	2,004,503,853		$	1,824,632,985

Undistributed/accumulated net investment income, end of year	$	2		$	103,887


Share transactions:
Shares sold		49,931,448			63,714,255
Dividends and distributions reinvested		1,762,515			928,801
Shares redeemed		(33,153,150	)		(16,292,693	)

Net increase in shares outstanding		18,540,813			48,350,363

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

FREE MARKET FUNDS

FREE MARKET U.S. EQUITY FUND

Financial Highlights

Contained below is per share operating performance data for each share outstanding, total investment return, ratios to average net assets and other supplemental data for the respective periods. This information has been derived from information provided in the financial statements.


	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2012			For the Year Ended August 31, 2011
Per Share Operating Performance
Net asset value, beginning of year	$	17.37		$	14.66		$	11.70		$	10.33		$	8.65

Net investment income⁽¹⁾		0.13			0.09			0.12			0.08			0.06
Net realized and unrealized gain/(loss) on investments		(0.71	)		3.18			3.07			1.43			1.68

Net increase/(decrease) in net assets resulting from operations		(0.58	)		3.27			3.19			1.51			1.74

Dividends and distributions to shareholders from:
Net investment income		(0.11	)		(0.10	)		(0.15	)		(0.06	)		(0.06	)
Net realized capital gains		(0.60	)		(0.46	)		(0.08	)		(0.08	)		—	⁽²⁾

Total dividends and distributions to shareholders		(0.71	)		(0.56	)		(0.23	)		(0.14	)		(0.06	)

Net asset value, end of year	$	16.08		$	17.37		$	14.66		$	11.70		$	10.33

Total investment return⁽³⁾		(3.55	)%		22.49	%		27.61	%		14.77	%		20.11	%


Ratio/Supplemental Data
Net assets, end of year (000’s omitted)	$	1,971,430		$	1,943,442		$	1,355,653		$	933,514		$	679,147
Ratio of expenses to average net assets⁽⁴⁾		0.60	%		0.60	%		0.62	%		0.64	%		0.64	%
Ratio of net investment income to average net assets⁽⁴⁾		0.74	%		0.54	%		0.91	%		0.73	%		0.55	%
Portfolio turnover rate		6	%		3	%		6	%		4	%		9	%

(1)	The selected per share data was calculated using the average shares outstanding method for the period.

(2)	Amount less than $(0.005) per share.

(3)	Total investment return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

(4)	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.

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

FREE MARKET FUNDS

FREE MARKET INTERNATIONAL EQUITY FUND

Financial Highlights


	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2012			For the Year Ended August 31, 2011
Per Share Operating Performance
Net asset value, beginning of year	$	10.92		$	9.36		$	8.04		$	8.78		$	7.97

Net investment income⁽¹⁾		0.17			0.19			0.18			0.18			0.16
Net realized and unrealized gain/(loss) on investments		(1.39	)		1.71			1.36			(0.64	)		0.78

Net increase/(decrease) in net assets resulting from operations		(1.22	)		1.90			1.54			(0.46	)		0.94

Dividends and distributions to shareholders from:
Net investment income		(0.22	)		(0.19	)		(0.15	)		(0.17	)		(0.13	)
Net realized capital gains		(0.20	)		(0.15	)		(0.07	)		(0.11	)		—

Total dividends and distributions to shareholders		(0.42	)		(0.34	)		(0.22	)		(0.28	)		(0.13	)

Net asset value, end of year	$	9.28		$	10.92		$	9.36		$	8.04		$	8.78

Total investment return⁽²⁾		(11.25	)%		20.49	%		19.44	%		(4.98	)%		11.60	%


Ratio/Supplemental Data
Net assets, end of year (000’s omitted)	$	1,443,094		$	1,414,618		$	964,096		$	648,710		$	516,073
Ratio of expenses to average net assets⁽³⁾		0.64	%		0.62	%		0.65	%		0.65	%		0.66	%
Ratio of net investment income to average net assets⁽³⁾		1.72	%		1.84	%		1.96	%		2.21	%		1.66	%
Portfolio turnover rate		3	%		2	%		3	%		3	%		4	%

(1)	The selected per share data was calculated using the average shares outstanding method for the period.

(2)	Total investment return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

(3)	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.

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

FREE MARKET FUNDS

FREE MARKET FIXED INCOME FUND

Financial Highlights


	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014			For the Year Ended August 31, 2013			For the Year Ended August 31, 2012			For the Year Ended August 31, 2011
Per Share Operating Performance
Net asset value, beginning of year	$	10.31		$	10.24		$	10.54		$	10.48		$	10.50

Net investment income⁽¹⁾		0.06			0.04			0.05			0.11			0.12
Net realized and unrealized gain/(loss) on investments		(0.02	)		0.09			(0.21	)		0.09			0.09

Net increase/(decrease) in net assets resulting from operations		0.04			0.13			(0.16	)		0.20			0.21

Dividends and distributions to shareholders from:
Net investment income		(0.07	)		(0.04	)		(0.08	)		(0.14	)		(0.22	)
Net realized capital gains		(0.03	)		(0.02	)		(0.06	)		—	⁽²⁾		—	⁽²⁾
Tax return of capital		—			—			—			—			(0.01	)

Total dividends and distributions to shareholders		(0.10	)		(0.06	)		(0.14	)		(0.14	)		(0.23	)

Net asset value, end of year	$	10.25		$	10.31		$	10.24		$	10.54		$	10.48

Total investment return⁽³⁾		0.37	%		1.34	%		(1.50	)%		1.90	%		2.06	%


Ratio/Supplemental Data
Net assets, end of year (000’s omitted)	$	2,004,504		$	1,824,633		$	1,316,799		$	946,975		$	761,683
Ratio of expenses to average net assets⁽⁴⁾		0.60	%		0.61	%		0.62	%		0.63	%		0.65	%
Ratio of net investment income to average net assets⁽⁴⁾		0.55	%		0.37	%		0.52	%		1.08	%		1.12	%
Portfolio turnover rate		2	%		0	%		0	%		1	%		0	%

(1)	The selected per share data was calculated using the average shares outstanding method for the period.

(2)	Amount less than $(0.005) per share.

(3)	Total investment return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

(4)	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.

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

FREE MARKET FUNDS

Notes to Financial Statements

August 31, 2015

1.	Organization and Significant Accounting Policies

PORTFOLIO VALUATION — Investments in the underlying funds are valued at each fund’s net asset value determined as of the close of business on the New York Stock Exchange (generally 4:00 p.m. Eastern time). As required, some securities and assets may be valued at fair value as determined in good faith by the Company’s Board of Directors. Direct investments in fixed income securities having a remaining maturity of 60 days or less are valued at amortized cost, which approximates market value.

FAIR VALUE MEASUREMENTS — The inputs and valuations techniques used to measure fair value of the Funds’ investments are summarized into three levels as described in the hierarchy below:

• 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.); and

• Level 3 —

significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

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

FREE MARKET U.S. EQUITY FUND


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
Investments in Securities*	$	1,969,844,554	$	1,969,844,554	$	—	$	—

*Please refer to the Portfolio of Investments for further details.

FREE MARKET INTERNATIONAL EQUITY FUND


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
Investments in Securities*	$	1,441,600,159	$	1,441,600,159	$	—	$	—

*Please refer to the Portfolio of Investments for further details.

FREE MARKET FUNDS

Notes to Financial Statements (Continued)

August 31, 2015

FREE MARKET FIXED INCOME FUND


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
Investments in Securities*	$	1,995,872,488	$	1,995,872,488	$	—	$	—

*Please refer to the Portfolio of Investments for further details.

For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) require each Fund to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchase and sales, and transfers in and out of Level 3 during the period. Transfers in and out between Levels are based on values at the end of the period. U.S. GAAP also requires a Fund to disclose amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. A reconciliation of Level 3 investments is presented only when a Fund had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all transfers in and out of each Level within the three-tier hierarchy are disclosed when a Fund had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.

For the year ended August 31, 2015, there were no transfers between Levels 1, 2 and 3 for the Funds.

USE OF ESTIMATES — The Funds are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standards Codification Topic 946. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and those differences could be significant.

INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — Transactions are accounted for on the trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Funds estimate the components of distributions received that may be considered return of capital distributions or capital gain distributions. Each Fund’s investment income, expenses and unrealized and realized gains and losses are allocated daily. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all funds in proportion to their average net assets of RBB, or in such other manner as the Company’s Board of Directors deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are

FREE MARKET FUNDS

Notes to Financial Statements (Continued)

August 31, 2015

accrued daily and taken into account for the purpose of determining the net asset value of the Funds. In addition to the net annual operating expenses that the Funds bear directly, the shareholders indirectly bear the Funds’ pro-rata expenses of the underlying mutual funds in which each Fund invests.

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on the ex-dividend date for all Funds with the exception of the Free Market Fixed Income Fund which declares and pays quarterly dividends from net investment income. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations which may differ from U.S. GAAP.

U.S. TAX STATUS — No provision is made for U.S. income taxes as it is each Fund’s intention to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.

CASH AND CASH EQUIVALENTS — The Funds consider liquid assets deposited with a bank demand deposit account to be cash equivalents. These investments represent amounts held with financial institutions that are readily accessible to pay Fund expenses or purchase investments. Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.

OTHER — In the normal course of business, the Funds may enter into contracts that provide general indemnifications. The Funds’ maximum exposure under these arrangements is dependent on claims that may be made against the Funds in the future, and, therefore, cannot be estimated; however, based on experience, the risk of material loss for such claims is considered remote.

2.	Investment Adviser and Other Services

Matson Money, Inc. (“Matson Money” or the “Adviser”), serves as each Fund’s investment adviser. For its advisory services, Matson Money is entitled to receive 0.50% of the first $1 billion of each Fund’s average daily net assets, 0.49% of each Fund’s average daily net assets over $1 billion to $5 billion and 0.47% of each Fund’s average daily net assets over $5 billion, computed daily and payable monthly. The Adviser has voluntarily agreed to waive its advisory fee and/or reimburse expenses in order to limit Total Annual Operating Expenses to 1.13%, 1.35% and 1.00% of the average daily net assets of the Free Market U.S. Equity Fund, Free Market International Equity Fund and Free Market Fixed Income Fund, respectively. The Adviser may discontinue these arrangements at any time.

BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”), serves as administrator for the Funds. For providing administrative and accounting services, BNY Mellon is entitled to receive a monthly fee equal to an annual percentage rate of the Funds’ average daily net assets and is subject to certain minimum monthly fees.

In addition, BNY Mellon serves as the Funds’ transfer and dividend disbursing agent. For providing transfer agent services, BNY Mellon is entitled to receive a monthly fee, subject to certain minimum, and out of pocket expenses.

Foreside Funds Distributors LLC serves as the principal underwriter and distributor of the Funds’ shares pursuant to a Distribution Agreement with RBB.

FREE MARKET FUNDS

Notes to Financial Statements (Continued)

August 31, 2015

3.	Director Compensation

The Directors of the Company receive an annual retainer and meeting fees for meetings attended. The aggregate remuneration paid to the Directors by the Funds during the year ended August 31, 2015 was $149,681. Certain employees of BNY Mellon serve as an Officer of the Company. They are not compensated by the Funds or the Company.

4.	Investment in Securities

For the year ended August 31, 2015, aggregate purchases and sales of investment securities (excluding short-term investments) of the Funds were as follows:


	Purchases		Sales
Free Market U.S. Equity Fund	$	313,514,808	$	129,142,109
Free Market International Equity Fund		284,943,800		47,943,511
Free Market Fixed Income Fund		226,180,615		38,785,327

5.	Federal Income Tax Information

As of August 31, 2015, the federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by each Fund were as follows:


	Federal Tax Cost		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation (Depreciation)
Free Market U.S. Equity Fund	$	1,546,053,786	$	428,970,941	$	(5,180,173	)	$	423,790,768
Free Market International Equity Fund		1,428,663,556		113,625,544		(100,688,941	)		12,936,603
Free Market Fixed Income Fund		2,007,957,371		2,187,956		(14,272,839	)		(12,084,883	)

The following permanent differences as of August 31, 2015, primarily attributable to redesignation of dividends paid and reclassifications of short-term capital gain distributions, were reclassified among the following accounts:


	Undistributed Net Investment Income		Accumulated Net Realized Gain/(Loss)			Paid-In Capital
Free Market U.S. Equity Fund	$	434,492	$	(434,492	)	$	—
Free Market International Equity Fund		259,526		(259,525	)		(1	)
Free Market Fixed Income Fund		1,976,207		(1,976,207	)		—

FREE MARKET FUNDS

Notes to Financial Statements (Continued)

August 31, 2015

As of August 31, 2015, the components of distributable earnings on a tax basis were as follows:


	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Unrealized Appreciation/ (Depreciation)			Other Temporary Differences
Free Market U.S. Equity Fund	$	3,869,763	$	132,266,646	$	423,790,768		$	—
Free Market International Equity Fund		6,747,760		25,256,784		12,936,603			—
Free Market Fixed Income Fund		2		1,926,666		(12,084,883	)		—

The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.

The tax characters of distributions paid during the fiscal year ended August 31, 2015 and 2014 were as follows:


		Ordinary Income		Long-Term Gains		Total
Free Market U.S. Equity Fund	2015	$	12,868,563	$	69,294,465	$	82,163,028
	2014		9,536,519		44,315,395		53,851,914
Free Market International Equity Fund	2015		30,387,545		27,734,008		58,121,553
	2014		21,275,248		16,001,172		37,276,420
Free Market Fixed Income Fund	2015		11,548,488		6,457,319		18,005,807
	2014		6,397,117		3,094,776		9,491,893

Distributions from net investment income and short term capital gains are treated as ordinary income for federal income tax purposes.

Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2015, the Funds did not have any pre- or post-enactment capital loss carryforwards.

6.	Subsequent Event

Report of Independent Registered Public Accounting Firm

To the Board of Directors of The RBB Fund, Inc. and Shareholders of the of the Free Market U.S. Equity Fund, Free Market International Equity Fund, and Free Market Fixed Income Fund:

In our opinion, the accompanying statements of assets and liabilities, including the portfolios of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Free Market U.S. Equity Fund, the Free Market International Equity Fund, and the Free Market Fixed Income Fund, separately managed portfolios of The RBB Fund, Inc. (the “Funds”) at August 31, 2015, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2015 by correspondence with the custodian and underlying funds’ transfer agent, provide a reasonable basis for our opinion.

LOGO

PricewaterhouseCoopers, LLP

Philadelphia, Pennsylvania

October 23, 2015

FREE MARKET FUNDS

Shareholder Tax Information

(Unaudited)

The tax character of dividends and distributions paid during the fiscal year ended August 31, 2015 were as follows:


	Ordinary Income		Long-Term Gains		Total
Free Market U.S. Equity Fund	$	12,868,563	$	69,294,465	$	82,163,028
Free Market International Equity Fund		30,387,545		27,734,008		58,121,553
Free Market Fixed Income Fund		11,548,488		6,457,319		18,005,807

Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.

The percentage of total ordinary income dividends qualifying for the 15% dividend income tax rate is 96.83% for the Free Market U.S. Equity Fund and 83.19% for the Free Market International Equity Fund.

The percentage of total ordinary dividends qualifying for the corporate dividends received deduction is 96.71% for the Free Market U.S. Equity Fund.

The percentage of qualified interest income related dividends not subject to withholding tax for non-resident aliens and foreign corporations is 44.83% for the Free Market Fixed Income Fund. A total of 0.34% of the dividend distributed during the fiscal year was derived from U.S. Government securities, which is generally exempt from state income tax for the Free Market Fixed Income Fund.

The percentage of ordinary income distributions designated as qualified short-term gain pursuant to the American Job Creation Act of 2004 is 100% for the Free Market International Equity Fund.

Foreign shareholders will generally be subject to U.S. withholding tax on the amount of their ordinary income dividends. They will generally not be entitled to a foreign tax credit or deduction for the withholding taxes paid by the Funds, if any. The Free Market International Equity Fund passed through foreign tax credits of $1,483,645 and earned $53,116,683 of gross foreign source income during the fiscal year.

Shareholders are advised to consult their own tax advisers with respect to the tax consequences of their investment in the Funds.

FREE MARKET FUNDS

Other Information

(Unaudited)

Proxy Voting

Policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve-month period ended June 30 are available without charge, upon request, by calling Free Market Funds at (866) 780-0357, ext. 3863 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

Quarterly Portfolio Schedules

Approval of Investment Advisory Agreement

As required by the 1940 Act, the Board, including all of the Directors who are not “interested persons” of the Company, as that term is defined in the 1940 Act (the “Independent Directors”), considered the renewal of the investment advisory agreement between Matson Money and the Company (the “Advisory Agreement”) on behalf of the Funds at a meeting of the Board held on May 13-14, 2015 (the “Meeting”). At the Meeting, the Board, including all of the Independent Directors, approved the Advisory Agreement for an additional one-year term. The Board’s decision to approve the Advisory Agreement reflects the exercise of its business judgment to continue the existing arrangement. In approving the Advisory Agreement, the Board considered information provided by the Adviser with the assistance and advice of counsel to the Independent Directors and the Company.

In considering the renewal and approval of the Advisory Agreement between the Company and Matson Money with respect to the Funds, the Directors took into account all the materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting. Among other things, the Directors considered (i) the nature, extent, and quality of Matson Money’s services provided to the Funds; (ii) descriptions of the experience and qualifications of Matson Money’s personnel providing those services; (iii) Matson Money’s investment philosophies and processes; (iv) Matson Money’s assets under management and client descriptions; (v) Matson Money’s current advisory fee arrangements with the Company and other similarly managed clients; (vi) Matson Money’s compliance procedures; (vii) Matson Money’s financial information, insurance coverage and profitability analysis related to providing advisory services to the Funds; (viii) the extent to which economies of scale are relevant to the Funds; (ix) a report prepared by Lipper comparing each Fund’s management fees and total expense ratio to those of its respective Lipper Group and comparing the performance of each Fund to the performance of its respective Lipper Group; and (x) a report comparing the performance of each Fund to the performance of its primary and composite benchmarks.

As part of their review, the Directors considered the nature, extent and quality of the services provided by Matson Money, referring back to their discussion during Matson Money’s presentation earlier in the Meeting. The Directors concluded that Matson Money had substantial resources to provide services to the Funds and that Matson Money’s services had been acceptable.

The Directors also considered the investment performance of the Funds and Matson Money. Information on the Funds’ investment performance was provided since inception and for one-, three- and five-year periods, and for the quarter ended March 31, 2015. The Directors considered the Funds’ investment performance in light of their investment objectives and investment strategies. The Directors concluded that the investment performance of each of the Funds as compared to their respective benchmarks and Lipper Groups was acceptable. In reaching this conclusion, the Directors observed that the Free Market U.S. Equity Fund had outperformed its benchmark for the since inception period, the Free Market International Equity

FREE MARKET FUNDS

Other Information

(Unaudited)

Fund had outperformed its benchmark for the since inception period, and the Free Market Fixed Income Fund had outperformed its benchmark for the year-to-date period.

After reviewing the information regarding the Funds’ costs, profitability and economies of scale, and after considering Matson Money’s services, the Directors concluded that the investment advisory fees paid by the Funds were fair and reasonable and that the Advisory Agreement should be approved and continued for an additional one-year period ending August 16, 2016.

FREE MARKET FUNDS

Company Management

(Unaudited)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS
Julian A. Brodsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 7/33	Director	1988 to present	From 1969 to 2011, Director and Vice Chairman, Comcast Corporation (cable television and communications).	21	AMDOCS Limited (service provider to telecommunications companies).
J. Richard Carnall 103 Bellevue Parkway Wilmington, DE 19809 DOB: 9/38	Director	2002 to present	Since 1984, Director of Haydon Bolts, Inc. (bolt manufacturer) and Parkway Real Estate Company (subsidiary of Haydon Bolts, Inc.); since March 2004, Director of Cornerstone Bank.	21	None
Gregory P. Chandler 103 Bellevue Parkway Wilmington, DE 19809 DOB: 12/66	Director	2012 to present	Since May 2009, Chief Financial Officer, Emtec, Inc. (information technology consulting/services); from February 2003-April 2009, Managing Director, head of Business Services and IT Services Practice, Janney Montgomery Scott LLC (investment banking/brokerage).	21	Emtec, Inc.; FS Investment Corporation (business development company); FS Energy and Power Fund (business development company).
Nicholas A. Giordano 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/43	Director	2006 to present	Since 1997, Consultant, financial services organizations.	21	Kalmar Pooled Investment Trust (registered investment company); Wilmington Funds (registered investment company); WT Mutual Fund (registered investment company) (until March 2012); Independence Blue Cross; Intricon Corp. (producer of medical devices).
Jay F. Nusblatt 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/61	Director	2012 to present	From July 2010 to March 2015, Head of U.S. Fund Accounting and Administration, BNY Mellon Asset Servicing; from 2006 to July 2010, Senior Vice President, Fund Accounting and Administration, PNC Global Investment Servicing.	21	None

FREE MARKET FUNDS

Company Management (Concluded)

(Unaudited)


Name, Address, and Age	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS
Arnold M. Reichman 103 Bellevue Parkway Wilmington, DE 19809 DOB: 5/48	Chairman Director	2005 to present 1991 to present	Since 2006, Co-Founder and Chief Executive Officer, Lifebooker, LLC.	21	Independent Trustee of EIP Investment Trust (Registered Investment Company).
Robert A. Straniere 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/41	Director	2006 to present	Since 2009, Administrative Law Judge, New York City; since 1980, Founding Partner, Straniere Law Group.	21	Reich and Tang Group (asset management).
INTERESTED DIRECTOR²
Robert Sablowsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/38	Director	1991 to present	Since July 2002, Senior Vice President and prior thereto, Executive Vice President, of Oppenheimer & Co., Inc. (a registered broker-dealer).	21	None
OFFICERS
Salvatore Faia, JD, CPA, CFE Vigilant Compliance Services Brandywine Two 5 Christy Drive, Suite 208 Chadds Ford, PA 19317 DOB: 12/62	President Chief Compliance Officer	2009 to present 2004 to present	Since 2004, President, Vigilant Compliance Services; since 2005, Independent Trustee of EIP Investment Trust (Registered Investment Company).	N/A	N/A
Joel Weiss 103 Bellevue Parkway Wilmington, DE 19809 DOB: 1/63	Treasurer	2009 to present	Since 1993, Vice President and Managing Director, BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A
Christina Morse 301 Bellevue Parkway Wilmington, DE 19809 DOB: 12/64	Secretary	2015 to present	Since August 2014, Vice President and Counsel, BNY Mellon Investment Servicing (US) Inc. (financial services company); from August 2013 to July 2014, Counsel, Lord, Abbett & Co. LLC; from May 2009 to July 2013, Vice President, BNY Mellon Investment Servicing (US) Inc.	N/A	N/A
James G. Shaw 103 Bellevue Parkway Wilmington, DE 19809 DOB: 10/60	Assistant Treasurer	2005 to present	Since 1995, Senior Director and Vice President of BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A
Michael P. Malloy One Logan Square, Ste. 2000 Philadelphia, PA 19103 DOB: 7/59	Assistant Secretary	1999 to present	Since 1993, Partner, Drinker Biddle & Reath LLP (law firm).	N/A	N/A

*	Each Director oversees twenty-one portfolios of the Company that are currently offered for sale.

^1.

Subject to the Company’s Retirement Policy, each Director may continue to serve as a Director until the last day of the calendar year in which the applicable Director attains age 75 or until his successor is elected and qualified or his death, resignation or removal. The Board reserves the right to waive the requirements of the Policy with respect to an individual Director. The Board has approved waivers of the policy with respect to Messrs. Brodsky, Carnall, and Sablowsky. Each officer holds office at the pleasure of the Board of Directors until the next special meeting of the Company or until his or her successor is duly elected and qualified, or until he or she dies, resigns or is removed.

^2.

FREE MARKET FUNDS

Privacy Notice

(Unaudited)


FACTS		WHAT DO THE FREE MARKET FUNDS DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Free Market Funds choose to share; and whether you can limit this sharing.


Reasons we can share your personal information	Do the Free Market Funds share?	Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes – to offer our products and services to you	Yes	No
For joint marketing with other financial companies	Yes	No
For our affiliates’ everyday business purposes – information about your transactions and experiences	Yes	No
For our affiliates’ everyday business purposes – information about your creditworthiness	No	We don’t share
For our affiliates to market to you	No	We don’t share
For nonaffiliates to market to you	No	We don’t share


Questions?		Call (866) 573-2152 or go to www.MatsonMoney.com

FREE MARKET FUNDS

Privacy Notice (Concluded)

(Unaudited)


What we do

How does the Free Market Funds protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does the Free Market Funds collect my personal information?		We collect your personal information, for example, when you • open an account • provide account information • give us your contact information • make a wire transfer • tell us where to send the money We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only • sharing for affiliates’ everyday business purposes – information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies. • Our affiliates include McGriff Video Productions and Matson Money, Inc.
Nonaffiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies. • The Free Market Funds don’t share with nonaffiliates so they can market to you. The Funds may share information with nonaffiliates that perform marketing services on our behalf.
Joint marketing		A formal agreement between nonaffiliated financial companies that together market financial products or services to you. • The Free Market Funds may share your information with other financial institutions with whom we have joint marketing arrangements who may suggest additional fund services or other investment products which may be of interest to you.

Investment Adviser

Matson Money, Inc.

5955 Deerfield Blvd.

Mason, OH 45040

Administrator

BNY Mellon Investment Servicing (US) Inc.

301 Bellevue Parkway

Wilmington, DE 19809

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Principal Underwriter

Foreside Funds Distributors LLC

400 Berwyn Park

899 Cassatt Road

Berwyn, PA 19312

Custodian

The Bank of New York Mellon

One Wall Street

New York, NY 10286

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

Two Commerce Square, Suite 1800

2001 Market Street

Philadelphia, PA 19103-7042

Legal Counsel

Drinker Biddle & Reath LLP

One Logan Square, Ste. 2000

Philadelphia, PA 19103-6996

FMF-AR15

MATSON MONEY U.S. EQUITY VI PORTFOLIO

MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO

MATSON MONEY FIXED INCOME VI PORTFOLIO

THE RBB FUND, INC.

ANNUAL REPORT

August 31, 2015

This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Funds.

MATSON MONEY VI PORTFOLIOS

Annual Investment Adviser’s Report

August 31, 2015

(Unaudited)

August 31, 2015

Dear Shareholder,

Enclosed is your annual report for the fiscal year ended August 31, 2015.

Equity markets, both domestic and international, have experienced increased volatility over the last 12 months and broad based negative returns over the last quarter. The end of 2014 saw a decline in international equities, while domestic equities stayed fairly flat. International equities rallied and showed strong returns through the first two quarters of 2015 — particularly in the developed markets — but could not hold on to these gains as markets fell sharply into the third quarter. Several factors have influenced markets over the past year. A strong dollar and a weakening demand for oil resulted in oil prices dropping and commodity markets in general staying depressed through much of the fiscal year. Internationally, there were several geopolitical events that put strain on equity markets. For much of 2015, the impending Greek default and potential Greek exit from the EU weighed heavily. Later in the summer, the Chinese stock market decline caused some uneasiness with investors. These events certainly impacted investor sentiment, and as such, the international markets reversed gains from early 2015. However, even with some domestic good news, US investors were not sheltered from the effects of the global economy. Without a major bounce, the S&P 500 is on its way to its first negative year since 2008.

The Matson Money Fixed Income VI Portfolio, the Matson Money U.S. Equity VI Portfolio and the Matson Money International Equity VI Portfolio had returns of -0.06%, -3.92%, and -11.77%, respectively, for the year ended August 31, 2015. This compared with a return of 1.21% for the Citigroup World Govt. Bond 1-5 Year Hedged U.S. Dollar Index, a decline of -0.32% in the Russell 2500^® Index and a decline of -9.25% in the MSCI World (excluding U.S.) Index, respectively.

Despite the turbulence in the market, seasoned investors, like Matson Money VI Fund shareholders, did not panic and let the short term volatility affect their long term investing goals. When an investor can keep focused on the long term, and adhere to a prudent investment philosophy, the day-to-day ups and downs do not seem as threatening.

Matson Money strives to deliver the performance of capital markets and add value through Free Market Investment strategies and Structured Market Portfolios. Grounded in the conviction that free markets work, Matson Money avoids the cost-generating activity of stock picking and market timing. Instead, we focus on the dimensions of capital markets that reward investors as intelligently and effectively as possible. Our disciplined approach to life-long investing provides both the individual investor and the financial professional with the academic foundation upon which to help achieve investment goals.

Each Matson Money VI Fund strategy targets a broad and diverse group of stocks or bonds across various markets, using other mutual funds that specifically target certain asset classes. The Funds are broadly diversified and designed to work together in your total investment plan.

We appreciate your support and confidence in our firm’s investment philosophy, process, and people. As always, we also appreciate your continued investment towards your long term goals.

Thank you for investing with Matson Money, Inc.

LOGO

Mark E Matson

Chief Executive Officer

Matson Money, Inc.

MATSON MONEY VI PORTFOLIOS

Annual Investment Adviser’s Report (Continued)

August 31, 2015

(Unaudited)

Matson Money U.S. Equity VI Portfolio — Investment Review

The year ended August 31, 2015 proved turbulent for investors as a result of the volatility in the global economy and financial markets. U.S. stocks erased early gains and finished fairly flat, while global stocks finished negative for the year ended August 31. Despite a strong finish in 2014 and encouraging economic news by way of continued low interest rates and decreasing unemployment, U.S. stocks reversed course in 2015 as global economic tensions rose in the Eurozone and China’s financial system went through a decline. The volatility over the recent year underscores the importance of not reacting on the emotion created by short term movements, and instead maintaining a well-diversified portfolio. Returns for the broad market within the U.S, as measured by the Russell 3000, was 0.36%. Asset Class returns ranged from 0.48% in the S&P 500 index, to -4.95% for the Russell 2000 Value Index (US small cap value).

For the year ended August 31, 2015, the Matson Money U.S. Equity VI Portfolio provided a total return of -3.92% at net asset value. This compares with a return of -0.32% for the Portfolio’s benchmark, the Russell 2500^® Index.

Nevertheless, as a result of the Matson Money U.S. Equity VI Portfolio’s diversified investment approach, performance principally was determined by broad structural trends in equity markets, rather than the behavior of a limited number of stocks. Among the most important factors explaining differences in the behavior of diversified equity funds, like the Matson Money U.S. Equity VI Portfolio, are company size and company value/growth characteristics of the underlying fund holdings. Size is measured by market capitalization and “value” classification is a function of stock price relative to one or more fundamental characteristics.

U.S. Large Company Stocks performed better than Small Company Stocks. The Russell 2000^® Index has returned 0.03% while the S&P 500^® Index was up 0.48% for the year ended August 31, 2015. Furthermore, for the same time period, the Russell 2000^® Value Index returned -4.95% and the Russell 1000 Value Index, returned -3.48%.

In summary, U.S. large cap stocks performed slightly better than small cap and US growth stocks did better than US value stocks, which also contributed to the returns of the Portfolio.

Today’s environment underscores that markets are highly unpredictable over the short term. In other words, anything can happen, so a balanced, diversified, long-term approach is favored.

MATSON MONEY VI PORTFOLIOS

Annual Investment Adviser’s Report (Continued)

August 31, 2015 (Unaudited)

Matson Money U.S. Equity VI Portfolio

Comparison of Change in Value of $10,000 Investment in

Matson Money U.S. Equity VI Portfolio vs. Russell 2500^® Index and Composite Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Portfolio made on February 18, 2014 (commencement of operations) and reflects Portfolio expenses. Investors should note that the Portfolio is a professionally managed mutual fund while the Russell 2500^® Index and Composite Index are unmanaged, do not incur sales charges and/or expenses and are not available for investment.


Total Returns for the Periods Ended August 31, 2015
	Average Annual
	1 Year		Since Inception*
Matson Money U.S. Equity VI Portfolio		-3.92%		1.93%
Russell 2500^® Index		-0.32%		4.88%
Composite Index**		-1.96%		4.55%

*	The Portfolio commenced operations on February 18, 2014.

**	The Composite Index is comprised of the S&P 500^® Index, Russell 1000^® Value Index, Russell 2000^® Index and Russell 2000^® Value Index, weighted 25%, 25%, 25% and 25%, respectively.

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Portfolio distributions or on the redemption of Portfolio shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Portfolio’s gross annual operating expense ratio, as stated in the current prospectus is 4.36% (included in the ratio is 0.29% attributable to acquired fund fees and expenses). The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses for the Portfolio to the extent that total annual portfolio operating expenses (other than acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) exceed 1.13% of the average daily net assets of the Portfolio. This contractual limitation is in effect until December 31, 2015 and may not be terminated without the approval of the Company’s Board of Directors. The Portfolio’s net annual operating expense ratio as stated in the prospectus is 1.13%.

The Portfolio’s aggregate total return since inception is based on a increase in net asset value from $25.00 per share on February 18, 2014 (commencement of operations) to $25.65 per share on August 31, 2015.

The Matson Money U.S. Equity VI Portfolio underlying funds invest in small-cap and micro-cap stocks, large-cap stocks and other equity securities. In addition to the ordinary risks of equity investing, small companies entail special risk. Small companies tend to have more risk than large companies. An investor in the Portfolio will incur the expenses of the underlying funds in addition to the Portfolio’s expenses.

MATSON MONEY VI PORTFOLIOS

Annual Investment Adviser’s Report (Continued)

August 31, 2015

(Unaudited)

Matson Money International Equity VI Portfolio — Investment Review

The global conditions proved unsettling for investors during the year ended August 31, 2015, and were especially tumultuous for emerging market countries. Tensions in the Eurozone culminating with a Greek default and decelerating growth in China, which spurred a financial collapse, caused a decline in investor confidence in the global markets. Despite a renaissance with strong positive returns in early 2015, the geopolitical turmoil proved too much, resulting in losses in the broad international markets.

For the year ended August 31, 2015, the Matson Money International Equity VI Portfolio was down -11.77%. This compares with a return of -9.25% for the Portfolio’s benchmark, the MSCI World (excluding U.S.) Index.

As a result of the Matson Money International Equity VI Portfolio’s diversified investment approach, performance principally was determined by broad structural trends in global equity markets, rather than the behavior of a limited number of stocks. Among the most important factors explaining differences in the behavior of diversified equity funds, like the Matson Money International Equity VI Portfolio, are company size and company value/growth characteristics of the underlying fund holdings and broad exposure to emerging market equities.

International Large Company Stocks fared better than International Small Company Stocks. The MSCI EAFE Index (gross of dividends) returned -7.07% from September 1, 2014 through August 31, 2015, while the MSCI EAFE Small Cap Index was down -1.53%. Furthermore, for the same time period, the MSCI EAFE Value Index (gross of dividends) decreased -10.20% versus MSCI EAFE Small Cap Value Index at -5.15% and the MSCI Emerging Markets Index (net of dividends) down -22.95%.

In summary, factors that hindered the Portfolio’s return compared to the benchmark can largely be explained by its exposure to emerging markets, as well as its tilt toward value stocks, despite its weighting toward small company stocks, which did provide a premium over large cap stocks.

Today’s environment underscores that markets are highly unpredictable over the short term. In other words, anything can happen, so a balanced, diversified, long-term approach is favored.

MATSON MONEY VI PORTFOLIOS

Annual Investment Adviser’s Report (Continued)

August 31, 2015 (Unaudited)

Matson Money International Equity VI Portfolio

Comparison of Change in Value of $10,000 Investment in

Matson Money International Equity VI Portfolio vs. MSCI World (excluding U.S.) Index and Composite Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Portfolio made on February 18, 2014 (commencement of operations) and reflects Portfolio expenses. Investors should note that the Portfolio is a professionally managed mutual fund while the MSCI World (excluding U.S.) Index and Composite Index are unmanaged, do not incur sales charges and/or expenses and are not available for investment.


Total Returns for the Periods Ended August 31, 2015
	Average Annual
	1 Year		Since Inception*
Matson Money International Equity VI Portfolio		-11.77%		-5.89%
MSCI World (excluding U.S.) Index		-9.25%		-1.28%
Composite Index**		-10.07%		-1.35%

*	The Portfolio commenced operations on February 18, 2014.

**	The Composite Index is comprised of the MSCI EAFE Index, MSCI EAFE Value Index, MSCI EAFE Small Cap Index, and MSCI Emerging Markets Index, weighted 25%, 25%, 25% and 25%, respectively.

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Portfolio distributions or on the redemption of Portfolio shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Portfolio’s gross annual operating expense ratio, as stated in the current prospectus is 5.61% (included in the ratio is 0.54% attributable to acquired fund fees and expenses). The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses for the Portfolio to the extent that total annual portfolio operating expenses (other than acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) exceed 1.35% of the average daily net assets of the Portfolio. This contractual limitation is in effect until December 31, 2015 and may not be terminated without the approval of the Company’s Board of Directors. The Portfolio’s net annual operating expense ratio as stated in the prospectus is 1.35%.

The Portfolio’s aggregate total return since inception is based on a increase in net asset value from $25.00 per share on February 18, 2014 (commencement of operations) to $22.48 per share on August 31, 2015.

Portfolio composition is subject to change.

The Matson Money International Equity VI Portfolio’s underlying funds invest in common stock, preferred stock, securities convertible into stocks and other equity securities issued by foreign companies. In addition to the ordinary risks of equity investing, foreign and small companies entail special risk. The return on foreign equities may be adversely affected by currency fluctuations. Emerging markets may be subject to social instability and lack of market liquidity. Small companies tend to have more risk than large companies. An investor in the Portfolio will incur the expenses of the underlying funds in addition to the Portfolio’s expenses.

MATSON MONEY VI PORTFOLIOS

Annual Investment Adviser’s Report (Continued)

August 31, 2015

(Unaudited)

Matson Money Fixed Income VI Portfolio — Investment Review

The U.S. economy grew modestly during the year ended August 31, 2015. Total unemployment continued its decline toward pre-crash levels. Monetary policy remains accommodative, and the Federal Reserve did not make any changes to its policy of keeping the target for the federal funds rate near zero. With the end of the Federal Reserve’s “easy money” policy looming on the horizon, interest rate-sensitive assets generally returned relatively low results. Non-U.S. fixed income performed slightly better than U.S. fixed income. The broad proxy for the U.S. bond market, the Barclays Capital U.S. Aggregate Bond Index, produced a 1.56% return, while the Barclays Global Aggregate Bond Index (hedged) returned 2.23% for the year ended August 31, 2015. In comparison, the Bank of America Merrill Lynch Three Month Treasury Bill Index returned just 0.03%.

The Matson Money Fixed Income VI Portfolio focuses on mutual funds that invest in global high quality and shorter-term Government and Corporate fixed income assets. For the year ended August 31, 2015, the Matson Money Fixed Income VI Portfolio provided a total return of -0.06%. This compares with a return of 1.21% for the Portfolio’s benchmark, the Citigroup World Government Bond 1-5 Year Currency Hedged US Dollar Index.

The Portfolio performed slightly under its benchmark for the period but performed as expected. A contributing factor to the performance of the Portfolio compared to the benchmark was the Portfolio’s slightly lower exposure to certain global markets and more exposure to high quality U.S. Government Bonds.

MATSON MONEY VI PORTFOLIOS

Annual Investment Adviser’s Report (Continued)

August 31, 2015 (Unaudited)

Matson Money Fixed Income VI Portfolio

Comparison of Change in Value of $10,000 Investment in

Matson Money Fixed Income VI Portfolio vs. Citigroup World Govt. Bond 1-5 Year Currency

Hedged U.S. Dollar Index and Composite Index

LOGO

The chart assumes a hypothetical $10,000 minimum initial investment in the Portfolio made on February 18, 2014 (commencement of operations) and reflects Portfolio expenses. Investors should note that the Portfolio is a professionally managed mutual fund while the Citigroup World Govt. Bond 1-5 Year Currency Hedged U.S. Dollar Index and Composite Index are unmanaged, do not incur sales charges and/or expenses and are not available for investment.


Total Returns for the Periods Ended August 31, 2015
	Average Annual
	1 Year		Since Inception*
Matson Money Fixed Income VI Portfolio		-0.06%		0.17%
Citigroup World Govt. Bond 1-5 Year Currency Hedged U.S. Dollar Index		1.21%		1.40%
Composite Index**		1.13%		1.56%

*	The Portfolio commenced operations on February 18, 2014.

**	The Composite Index is comprised of the Three-Month Treasury Bill Index, Barclays Capital Intermediate Government Bond Index, BofA Merrill Lynch 1-3 Year US Government/Corporate Index and Barclays Capital Aggregate Bond Index, weighted 25%, 25%, 25% and 25%, respectively.

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Portfolio distributions or on the redemption of Portfolio shares. For performance data current to the most recent month-end, please call 1-866-780-0357 ext. 3863. The Portfolio’s gross annual operating expense ratio, as stated in the current prospectus is 3.59% (included in the ratio is 0.19% attributable to acquired fund fees and expenses). The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses for the Portfolio to the extent that total annual portfolio operating expenses (other than acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes) exceed 1.00% of the average daily net assets of the Portfolio. This contractual limitation is in effect until December 31, 2015 and may not be terminated without the approval of the Company’s Board of Directors. The Portfolio’s net annual operating expense ratio as stated in the prospectus is 1.00%.

The Portfolio’s aggregate total return since inception is based on an increase in net asset value from $25.00 per share on February 18, 2014 (commencement of operations) to $24.93 per share on August 31, 2015.

Portfolio composition is subject to change.

The Matson Money Fixed Income VI Portfolio’s underlying funds invest in fixed income securities. The underlying funds may invest their assets in bonds and other debt securities issued by domestic and foreign governments and companies. Debt instruments involve the risk that their prices will fall when interest rates rise, and they are subject to the risk that the borrower may default. In addition, the return on foreign debt securities may be adversely affected by currency fluctuations. An investor in the Portfolio will incur expenses of the underlying funds in addition to the Portfolio’s expenses.

MATSON MONEY VI PORTFOLIOS

Portfolio Expense Examples

(Unaudited)

As a shareholder of the Portfolio(s), you incur two types of costs: (1) transaction costs; and (2) ongoing costs, including management fees and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio(s) and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the six-month period from March 1, 2015 through August 31, 2015, and held for the entire period.

Actual Expenses

Hypothetical Example for Comparison Purposes

The second line of the accompanying tables provides information about hypothetical account values and hypothetical expenses based on each Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in each Portfolio and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.


	Matson Money U.S. Equity VI Portfolio
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	943.00	$	5.53
Hypothetical (5% return before expenses)		1,000.00		1,019.51		5.75

	Matson Money International Equity VI Portfolio
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	929.30	$	6.56
Hypothetical (5% return before expenses)		1,000.00		1,018.40		6.87

MATSON MONEY VI PORTFOLIOS

Portfolio Expense Examples (Concluded)

(Unaudited)



	Matson Money Fixed Income VI Portfolio
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	996.40	$	5.03
Hypothetical (5% return before expenses)		1,000.00		1,020.16		5.09

Expenses are equal to an annualized six-month expense ratio of 1.13%, 1.35% and 1.00% for Matson Money U.S. Equity VI Portfolio, Matson Money International Equity VI Portfolio and Matson Money Fixed Income VI Portfolio, respectively, multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365 to reflect the one-half year period.

The annualized expense ratios do not reflect fees and expenses associated with the underlying funds. If such fees and expenses had been included, the expenses would have been higher. The range weighted expense ratios of the underlying funds held by the Portfolios, as stated in their current prospectuses, were as follows:


Matson Money U.S. Equity VI Portfolio	Matson Money International Equity VI Portfolio	Matson Money Fixed Income VI Portfolio
0.01%-0.08%	0.01%-0.19%	0.01%-0.05%

Each Portfolio’s ending account values on the first line each table are based on the actual six-month total return for each Portfolio of -5.70% for Matson Money U.S. Equity VI Portfolio, -7.07% for the Matson Money International Equity VI Portfolio and -0.36% for the Matson Money Fixed Income VI Portfolio.

MATSON MONEY VI PORTFOLIOS

MATSON MONEY U.S. EQUITY VI PORTFOLIO

Portfolio of Investments

August 31, 2015


	Number of Shares		Value

EQUITY FUNDS — 98.9%
U.S. Large Cap Value Portfolio III(a)		154,600	$	3,551,166
U.S. Large Company Portfolio(a)		116,050		1,812,710
U.S. Micro Cap Portfolio(b)		109,783		2,059,531
U.S. Small Cap Portfolio(b)		67,607		2,053,231
U.S. Small Cap Value Portfolio(b)		41,387		1,367,431
VA U.S. Large Value Portfolio(b)		24,605		537,856
VA U.S. Targeted Value Portfolio(b)		116,436		2,060,911

TOTAL EQUITY FUNDS (Cost $14,041,586)				13,442,836

TOTAL INVESTMENTS — 98.9% (Cost $14,041,586)				13,442,836

OTHER ASSETS IN EXCESS OF LIABILITIES — 1.1%				155,169

NET ASSETS — 100.0%			$	13,598,005

Portfolio Holding Summary Table

(Unaudited)


	% of Net Assets		Value
Equity Funds		98.9%	$	13,442,836
Other Assets In Excess Of Liabilities		1.1%		155,169

NET ASSETS		100.0%	$	13,598,005

(a)	A portfolio of Dimensional Investment Group Inc.

(b)	A portfolio of DFA Investment Dimensions Group Inc.

Portfolio holdings are subject to change at any time.

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

MATSON MONEY VI PORTFOLIOS

MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO

Portfolio of Investments

August 31, 2015


	Number of Shares		Value

INTERNATIONAL EQUITY FUNDS — 99.4%
DFA International Small Cap Value Portfolio(a)		142,160	$	2,742,274
DFA International Value Portfolio III(b)		197,057		2,892,803
Emerging Markets Portfolio(a)		23,486		509,640
Emerging Markets Small Cap Portfolio(a)		26,057		462,504
Emerging Markets Value Portfolio(a)		21,406		467,945
Large Cap International Portfolio(a)		18,567		374,126
VA International Small Portfolio(b)		144,405		1,660,653
VA International Value Portfolio(b)		41,175		469,801

TOTAL INTERNATIONAL EQUITY FUNDS (Cost $10,513,492)				9,579,746

TOTAL INVESTMENTS — 99.4% (Cost $10,513,492)				9,579,746

OTHER ASSETS IN EXCESS OF LIABILITIES — 0.6%				61,430

NET ASSETS — 100.0%			$	9,641,176

Portfolio Holding Summary Table

(Unaudited)


	% of Net Assets		Value
International Equity Funds		99.4%	$	9,579,746
Other Assets In Excess Of Liabilities		0.6%		61,430

NET ASSETS		100.0%	$	9,641,176

(a)	A portfolio of DFA Investment Dimensions Group Inc.

(b)	A portfolio of Dimensional Investment Group Inc.

Portfolio holdings are subject to change at any time.

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

MATSON MONEY VI PORTFOLIOS

MATSON MONEY FIXED INCOME VI PORTFOLIO

Portfolio of Investments

August 31, 2015


	Number of Shares		Value

FIXED INCOME FUNDS — 98.8%
DFA Five-Year Global Fixed Income Portfolio(a)		164,816	$	1,812,973
DFA Inflation Protected Securities Portfolio(a)		78,148		908,863
DFA Intermediate Government Fixed Income Portfolio(a)		171,772		2,172,923
DFA One-Year Fixed Income Portfolio(a)		379,079		3,908,306
DFA Short-Term Fixed Portfolio(a)		35,328		360,695
DFA Short-Term Government Portfolio(a)		135,283		1,451,589
DFA Two-Year Global Fixed Income Portfolio(a)		457,181		4,544,378
VA Global Bond Portfolio(a)		251,024		2,721,096

TOTAL FIXED INCOME FUNDS (Cost $17,896,184)				17,880,823

TOTAL INVESTMENTS — 98.8% (Cost $17,896,184)				17,880,823

OTHER ASSETS IN EXCESS OF LIABILITIES — 1.2%				217,520

NET ASSETS — 100.0%			$	18,098,343

Portfolio Holding Summary Table

(Unaudited)


	% of Net Assets		Value
Fixed Income Funds		98.8%	$	17,880,823
Other Assets In Excess Of Liabilities		1.2%		217,520

NET ASSETS		100.0%	$	18,098,343

(a)	A portfolio of DFA Investment Dimensions Group Inc.

Portfolio holdings are subject to change at any time.

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

MATSON MONEY VI PORTFOLIOS

Statements of Assets And Liabilities

August 31, 2015


	Matson Money U.S. Equity VI Portfolio			Matson Money International Equity VI Portfolio			Matson Money Fixed Income VI Portfolio
ASSETS
Investments in non-affiliated funds, at value †	$	13,442,836		$	9,579,746		$	17,880,823
Cash and cash equivalents		203,762			102,050			275,440
Receivables
Receivable for capital shares sold		2,710			4,617			41
Receivable from Investment Adviser		7,984			9,857			11,357
Prepaid expenses and other assets		2,875			2,834			2,898

Total assets		13,660,167			9,699,104			18,170,559

LIABILITIES
Payables
Audit fees		25,441			25,441			25,441
Transfer agent fees		11,366			10,145			11,548
Administration and accounting fees		9,754			9,187			10,385
Custodian fees		5,177			5,177			5,177
Capital shares redeemed		—			—			7,318
Advisory fees		4,911			2,908			5,668
Printing fees		3,670			2,137			4,301
Other accrued expenses and liabilities		1,843			2,933			2,378

Total liabilities		62,162			57,928			72,216

Net Assets	$	13,598,005		$	9,641,176		$	18,098,343

NET ASSETS CONSISTS OF
Par value	$	530		$	429		$	726
Paid-in capital		13,747,750			10,530,189			18,162,697
Undistributed/accumulated net investment loss		(33,525	)		(11,990	)		(66,535	)
Accumulated net realized gain from investments		482,000			56,294			16,816
Net unrealized depreciation on investments		(598,750	)		(933,746	)		(15,361	)

Net Assets	$	13,598,005		$	9,641,176		$	18,098,343

Shares outstanding ($0.001 par value, 200,000,000 shares authorized)		530,158			428,928			725,847

Net asset value, offering and redemption price per share	$	25.65		$	22.48		$	24.93

† Investment in non-affiliated funds, at cost	$	14,041,586		$	10,513,492		$	17,896,184

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

MATSON MONEY VI PORTFOLIOS

Statements of Operations

For the Year Ended August 31, 2015


	Matson Money U.S. Equity VI Portfolio			Matson Money International Equity VI Portfolio			Matson Money Fixed Income VI Portfolio
Investment Income
Dividends from non-affiliated funds	$	150,780		$	194,951		$	162,066
Interest income		13			10			14

Total investment income		150,793			194,961			162,080


Expenses
Advisory fees (Note 2)		60,182			43,157			73,445
Audit fees		37,998			37,282			38,725
Directors’ and officers’ fees		21,130			21,023			21,200
Custodian fees (Note 2)		14,405			15,255			14,515
Legal fees		14,131			10,392			19,710
Printing and shareholder reporting fees		10,974			5,830			16,196
Administration and accounting fees (Note 2)		7,716			6,174			9,285
Transfer agent fees (Note 2)		3,892			2,041			4,555
Other expenses		3,329			2,960			3,819

Total expenses		173,757			144,114			201,450

Less: Advisory fee waiver		(37,729	)		(27,575	)		(54,542	)

Net operating expenses		136,028			116,539			146,908

Net investment income		14,765			78,422			15,172


Net realized and unrealized gain/(loss) from investments
Net realized gain/(loss) from:
Non-affiliated funds		88,991			(48,263	)		369
Capital gain distributions from non-affiliated fund investments		395,633			111,526			23,034
Net change in unrealized appreciation/(depreciation) on:
Non-affiliated funds		(928,940	)		(989,329	)		(49,374	)

Net realized and unrealized loss on investments		(444,316	)		(926,066	)		(25,971	)

Net decrease in net assets resulting from operations	$	(429,551	)	$	(847,644	)	$	(10,799	)

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

MATSON MONEY U.S. EQUITY VI PORTFOLIO

Statements of Changes in Net Assets


	For the Year Ended August 31, 2015			For the Period February 18, 2014* through August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income/(loss)	$	14,765		$	(10,724	)
Net realized gain from investments		484,624			830
Net change in unrealized appreciation/(depreciation) on investments		(928,940	)		330,190

Net increase/(decrease) in net assets resulting from operations		(429,551	)		320,296


Dividends and distributions to shareholders from:
Net investment income		(41,020	)		—

Net decrease in net assets from dividends and distributions to shareholders		(41,020	)		—


Capital share transactions:
Proceeds from shares sold		8,285,808			7,592,809
Reinvestment of distributions		41,020			—
Shares redeemed		(2,074,633	)		(96,724	)

Net increase in net assets from capital shares		6,252,195			7,496,085

Total increase in net assets		5,781,624			7,816,381


Net assets:
Beginning of period		7,816,381			—

End of period	$	13,598,005		$	7,816,381

Undistributed/accumulated net investment loss, end of period	$	(33,525	)	$	(9,736	)


Share transactions:
Shares sold		313,052			295,612
Dividends and distributions reinvested		1,520			—
Shares redeemed		(76,233	)		(3,793	)

Net increase in shares outstanding		238,339			291,819

*	Commencement of operations

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

MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO

Statements of Changes in Net Assets


	For the Year Ended August 31, 2015			For the Period February 18, 2014* through August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income	$	78,422		$	7,620
Net realized gain from investments		63,263			1,459
Net change in unrealized appreciation/(depreciation) on investments		(989,329	)		55,583

Net increase/(decrease) in net assets resulting from operations		(847,644	)		64,662


Dividends and distributions to shareholders from:
Net investment income		(104,954	)		—
Net realized capital gains		(1,506	)		—

Net decrease in net assets from dividends and distributions to shareholders		(106,460	)		—


Capital share transactions:
Proceeds from shares sold		6,557,941			5,464,106
Reinvestment of distributions		106,460			—
Shares redeemed		(1,476,695	)		(121,194	)

Net increase in net assets from capital shares		5,187,706			5,342,912

Total increase in net assets		4,233,602			5,407,574


Net assets:
Beginning of period		5,407,574			—

End of period	$	9,641,176		$	5,407,574

Undistributed/accumulated net investment income/(loss), end of period	$	(11,990	)	$	7,620


Share transactions:
Shares sold		275,347			214,126
Dividends and distributions reinvested		4,641			—
Shares redeemed		(60,454	)		(4,732	)

Net increase in shares outstanding		219,534			209,394

*	Commencement of operations

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

MATSON MONEY FIXED INCOME VI PORTFOLIO

Statements of Changes in Net Assets


	For the Year Ended August 31, 2015			For the Period February 18, 2014* through August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment income/(loss)	$	15,172		$	(13,039	)
Net realized gain/(loss) from investments		23,403			(13	)
Net change in unrealized appreciation/(depreciation) on investments		(49,374	)		34,013

Net increase/(decrease) in net assets resulting from operations		(10,799	)		20,961


Dividends and distributions to shareholders from:
Net investment income		(75,242	)		—

Net decrease in net assets from dividends and distributions to shareholders		(75,242	)		—


Capital share transactions:
Proceeds from shares sold		10,320,471			9,971,763
Reinvestment of distributions		75,242			—
Shares redeemed		(2,138,714	)		(65,339	)

Net increase in net assets from capital shares		8,256,999			9,906,424

Total increase in net assets		8,170,958			9,927,385


Net assets:
Beginning of period		9,927,385			—

End of period	$	18,098,343		$	9,927,385

Undistributed/accumulated net investment loss, end of period	$	(66,535	)	$	(13,031	)


Share transactions:
Shares sold		412,588			398,366
Dividends and distributions reinvested		3,022			—
Shares redeemed		(85,517	)		(2,612	)

Net increase in shares outstanding		330,093			395,754

*	Commencement of operations

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

MATSON MONEY VI PORTFOLIOS

MATSON MONEY U.S. EQUITY VI PORTFOLIO

Financial Highlights


	For the Year Ended August 31, 2015			For the Period February 18, 2014⁽¹⁾ through August 31, 2014
Per Share Operating Performance
Net asset value, beginning of period	$	26.79		$	25.00

Net investment income/(loss)⁽²⁾		0.03			(0.06	)
Net realized and unrealized gain/(loss) on investments		(1.07	)		1.85

Net increase/(decrease) in net assets resulting from operations		(1.04	)		1.79

Dividends and distributions to shareholders from:
Net investment income		(0.10	)		—

Total dividends and distributions to shareholders		(0.10	)		—

Net asset value, end of period	$	25.65		$	26.79

Total investment return⁽³⁾		(3.92	)%		7.16	%⁽⁴⁾


Ratio/Supplemental Data
Net assets, end of period (000’s omitted)	$	13,598		$	7,816
Ratio of expenses to average net assets with waivers⁽⁵⁾		1.13	%		1.13	%⁽⁶⁾
Ratio of expenses to average net assets without waivers⁽⁵⁾		1.44	%		4.07	%⁽⁶⁾
Ratio of net investment income/(loss) to average net assets with waivers⁽⁵⁾		0.12	%		(0.47	)%⁽⁶⁾
Portfolio turnover rate		13.65	%		1.32	%⁽⁴⁾

(1)	Commencement of operations.

(2)	The selected per share data was calculated using the average shares outstanding method for the period.

(3)	Total investment return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

(4)	Not Annualized.

(5)	The Portfolio also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

(6)	Annualized.

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

MATSON MONEY VI PORTFOLIOS

MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO

Financial Highlights


	For the Year Ended August 31, 2015			For the Period February 18, 2014⁽¹⁾ through August 31, 2014
Per Share Operating Performance
Net asset value, beginning of period	$	25.82		$	25.00

Net investment income⁽²⁾		0.22			0.07
Net realized and unrealized gain/(loss) on investments		(3.26	)		0.75

Net increase/(decrease) in net assets resulting from operations		(3.04	)		0.82

Dividends and distributions to shareholders from:
Net investment income		(0.30	)		—
Net realized capital gains		—	⁽³⁾		—

Total dividends and distributions to shareholders		(0.30	)		—

Net asset value, end of period	$	22.48		$	25.82

Total investment return⁽⁴⁾		(11.77	)%		3.28	%⁽⁵⁾


Ratio/Supplemental Data
Net assets, end of period (000’s omitted)	$	9,641		$	5,408
Ratio of expenses to average net assets with waivers⁽⁶⁾		1.35	%		1.35	%⁽⁷⁾
Ratio of expenses to average net assets without waivers⁽⁶⁾		1.67	%		5.07	%⁽⁷⁾
Ratio of net investment income to average net assets with waivers⁽⁶⁾		0.91	%		0.49	%⁽⁷⁾
Portfolio turnover rate		14.90	%		2.47	%⁽⁵⁾

(1)	Commencement of operations.

(2)	The selected per share data was calculated using the average shares outstanding method for the period.

(3)	Amount less than $(0.005) per share.

(4)	Total investment return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

(5)	Not Annualized.

(6)	The Portfolio also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

(7)	Annualized.

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

MATSON MONEY VI PORTFOLIOS

MATSON MONEY FIXED INCOME VI PORTFOLIO

Financial Highlights


	For the Year Ended August 31, 2015			For the Period February 18, 2014⁽¹⁾through August 31, 2014
Per Share Operating Performance
Net asset value, beginning of period	$	25.08		$	25.00

Net investment income/(loss)⁽²⁾		0.03			(0.05	)
Net realized and unrealized gain/(loss) on investments		(0.04	)		0.13

Net increase/(decrease) in net assets resulting from operations		(0.01	)		0.08

Dividends and distributions to shareholders from:
Net investment income		(0.14	)		—

Total dividends and distributions to shareholders		(0.14	)		—

Net asset value, end of period	$	24.93		$	25.08

Total investment return⁽³⁾		(0.06	)%		0.32	%⁽⁴⁾


Ratio/Supplemental Data
Net assets, end of period (000’s omitted)	$	18,098		$	9,927
Ratio of expenses to average net assets with waivers⁽⁵⁾		1.00	%		1.00	%⁽⁶⁾
Ratio of expenses to average net assets without waivers⁽⁵⁾		1.37	%		3.40	%⁽⁶⁾
Ratio of net investment income/(loss) to average net assets with waivers⁽⁵⁾		0.10	%		(0.40	)%⁽⁶⁾
Portfolio turnover rate		10.90	%		0.55	%⁽⁴⁾

(1)	Commencement of operations.

(2)	The selected per share data was calculated using the average shares outstanding method for the period.

(3)	Total investment return is calculated by assuming a purchase of shares on the first day and a sale of shares on the last day of each period reported and includes reinvestments of dividends and distributions, if any.

(4)	Not Annualized.

(5)	The Portfolio also will indirectly bear its prorated share of expenses of the underlying funds. Such expenses are not included in the calculation of this ratio.

(6)	Annualized.

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

MATSON MONEY VI PORTFOLIOS

Notes to Financial Statements

August 31, 2015

1.	Organization and Significant Accounting Policies

The RBB Fund, Inc. (“RBB” or the “Company”) was incorporated under the laws of the State of Maryland on February 29, 1988 and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. RBB is a “series fund,” which is a mutual fund divided into separate portfolios. Each portfolio is treated as a separate entity for certain matters under the 1940 Act, and for other purposes, and a shareholder of one portfolio is not deemed to be a shareholder of any other portfolio. Currently, RBB has twenty-one active investment portfolios, including the Matson Money U.S. Equity VI Portfolio, the Matson Money International Equity VI Portfolio and the Matson Money Fixed Income VI Portfolio (each a “Portfolio,” collectively the “Portfolios”). Each Portfolio operates as a “fund of funds” and commenced investment operations on February 18, 2014. Shares of the Portfolios are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

FAIR VALUE MEASUREMENTS — The inputs and valuations techniques used to measure fair value of the Portfolios’ investments are summarized into three levels as described in the hierarchy below:

• 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.); and

• Level 3 —

significant unobservable inputs (including the Portfolios’ own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

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

MATSON MONEY U.S. EQUITY VI PORTFOLIO


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
Investments in Securities*	$	13,442,836	$	13,442,836	$	—	$	—

* Please refer to the Portfolio of Investments for further details.

MATSON MONEY INTERNATIONAL EQUITY VI PORTFOLIO


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
Investments in Securities*	$	9,579,746	$	9,579,746	$	—	$	—

* Please refer to the Portfolio of Investments for further details.

MATSON MONEY VI PORTFOLIOS

Notes to Financial Statements (Continued)

August 31, 2015

MATSON MONEY FIXED INCOME VI PORTFOLIO


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Significant Observable Input		Level 3 Significant Unobservable Input
Investments in Securities*	$	17,880,823	$	17,880,823	$	—	$	—

* Please refer to the Portfolio of Investments for further details.

Due to the inherent uncertainty of determining the fair value of investments that do not have a readily available market value, the fair value of the Portfolios’ investments may fluctuate from period to period. Additionally, the fair value of investments may differ significantly from the values that would have been used had a ready market existed for such investments and may differ materially from the values the Portfolios may ultimately realize. Further, such investments may be subject to legal and other restrictions on resale or otherwise less liquid than publicly traded securities.

For fair valuations using significant unobservable inputs, U.S. generally accepted accounting principles (“U.S. GAAP”) require each Portfolio to present a reconciliation of the beginning to ending balances for reported market values that presents changes attributable to total realized and unrealized gains or losses, purchases and sales, and transfers in and out of Level 3 during the period. Transfers in and out between levels are based on values at the end of the period. U.S. GAAP also requires a Portfolio to disclose amounts and reasons for all transfers in and out of Level 1 and Level 2 fair value measurements. A reconciliation of Level 3 investments is presented only when a Portfolio had an amount of Level 3 investments at the end of the reporting period that was meaningful in relation to its net assets. The amounts and reasons for all transfers in and out of each level within the three-tier hierarchy are disclosed when a Portfolio had an amount of total transfers during the reporting period that was meaningful in relation to its net assets as of the end of the reporting period.

For the year ended August 31, 2015, there were no transfers between Levels 1, 2 and 3 for the Portfolios.

USE OF ESTIMATES — The Funds are investment companies and follow accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standard Codification Topic 946. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates and those differences could be significant.

INVESTMENT TRANSACTIONS, INVESTMENT INCOME AND EXPENSES — Transactions are accounted for on the trade date for financial reporting purposes. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes in determining realized gains and losses on investments. Interest income is accrued when earned. Dividend income is recorded on the ex-dividend date. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Portfolios estimate the components of distributions received that may be considered return of capital distributions or capital gain distributions. Each Portfolio’s investment income, expenses and unrealized and realized gains and losses are allocated daily. Expenses incurred on behalf of a specific class, fund or fund family of the Company are charged directly to the class, fund or fund family (in proportion to net assets). Expenses incurred for all of the RBB funds (such as director or professional fees) are charged to all Portfolios in proportion to their average net assets of RBB, or in such other manner as the Company’s Board of Directors deems fair or equitable. Expenses and fees, including investment advisory and administration fees, are accrued daily and taken into account for the purpose of determining the net asset value of the

MATSON MONEY VI PORTFOLIOS

Notes to Financial Statements (Continued)

August 31, 2015

Portfolios. In addition to the net annual operating expenses that the Portfolios bear directly, the shareholders indirectly bear the Portfolios’ pro-rata expenses of the underlying mutual funds in which each Portfolio invests.

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS — Dividends from net investment income and distributions from net realized capital gains, if any, are declared and paid at least annually to shareholders and recorded on ex-dividend date for all Portfolios with the exception of the Matson Money Fixed Income VI Portfolio which declares and pays quarterly dividends from net investment income. Income dividends and capital gain distributions are determined in accordance with U.S. federal income tax regulations which may differ from U.S. GAAP.

U.S. TAX STATUS — No provision is made for U.S. income taxes as it is each Portfolio’s intention to qualify for and elect the tax treatment applicable to regulated investment companies under Subchapter M of the Internal Revenue Code of 1986, as amended, and make the requisite distributions to its shareholders which will be sufficient to relieve it from U.S. income and excise taxes.

CASH AND CASH EQUIVALENTS — The Portfolios consider liquid assets deposited with a bank demand deposit account to be cash equivalents. These investments represent amounts held with financial institutions that are readily accessible to pay Portfolio expenses or purchase investments. Cash and cash equivalents are valued at cost plus accrued interest, which approximates market value.

OTHER — In the normal course of business, the Portfolios may enter into contracts that provide general indemnifications. The Portfolios’ maximum exposure under these arrangements is dependent on claims that may be made against the Portfolios in the future, and, therefore, cannot be estimated; however, based on experience, the risk of material loss for such claims is considered remote.

2.	Investment Adviser and Other Services

Matson Money, Inc. (“Matson Money” or the “Adviser”), serves as each Portfolio’s investment adviser. The Adviser is entitled to an advisory fee at the annual rate of 0.50% of the first $1 billion of each Portfolio’s average daily net assets, 0.49% of each Portfolio’s average daily net assets over $1 billion to $5 billion and 0.47% of each Portfolio’s average daily net assets over $5 billion. The Adviser has contractually agreed to waive its advisory fee and/or reimburse expenses in order to limit total annual Portfolio operating expenses (excluding certain items disclosed below) to 1.13%, 1.35% and 1.00% of the average daily net assets of the Matson Money U.S. Equity VI Portfolio, Matson Money International Equity VI Portfolio and Matson Money Fixed Income VI Portfolio, respectively. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account: acquired fund fees and expenses, brokerage commissions, extraordinary items, interest or taxes. This contractual limitation is in effect until December 31, 2015 and may not be terminated without the approval of the Company’s Board of Directors. The Adviser may discontinue these arrangements at any time after December 31, 2015.

As of August 31, 2015, Matson Money has waived and reimbursed fees as follows:


Portfolios	Investment Advisor Expense Waived		Investment Advisor Expense Reimbursement
Matson Money U.S. Equity VI Portfolio	$	37,729	$	—
Matson Money International Equity VI Portfolio		27,575		—
Matson Money Fixed Income VI Portfolio		54,542		—

The Portfolios will not pay the Adviser at a later time for any amounts waived or any amounts assumed.

BNY Mellon Investment Servicing (US) Inc. (“BNY Mellon”), serves as administrator for the Portfolios. For providing administrative and accounting services, BNY Mellon is entitled to receive a monthly fee equal to an annual percentage rate of the Portfolios’ average daily net assets and is subject to certain minimum monthly fees.

MATSON MONEY VI PORTFOLIOS

Notes to Financial Statements (Continued)

August 31, 2015

In addition, BNY Mellon serves as the Portfolios’ transfer and dividend disbursing agent. For providing transfer agent services, BNY Mellon is entitled to receive a monthly fee, subject to certain minimum, and out of pocket expenses.

The Bank of New York Mellon (the “Custodian”) provides certain custodial services to the Portfolios. The Custodian is entitled to receive a monthly fee, subject to certain minimum, and out of pocket expenses.

Foreside Funds Distributors LLC serves as the principal underwriter and distributor of the Portfolios’ shares pursuant to a Distribution Agreement with RBB.

3.	Director Compensation

The Directors of the Company receive an annual retainer and meeting fees for meetings attended. The aggregate remuneration paid to the Directors by the Portfolios during the year ended August 31, 2015 was $23,271. Certain employees of BNY Mellon serve as an Officer of the Company. They are not compensated by the Portfolios or the Company.

4.	Investment in Securities

For the year ended August 31, 2015, aggregate purchases and sales of investment securities (excluding short-term investments) of the Portfolios were as follows:


	Purchases		Sales
Matson Money U.S. Equity VI Portfolio	$	8,175,719	$	1,610,684
Matson Money International Equity VI Portfolio		6,488,509		1,200,812
Matson Money Fixed Income VI Portfolio		9,692,078		1,580,067

5.	Federal Income Tax Information

The Portfolios have followed the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Portfolios to determine whether a tax position is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Portfolios have determined that there was no effect on the financial statements from following this authoritative guidance. In the normal course of business, the Portfolios are subject to examination by federal, state and local jurisdictions, where applicable, for tax years for which applicable statutes of limitations have not expired.

As of August 31, 2015, the federal tax cost, aggregate gross unrealized appreciation and depreciation of securities held by each Portfolio were as follows:


	Federal Tax Cost		Unrealized Appreciation		Unrealized Depreciation			Net Unrealized Appreciation
Matson Money U.S. Equity VI Portfolio	$	14,041,857	$	7,795	$	(606,816	)	$	(599,021	)
Matson Money International Equity VI Portfolio		10,571,507		—		(991,761	)		(991,761	)
Matson Money Fixed Income VI Portfolio		17,900,366		20,223		(39,766	)		(19,543	)

MATSON MONEY VI PORTFOLIOS

Notes to Financial Statements (Continued)

August 31, 2015

The following permanent differences as of August 31, 2015, primarily attributable to reclassifications of short-term capital gain distributions, were reclassified among the following accounts:


	Undistributed Net Investment Income		Accumulated Net Realized Gain/(Loss)			Paid-In Capital
Matson Money U.S. Equity VI Portfolio	$	2,466	$	(2,466	)	$	—
Matson Money International Equity VI Portfolio		6,922		(6,922	)		—
Matson Money Fixed Income VI Portfolio		6,566		(6,566	)		—

As of August 31, 2015, the components of distributable earnings on a tax basis were as follows:


	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Unrealized Appreciation/ (Depreciation)		Qualified Late-Year Losses
Matson Money U.S. Equity VI Portfolio	$	—	$	482,271	$	(599,021)	$	(33,525)
Matson Money International Equity VI Portfolio		—		114,309		(991,761)		(11,990)
Matson Money Fixed Income VI Portfolio		—		20,998		(19,543)		(66,535)

The differences between the book and tax basis components of distributable earnings relate primarily to the timing of recognition of income and gains for federal income tax purposes. Short-term and foreign currency gains are reported as ordinary income for federal income tax purposes.

The tax characters of distributions paid during the fiscal year ended August 31, 2015 are as follows:


	Ordinary Income		Long-Term Gains		Total
Matson Money U.S. Equity VI Portfolio	$	40,987	$	33	$	41,020
Matson Money International Equity VI Portfolio		106,436		24		106,460
Matson Money Fixed Income VI Portfolio		75,242		—		75,242

Distributions from net investment income and short term capital gains are treated as ordinary income for federal income tax purposes.

Pursuant to federal income tax rules applicable to regulated investment companies, the Portfolios may elect to treat certain capital losses between November 1 and August 31 and late year ordinary losses ((i) ordinary losses between January 1 and August 31, and (ii) specified ordinary and currency losses between November 1 and August 31) as occurring on the first day of the following tax year. For the year ended August 31, 2015, any amount of losses elected within the tax return will not be recognized for federal income tax purposes until September 1, 2015.

For the fiscal year ended August 31, 2015, the Portfolios deferred to September 1, 2015, the following qualified late-year losses:


Portfolio	Late-Year Ordinary Loss Deferral			Short-Term Capital Loss Deferral		Long-Term Capital Loss Deferral
Matson Money U.S. Equity VI Portfolio	$	(33,525	)	$	—	$	—
Matson Money International Equity VI Portfolio		(11,990	)		—		—
Matson Money Fixed Income VI Portfolio		(66,535	)		—		—

Under the Regulated Investment Company Modernization Act of 2010, the Portfolios are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. Any losses incurred during those future taxable years will be required to be utilized prior to any losses incurred in pre-enactment taxable years. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or

MATSON MONEY VI PORTFOLIOS

Notes to Financial Statements (Concluded)

August 31, 2015

long-term capital losses rather than being considered all short-term as under the previous law. As of August 31, 2015, the Portfolios did not have any capital loss carryforwards.

6.	Subsequent Event

Management has evaluated the impact of all subsequent events on the Portfolios through the date the financial statements were issued, and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.

MATSON MONEY VI PORTFOLIOS

Report of Independent Registered Public Accounting Firm

To the Board of Directors of The RBB Fund, Inc. and Shareholders of the Matson Money U.S. Equity VI Portfolio, Matson Money International Equity VI Portfolio, and Matson Money Fixed Income VI Portfolio:

In our opinion, the accompanying statements of assets and liabilities, including the portfolios of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Matson Money U.S. Equity VI Portfolio, Matson Money International Equity VI Portfolio, and Matson Money Fixed Income VI Portfolio, separately managed portfolios of The RBB Fund, Inc. (the “Portfolios”) at August 31, 2015, the results of their operations for the year then ended, the changes in each of their net assets and the financial highlights for each period indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Portfolios’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at August 31, 2015 by correspondence with the custodian and underlying funds’ transfer agent, provide a reasonable basis for our opinion.

LOGO

PricewaterhouseCoopers, LLP

Philadelphia, Pennsylvania

October 23, 2015

MATSON MONEY VI PORTFOLIOS

Shareholder Tax Information

(Unaudited)

The tax character of dividends and distributions paid during the fiscal year ended August 31, 2015 were as follows:


	Ordinary Income		Long-Term Gains		Total
Matson Money U.S. Equity VI Portfolio	$	40,987	$	33	$	41,020
Matson Money International Equity VI Portfolio		106,436		24		106,460
Matson Money Fixed Income VI Portfolio		75,242		—		75,242

Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.

The percentage of total ordinary income dividends qualifying for the 15% dividend income tax rate is 100.00% for the Matson Money U.S. Equity VI Portfolio and 100.00% for the Matson Money International Equity VI Portfolio.

The percentage of total ordinary dividends qualifying for the corporate dividends received deduction is 100.00% for the Matson Money U.S. Equity VI Portfolio.

The percentage of qualified interest income related dividends not subject to withholding tax for non-resident aliens and foreign corporations is 28.55% for the Matson Money Fixed Income VI Portfolio. A total of 6.54% of the dividend distributed during the fiscal year was derived from U.S. Government securities, which is generally exempt from state income tax for the Matson Money Fixed Income VI Portfolio.

Because each Portfolio’s fiscal year is not the calendar year, another notification will be sent with respect to calendar year 2015. The second notification, which will reflect the amount, if any, to be used by calendar year taxpayers on their U.S. federal income tax returns, will be made in conjunction with Form 1099-DIV and will be mailed in January 2016.

Foreign shareholders will generally be subject to U.S. withholding tax on the amount of their ordinary income dividends. They will generally not be entitled to a foreign tax credit or deduction for the withholding taxes paid by the Portfolios, if any. The Matson Money International Equity VI Portfolio passed through foreign tax credits of $8,529 and earned $314,078 of gross foreign source income during the fiscal year.

Shareholders are advised to consult their own tax advisers with respect to the tax consequences of their investment in the Portfolios.

MATSON MONEY VI PORTFOLIOS

Other Information

(Unaudited)

Proxy Voting

Policies and procedures that the Portfolios use to determine how to vote proxies relating to portfolio securities as well as information regarding how the Portfolios voted proxies relating to portfolio securities for the most recent 12-month period ended June 30 are available without charge, upon request, by calling Matson Money VI Portfolios at (866) 780-0357, ext. 3863 and on the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

Quarterly Portfolio Schedules

Approval of Investment Advisory Agreement

As required by the 1940 Act, the Board of the Company, including all of the Directors who are not “interested persons” of the Company, as that term is defined in the 1940 Act (the “Independent Directors”), considered the renewal of the investment advisory agreement between Matson Money and the Company (the “Advisory Agreement”) on behalf of the Funds at a meeting of the Board held on May 13-14, 2015 (the “Meeting”). At the Meeting, the Board, including all of the Independent Directors, approved the Advisory Agreement for an additional one-year term. The Board’s decision to approve the Advisory Agreement reflects the exercise of its business judgment to continue the existing arrangement. In approving the Advisory Agreement, the Board considered information provided by the Adviser with the assistance and advice of counsel to the Independent Directors and the Company.

In considering the renewal and approval of the Advisory Agreement between the Company and Matson Money with respect to the Portfolios, the Directors took into account all the materials provided prior to and during the Meeting and at other meetings throughout the past year, the presentations made during the Meeting, and the discussions held during the Meeting. Among other things, the Directors considered (i) the nature, extent, and quality of Matson Money’s services provided to the Portfolios; (ii) descriptions of the experience and qualifications of Matson Money’s personnel providing those services; (iii) Matson Money’s investment philosophies and processes; (iv) Matson Money’s assets under management and client descriptions; (v) Matson Money’s current advisory fee arrangements with the Company and other similarly managed clients; (vi) Matson Money’s compliance procedures; (vii) Matson Money’s financial information, insurance coverage and profitability analysis related to providing advisory services to the Portfolios; (viii) the extent to which economies of scale are relevant to the Portfolios; (ix) a report prepared by Lipper comparing each Portfolio’s management fees and total expense ratio to those of its respective Lipper Group and comparing the performance of each Portfolio to the performance of its respective Lipper Group; and (x) a report comparing the performance of each Portfolio to the performance of its primary and composite benchmarks.

As part of their review, the Directors considered the nature, extent and quality of the services provided by Matson Money, referring back to their discussion during Matson Money’s presentation earlier in the Meeting. The Directors concluded that Matson Money had substantial resources to provide services to the Portfolios and that Matson Money’s services had been acceptable.

The Directors also considered the investment performance of the Portfolios and Matson Money. Information on the Portfolios’ investment performance was provided since inception and for the one-year period, and for the quarter ended March 31, 2015. The Directors considered the Portfolios’ investment performance in light of their investment objectives and investment strategies. The Directors concluded that the investment performance of each of the Portfolios as compared to their respective benchmarks and Lipper Groups was acceptable. The Directors considered that each of the Matson Money International Equity VI Portfolio, Matson Money Fixed Income VI Portfolio and Matson Money U.S. Equity VI Portfolio had underperformed since inception, noting that each Portfolio had been in operation less than two years.

MATSON MONEY VI PORTFOLIOS

Other Information (Concluded)

(Unaudited)

The Board also considered the advisory fee rates payable by the Portfolios under the Advisory Agreement. In this regard, information on the fees paid by the Portfolios and the Portfolios’ total operating expense ratios (before and after fee waivers and expense reimbursements) were compared to similar information for mutual funds advised by other, unaffiliated investment advisory firms. In addition, the Directors noted that Matson Money had contractually agreed to waive management fees and reimburse expenses through December 31, 2015 to the extent that total annual Fund operating expenses exceed 1.13%, 1.35% and 1.00% for the Matson Money U.S. Equity VI Portfolio, Matson Money International Equity VI Portfolio, and Matson Money Fixed Income VI Portfolio, respectively.

After reviewing the information regarding the Portfolios’ costs, profitability and economies of scale, and after considering Matson Money’s services, the Directors concluded that the investment advisory fees paid by the Portfolios were fair and reasonable and that the Advisory Agreement should be approved and continued for an additional one-year period ending August 16, 2016.

MATSON MONEY VI PORTFOLIOS

Company Management

(Unaudited)

Directors and Executive Officers


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS
Julian A. Brodsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 7/33	Director	1988 to present	From 1969 to 2011, Director and Vice Chairman, Comcast Corporation (cable television and communications).	21	AMDOCS Limited (service provider to telecommunications companies).
J. Richard Carnall 103 Bellevue Parkway Wilmington, DE 19809 DOB: 9/38	Director	2002 to present	Since 1984, Director of Haydon Bolts, Inc. (bolt manufacturer) and Parkway Real Estate Company (subsidiary of Haydon Bolts, Inc.); since March 2004, Director of Cornerstone Bank.	21	None
Gregory P. Chandler 103 Bellevue Parkway Wilmington, DE 19809 DOB: 12/66	Director	2012 to present	Since May 2009, Chief Financial Officer, Emtec, Inc. (information technology consulting/services); from February 2003-April 2009, Managing Director, head of Business Services and IT Services Practice, Janney Montgomery Scott LLC (investment banking/brokerage).	21	Emtec, Inc.; FS Investment Corporation (business development company); FS Energy and Power Fund (business development company).
Nicholas A. Giordano 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/43	Director	2006 to present	Since 1997, Consultant, financial services organizations.	21	Kalmar Pooled Investment Trust (registered investment company); Wilmington Funds (registered investment company); WT Mutual Fund (registered investment company) (until March 2012); Independence Blue Cross; Intricon Corp. (producer of medical devices).

MATSON MONEY VI PORTFOLIOS

Company Management (Continued)

(Unaudited)


Name, Address, and Date of Birth	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
INDEPENDENT DIRECTORS
Jay F. Nusblatt 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/61	Director	2012 to present	From July 2010 to March 2015, Head of U.S. Fund Accounting and Administration, BNY Mellon Asset Servicing; from 2006 to July 2010, Senior Vice President, Fund Accounting and Administration, PNC Global Investment Servicing.	21	None
Arnold M. Reichman 103 Bellevue Parkway Wilmington, DE 19809 DOB: 5/48	Chairman Director	2005 to present 1991 to present	Since 2006, Co-Founder and Chief Executive Officer, Lifebooker, LLC.	21	Independent Trustee of EIP Investment Trust (Registered Investment Company)
Robert A. Straniere 103 Bellevue Parkway Wilmington, DE 19809 DOB: 3/41	Director	2006 to present	Since 2009, Administrative Law Judge, New York City; since 1980, Founding Partner, Straniere Law Group.	21	Reich and Tang Group (asset management).
INTERESTED DIRECTOR²
Robert Sablowsky 103 Bellevue Parkway Wilmington, DE 19809 DOB: 4/38	Director	1991 to present	Since July 2002, Senior Vice President and prior thereto, Executive Vice President, of Oppenheimer & Co., Inc. (a registered broker-dealer).	21	None
OFFICERS
Salvatore Faia, JD, CPA, CFE Vigilant Compliance Services Brandywine Two 5 Christy Drive, Suite 208 Chadds Ford, PA 19317 DOB: 12/62	President Chief Compliance Officer	2009 to present 2004 to present	Since 2004, President, Vigilant Compliance Services; since 2005, Independent Trustee of EIP Investment Trust.	N/A	N/A
Joel Weiss 103 Bellevue Parkway Wilmington, DE 19809 DOB: 1/63	Treasurer	2009 to present	Since 1993, Vice President and Managing Director, BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A
Christina Morse 103 Bellevue Parkway Wilmington, DE 19809 DOB: 12/64	Secretary	2015 to present	Since August 2014, Vice President and Counsel, BNY Mellon Investment Servicing (US) Inc. (financial services company); from August 2013 to July 2014, Counsel, Lord, Abbett & Co. LLC; from May 2009 to July 2013, Vice President, BNY Mellon Investment Servicing (US) Inc.	N/A	N/A
James G. Shaw 103 Bellevue Parkway Wilmington, DE 19809 DOB: 10/60	Assistant Treasurer	2005 to present	Since 1995, Senior Director and Vice President of BNY Mellon Investment Servicing (US) Inc. (financial services company).	N/A	N/A

MATSON MONEY VI PORTFOLIOS

Company Management (Concluded)

(Unaudited)


Name, Address, and Age	Position(s) Held with Company	Term of Office and Length of Time Served¹	Principal Occupation(s) During Past 5 Years	Number of Portfolios in Fund Complex Overseen by Director*	Other Directorships Held by Director in the Past 5 Years
OFFICERS
Michael P. Malloy One Logan Square, Ste. 2000 Philadelphia, PA 19103 DOB: 7/59	Assistant Secretary	1999 to present	Since 1993, Partner, Drinker Biddle & Reath LLP (law firm).	N/A	N/A

*	Each Director oversees twenty-one portfolios of the Company that are currently offered for sale.

^1.

Subject to the Company’s Retirement Policy, each Director may continue to serve as a Director until the last day of the calendar year in which the applicable Director attains age 75 or until his successor is elected and qualified or his death, resignation or removal. The Board reserves the right to waive the requirements of the Policy with respect to an individual Director. The Board has approved waivers of the policy with respect to Messrs. Brodsky, Carnall, and Sablowsky. Each officer holds office at the pleasure of the Board of Directors until the next special meeting of the Company or until his or her successor is duly elected and qualified, or until he or she dies, resigns or is removed.

^2.

MATSON MONEY VI PORTFOLIOS

Privacy Notice

(Unaudited)


FACTS		WHAT DO THE MATSON MONEY VI PORTFOLIOS DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Matson Money VI Portfolios choose to share; and whether you can limit this sharing.


Reasons we can share your personal information	Do the Matson Money VI Portfolios share?	Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes – to offer our products and services to you	Yes	No
For joint marketing with other financial companies	Yes	No
For our affiliates’ everyday business purposes – information about your transactions and experiences	Yes	No
For our affiliates’ everyday business purposes – information about your creditworthiness	No	We don’t share
For our affiliates to market to you	No	We don’t share
For nonaffiliates to market to you	No	We don’t share


Questions?		Call (866) 573-2152 or go to www.MatsonMoney.com

MATSON MONEY VI PORTFOLIOS

Privacy Notice (Concluded)

(Unaudited)


What we do

How do the Matson Money VI Portfolios protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How do the Matson Money VI Portfolios collect my personal information?		We collect your personal information, for example, when you • open an account • provide account information • give us your contact information • make a wire transfer • tell us where to send the money We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only • sharing for affiliates’ everyday business purposes – information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies. • Our affiliates include McGriff Video Productions and Matson Money, Inc.
Nonaffiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies. • The Matson Money VI Portfolios don’t share with nonaffiliates so they can market to you. The Portfolios may share information with nonaffiliates that perform marketing services on our behalf.
Joint marketing		A formal agreement between nonaffiliated financial companies that together market financial products or services to you. • The Matson Money VI Portfolios may share your information with other financial institutions with whom we have joint marketing arrangements who may suggest additional fund services or other investment products which may be of interest to you.

Investment Adviser

Matson Money, Inc.

5955 Deerfield Blvd.

Mason, OH 45040

Administrator

BNY Mellon Investment Servicing (US) Inc.

301 Bellevue Parkway

Wilmington, DE 19809

Transfer Agent

BNY Mellon Investment Servicing (US) Inc.

4400 Computer Drive

Westborough, MA 01581

Principal Underwriter

Foreside Funds Distributors LLC

400 Berwyn Park

899 Cassatt Road

Berwyn, PA 19312

Custodian

The Bank of New York Mellon

One Wall Street

New York, NY 10286

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

Two Commerce Square, Suite 1800

2001 Market Street

Philadelphia, PA 19103-7042

Legal Counsel

Drinker Biddle & Reath LLP

One Logan Square, Ste. 2000

Philadelphia, PA 19103-6996

MAT-AR15

The

Schneider

Funds

of the RBB Fund, Inc.

Schneider Small Cap Value Fund

Schneider Value Fund

ANNUAL

REPORT

August 31, 2015

LOGO

This report is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution unless preceded or accompanied by a current prospectus for the Funds.

THE SCHNEIDER FUNDS

Annual Investment Adviser’s Report

August 31, 2015

(Unaudited)

Fellow Shareholder:

This annual report for the Schneider Funds covers the fiscal year ended August 31, 2015.

U.S. equities posted lackluster returns during the fiscal year, as investor concerns about pending interest rates hikes and a slowing global economy offset the positive influences of a steadily improving domestic economy. The unemployment picture continued to improve, consumer confidence and spending were strong and interest rates remained at very low levels. The Russell 3000 Index rose a nominal 0.4% while the yield on the key 10-year Treasury note trended downward during the period and ended near the 2.2% level.

On the global stage, interest rates remain at historically low levels as many economies continue to engage in various quantitative easing programs to provide extra liquidity with the goal of jump starting their economies, but with limited success. While Europe and Japan both struggle to engineer GDP growth, the U.S. stands alone as the only developed region with a decent recovery.

The U.S. dollar is among the world’s strongest currencies, which has provided hurdles for domestic exporters, but has made imported foreign goods more affordable for consumers. The fact that the trading value of a currency is linked to relative interest rates, and that the U.S. will be the first to raise rates, the demand for the U.S. dollar may become even more pronounced, potentially driving the value of the currency even higher.

Regarding China, it has been apparent that the official projections of 7% GDP growth for 2015 were overstated. The challenges of converting a state capitalist economy from one that is capital-intensive to one that is consumer driven have been more daunting than consensus had expected. We continue to believe this is a secular and not just a cyclical slowdown. An unaffordable housing and real estate market, significant banking and credit issues, and high overall debt levels will impede the growth of the Chinese economy.

Turmoil in the global energy markets has been a focus for the markets as Saudi Arabia increased production of crude oil in the latter part of 2014. This additional production tipped the delicate demand and supply equation, and oil prices have fallen nearly 50% from previous highs. While not explicitly stated as a goal, the actions of the Saudis have effectively punished its enemy Iran. In addition, the fall in oil prices has provided significant problems for other oil exporting countries such as Nigeria, Russia and a nearly bankrupt Venezuela, all of whom rely on oil revenues to support their social programs and overall economies.

The key to a rise in the price of oil rests in the supply and demand equation. Beyond the potential addition of 500,000 new barrels of oil per day from Iran, production from the rest of the world is generally static or in the initial phases of sequential decline. While the U.S. has been the primary source of new supply in recent years, its production has begun to ease from its peak this spring and could have a year over year decline in 2016 as the effects of the exploration and production industry cut-backs intensify. In addition, global demand is projected to increase annually by over 1 million per day. Barring a radical change in the current dynamic, this implies that the market could potentially become supply constrained as soon as the second half of 2016 given the small amount of surplus capacity.

In the U.S., beyond the challenges in the energy industry, the signs of a continuation of economic improvement are evident. The unemployment rate has declined to nearly 5% and wage growth is accelerating. That said, some caution may be advised as the “official” unemployment rate does not include those people who have tried, but failed, to find work and have withdrawn from the labor market. And while wages are rising, much of the gain has been centered in the lower paying job segments of the economy (i.e., fast food and retail workers), where compensation has been depressed for some time.

As long-term investors, we tend to view the market disruptions as opportunities to invest in companies with tremendous upside potential but currently selling at a discount price. The Fund began the fiscal year with roughly a market weight energy position, but started slowly adding new investments after the price of oil collapsed. The market has pushed oil stocks down further, even as the price of oil has stabilized, allowing us to judiciously increase our exposure. Our focus on opportunities which, at time of purchase, may be considered “out-of-favor” by most investors, is a key component of our investment style and has historically provided investment success when these companies begin to return to their normal valuation levels and investors once again begin to appreciate their potential for earnings growth.

We appreciate your support and the confidence you have placed in us.

LOGO

Arnold C. Schneider III, CFA

Portfolio Manager

Schneider Capital Management

THE SCHNEIDER FUNDS

Annual Investment Adviser’s Report (Continued)

August 31, 2015

(Unaudited)

Schneider Small Cap Value Fund Annual Letter (as of 8/31/15)

The Schneider Small Cap Value Fund posted a return of -25.88% for the fiscal year ended August 31, 2015 and lagged the return of its benchmark, the Russell 2000^® Value Index. Positive contributions from our security selection in the Financial Services sector and the specialty retail industry were swamped by our overweight position in the Energy sector.

Within the U.S. shale oil industry, a focus on expansion of production has been replaced by a drive to minimize expenses and manage businesses as efficiently as possible. As a result, the rig count has been dramatically reduced, capital expenditure budgets and headcounts have been slashed, and activity has been directed to the highest returning assets. In addition, as the exploration and production companies reduce their level of activity, they in turn are canceling or negotiating more favorable agreements with their oil services suppliers to further lessen their costs.

In the Financial Services sector, regional and community banks are continuing to improve and are showing superior progress versus their larger money center bank brethren. An improving economy is helping to support the many activities of banks, as attractive borrowing rates and a steadily growing economy are helping expand their loan portfolios as demand from businesses and consumers strengthens.

Internally, many of the regional and community banks are seeing the benefits of improved expense management. Given that these banks did not face the same rigorous and very expensive compliance hurdles that the largest banks did, this has allowed them to focus their resources to better manage their companies. An increase use of technology, the closing of branches and reducing headcount have all had positive impacts of their operating profits and margins. In addition, a decline in bad loans from the housing bubble are abating, all the while new mortgage lending and refinancings have been growing.

The valuation of many of these regional and community banks still do not fully reflect their potential upside and as a result there is expectation that a wave of merger and acquisition activity will arise. In addition, as domestic interest rates begin to rise, the banks will see their net interest margin (what they earn on their investments) begin to rise, further expanding their profitability and making them potentially even more attractive to potential suitors.

THE SCHNEIDER FUNDS

SCHNEIDER SMALL CAP VALUE FUND

Annual Investment Adviser’s Report (Concluded)

August 31, 2015 (Unaudited)

Comparison of Change in Value of $20,000 Invested in

Schneider Small Cap Value Fund vs. Russell 2000^® Value Index

LOGO

The chart assumes a hypothetical $20,000 minimum initial investment in the Fund made on September 2, 1998 and reflects Fund expenses. Investors should note that the Fund is a professionally managed mutual fund while the Russell 2000^® Value Index is unmanaged, does not incur sales charges and/or expenses and is not available for investment.

Total Returns for the Periods Ended August 31, 2015

Average Annual

One Year

Five Years

Ten Years

Since
Inception*

Schneider Small Cap Value

-25.88%

5.92%

0.80%

11.83%

Russell 2000^® Value Index

-4.95%

13.23%

5.70%

9.15%

* Inception date 9/2/98

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Schneider Capital Management Company, the Fund’s investment adviser, has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2015, to the extent that total annual Fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest and taxes) exceed 1.15%. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no waiver or reimbursement of fees and expenses in excess of expense limitations. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. For performance data current to the most recent month-end, please call 1-888-520-3277. The Fund’s gross and net annual operating expenses, as stated in the current prospectus, are 1.52% and 1.15%, respectively. Shares of the Fund not purchased through reinvested dividends or capital gains and held less than one year are subject to a 1.75% redemption fee.

Portfolio holdings are subject to change at any time.

Small company stocks are generally riskier than large company stocks due to greater volatility and less liquidity.

Value investing involves the risk that the Fund’s investment in companies whose securities are believed to be undervalued, relative to their underlying profitability, will not appreciate in value as anticipated.

THE SCHNEIDER FUNDS

Annual Investment Adviser’s Report

August 31, 2015

(Unaudited)

Schneider Value Fund Annual Letter (as of 8/31/15)

The Schneider Value Fund posted a return of -12.99%, for the fiscal year ended August 31, 2015, lagging the return of its benchmark, the Russell 1000^® Value Index. Security selection in the Financial Services sector and the Consumer Discretionary sector were positive contributors to returns, while the Fund’s overweight position in the Energy sector and its underweight exposure to the Health Care sector detracted from performance.

The large money center banks continue to see operational and margin improvements as they move beyond the multi-year period of large litigation charges and can again focus on growing their businesses. Tighter expense controls, a greater reliance on technology and a reduction in branch networks and related headcount (as mobile banking becomes more popular) have helped counter-balance the increased regulatory and compliance costs banks have faced. When U.S. interest rates rise, banks will see an increase in the returns on their investments, which will further drive margins and profitability.

While the insurance industry struggles with over capitalization and pricing challenges, we have invested in select companies that have managed to successfully navigate this difficult landscape. Our property casualty insurance holdings performed well, driven by active capital management strategies and company specific underwriting improvements, which more than offset the impact of weakening industry pricing power. One specialty insurance holding with housing exposure also performed well as both refinance and purchase activity showed strength during certain parts of the fiscal year. In addition, a number of our holdings have enacted expense control programs, which have helped bolster profitability.

A confirming sign of the building strength in the economy can be found in the Consumer Discretionary sector, where expenditures are closely linked to consumer confidence. The homebuilding industry continues to heal as the employment picture brightens and wages begin to rise. There are signs that demand from first time home buyers (especially the millennials) is growing, and even while the move up market remains healthy, it is the entry level market that will play a critical role in determining the industry’s future growth and prosperity.

In the U.S., energy firms of all types have been roiled by the steep decline in the price of oil and natural gas. While all segments of the sector have suffered, exploration and production firms as well as the oil services industry have been particularly challenged. Investors have negatively responded to the declines in the price of energy caused by the increase of supply due primarily to the expansion of Saudi production. In addition, low natural gas prices, sagging Chinese demand, and an unfavorable regulatory environment have delivered a near knock-out blow to all but the lowest cost, strongest coal companies.

THE SCHNEIDER FUNDS

SCHNEIDER VALUE FUND

Annual Investment Adviser’s Report (Concluded)

August 31, 2015 (Unaudited)

Comparison of Change in Value of $20,000 Investment in

Schneider Value Fund vs. Russell 1000^® Value Index

LOGO

The chart assumes a hypothetical $20,000 minimum initial investment in the Fund made on September 30, 2002 and reflects Fund expenses. Investors should note that the Fund is a professionally managed mutual fund while the Russell 1000^® Value Index is unmanaged, does not incur sales charges and/or expenses and is not available for investment.

Total Returns for the Periods Ended August 31, 2015

Average Annual

One Year

Five Years

Ten Years

Since
Inception*

Schneider Value

-12.99%

8.74%

1.11%

7.47%

Russell 1000^® Value Index

-3.48%

14.68%

6.18%

9.27%

* Inception date 9/30/02

The performance data quoted represents past performance. Past performance is not indicative of future results. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher. Schneider Capital Management Company, the Fund’s investment adviser, has contractually agreed to waive management fees and/or reimburse expenses through December 31, 2015, to the extent that total annual fund operating expenses (excluding acquired fund fees and expenses, brokerage commissions, extraordinary items, interest and taxes) exceed 0.90%. Total returns shown include fee waivers and expense reimbursements, if any; total returns would have been lower had there been no waiver or reimbursement of fees and expenses in excess of expense limitations. Returns shown include the reinvestment of all dividends and other distributions and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. For performance data current to the most recent month-end, please call 1-888-520-3277. The Fund’s gross and net annual operating expenses, as stated in the current prospectus, are 1.50% and 0.90%, respectively. Shares of the Fund not purchased through reinvested dividends or capital gains and held less than 90 days are subject to a 1.00% redemption fee.

Portfolio holdings are subject to change at any time.

THE SCHNEIDER FUNDS

Fund Expense Examples

(Unaudited)

As a shareholder of the Fund(s), you incur two types of costs: (1) transaction costs, including redemption fees; and (2) ongoing costs, including management fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund(s) and to compare these costs with the ongoing costs of investing in other mutual funds.

These examples are based on an investment of $1,000 invested at the beginning of the six months from March 1, 2015 through August 31, 2015, and held for the entire period.

Actual Expenses

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each Fund provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the accompanying tables are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as redemption fees. Therefore, the second line of the accompanying table for each Fund is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.


	Schneider Small Cap Value Fund
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	826.40	$	5.29
Hypothetical (5% return before expenses)		1,000.00		1,019.41		5.85

	Schneider Value Fund
	Beginning Account Value March 1, 2015		Ending Account Value August 31, 2015		Expenses Paid During Period*
Actual	$	1,000.00	$	894.90	$	4.30
Hypothetical (5% return before expenses)		1,000.00		1,020.67		4.58

Expenses are equal to an annualized six-month expense ratio of 1.15% for the Schneider Small Cap Value Fund and 0.90% for the Schneider Value Fund, which includes waived fees or reimbursed expenses, multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (184), then divided by 365 to reflect the one-half year period. The Fund’s ending account values on the first line in each table are based on the actual six-month total return for each Fund of -17.36% for the Schneider Small Cap Value Fund and -10.51% for the Schneider Value Fund.

THE SCHNEIDER FUNDS

SCHNEIDER SMALL CAP VALUE FUND

Portfolio Holdings Summary Table

August 31, 2015

(Unaudited)

The following table presents a summary by sector of the portfolio holdings of the Fund:


	% of Net Assets			Value
Common Stocks:
Savings & Loans		14.8	%	$	4,503,988
Oil & Gas		13.9			4,235,447
Commercial Services		10.1			3,077,005
Telecommunications		9.4			2,857,120
Banks		7.6			2,313,846
Real Estate Investment Trusts		6.1			1,858,517
Semiconductors		5.3			1,598,435
Home Builders		3.9			1,169,890
Machinery — Construction & Mining		3.0			901,331
Healthcare — Services		2.8			858,091
Insurance		2.7			825,639
Machinery — Diversified		1.9			569,274
Coal		1.9			562,262
Miscellaneous Manufacturing		1.7			523,374
Industrial		1.7			507,761
Electronics		1.6			488,199
Healthcare — Products		1.4			431,395
Internet		1.3			399,515
Real Estate		1.1			328,345
Retail		0.7			215,268
Mining		0.7			197,708
Auto Parts & Equipment		0.2			54,410
Iron/Steel		0.1			39,093
Metals Fabricating		0.1			33,977
Securities Lending Collateral		6.3			1,923,950
Corporate Bonds		1.5			461,808
Exchange Traded Fund		0.7			204,641
Liabilities In Excess Of Other Assets		(2.5	)		(753,171	)

NET ASSETS		100.0	%	$	30,387,118

Portfolio holdings are subject to change at any time.

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

THE SCHNEIDER FUNDS

SCHNEIDER VALUE FUND

Portfolio Holdings Summary Table

August 31, 2015

(Unaudited)

The following table presents a summary by sector of the portfolio holdings of the Fund:


	% of Net Assets			Value
Common Stocks:
Banks		33.5	%	$	8,151,880
Oil & Gas		17.4			4,231,482
Insurance		12.4			3,023,761
Home Builders		6.2			1,513,129
Leisure Time		5.8			1,400,101
Lodging		5.6			1,366,918
Real Estate Investment Trusts		2.8			680,665
Commercial Services		2.3			568,113
Office Products		1.8			429,417
Machinery — Diversified		1.7			404,892
Real Estate		1.6			394,193
Coal		1.5			373,145
IT Services		0.8			193,200
Aircraft		0.6			142,946
Electric		0.1			10,067
Securities Lending Collateral		6.8			1,658,902
Exchange Traded Fund		0.5			114,189
Liabilities In Excess Of Other Assets		(1.4	)		(335,228	)

NET ASSETS		100.0	%	$	24,321,772

Portfolio holdings are subject to change at any time.

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

THE SCHNEIDER FUNDS

SCHNEIDER SMALL CAP VALUE FUND

Portfolio of Investments

August 31, 2015


	Shares		Value
COMMON STOCKS — 94.0%
Auto Parts & Equipment — 0.2%
Commercial Vehicle Group, Inc. *		10,627	$	54,410

Banks — 7.6%
Bancorp, Inc. (The) *		57,778		424,091
Dundee Corp., Class A *		5,930		46,728
MainSource Financial Group, Inc.		13,897		287,807
MidSouth Bancorp Inc.		2,688		37,363
Regions Financial Corp.		158,275		1,517,857

				2,313,846

Coal — 1.9%
Peabody Energy Corp. (a)		208,245		562,262

Commercial Services — 10.1%
Aegean Marine Petroleum Network, Inc.		140,423		1,187,979
Ardmore Shipping Corp.		57,624		646,541
Avis Budget Group, Inc. *		5,688		251,011
Genco Shipping & Trading, Ltd. *		11,448		64,452
Hudson Global Inc. *		118,128		304,770
Stolt-Nielsen, Ltd.		23,042		350,930
Viad Corp.		9,924		271,322

				3,077,005

Electronics — 1.6%
Kemet Corp. *		236,989		488,197
TTM Technologies, Inc. *				2

				488,199

Healthcare - Products — 1.4%
Orthofix International NV *		11,510		431,395

Healthcare - Services — 2.8%
Five Star Quality Care, Inc. *		253,873		858,091

Home Builders — 3.9%
Cavco Industries, Inc. *		1,291		92,371
Taylor Morrison Home Corp., Class A *		54,011		1,077,519

				1,169,890

Industrial — 1.7%
FreightCar America, Inc.		23,562		507,761

Insurance — 2.7%
Assured Guaranty, Ltd.		27,712		700,005
Stewart Information Services Corp.		3,243		125,634

				825,639

Internet — 1.3%
ModusLink Global Solutions, Inc. * (a)		126,830		399,515

Iron/Steel — 0.1%
Commercial Metals Co.		2,490		39,093


	Shares		Value
Machinery - Construction & Mining — 3.0%
Terex Corp.		38,634	$	901,331

Machinery - Diversified — 1.9%
Intevac, Inc. *		120,865		569,274

Metals Fabricating — 0.1%
AM Castle & Co. * (a)		12,266		33,977

Mining — 0.7%
Alumina Ltd. SP ADR		11,407		43,118
Thompson Creek Metals Co., Inc. *		69,003		33,121
Ur-Energy, Inc. *		180,676		121,469

				197,708

Miscellaneous Manfacturing — 1.7%
Orbotech, Ltd. *		31,415		523,374

Oil & Gas — 13.9%
Approach Resources, Inc. * (a)		360,623		923,195
MRC Global, Inc. *		148,036		1,922,988
Rex Energy Corp. * (a)		67,511		232,913
Scorpio Tankers Inc.		6,505		61,537
Swift Energy Co. * (a)		47,243		28,440
Willbros Group, Inc. *		310,071		279,219
WPX Energy, Inc. *		107,682		787,155

				4,235,447

Real Estate — 1.1%
Forest City Enterprises, Inc., Class A *		11,359		244,559
Forestar Group, Inc. * (a)		6,480		83,786

				328,345

Real Estate Investment Trusts — 6.1%
Parkway Properties, Inc.		57,044		903,577
Redwood Trust, Inc. (a)		12,886		188,007
Rexford Industrial Realty, Inc.		41,460		535,663
Sunstone Hotel Investors, Inc.		16,722		231,270

				1,858,517

Retail — 0.7%
Office Depot, Inc. *		27,146		215,268

Savings & Loans — 14.8%
First Niagara Financial Group, Inc.		159,070		1,471,398
Flagstar Bancorp, Inc. *		125,941		2,560,381
HomeStreet, Inc. *		13,752		306,120
Pulaski Financial Corp.		12,573		166,089

				4,503,988

Semiconductors — 5.3%
Alpha & Omega Semiconductor, Ltd. *		13,314		101,852
Axcelis Technologies, Inc. *		149,563		487,575
SunEdison Semiconductor Ltd. *		84,084		1,009,008

				1,598,435

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

THE SCHNEIDER FUNDS

SCHNEIDER SMALL CAP VALUE FUND

Portfolio of Investments (Concluded)

August 31, 2015


	Shares		Value
Telecommunications — 9.4%
Aviat Networks, Inc. *		1,278,354	$	1,482,891
Comverse, Inc. *		30,850		581,214
UTStarcom Holdings Corp. * (a)		394,535		793,015

				2,857,120

TOTAL COMMON STOCKS (Cost $32,625,774)				28,549,890

	Par (000)
CORPORATE BONDS — 1.5%
LandAmerica Financial Group, Inc. CONV ‡ 3.25%, 05/15/34	$	33		8,068
RAIT Financial Trust CONV 7.00%, 04/01/31		463		453,740

TOTAL CORPORATE BONDS (Cost $463,000)				461,808

	Shares
EXCHANGE TRADED FUND — 0.7%
Finance — 0.7%
iShares Russell 2000 Value Index Fund		2,184		204,641

TOTAL EXCHANGE TRADED FUND (Cost $214,218)				204,641


	Shares		Value
SECURITIES LENDING COLLATERAL — 6.3%
BlackRock Liquidity TempFund, Institutional Shares		1,923,950	$	1,923,950

TOTAL SECURITIES LENDING COLLATERAL (Cost $1,923,950)				1,923,950

TOTAL INVESTMENTS — 102.5% (Cost $35,226,942)				31,140,289

LIABILITIES IN EXCESS OF OTHER ASSETS — (2.5)%				(753,171	)

NET ASSETS — 100.0%			$	30,387,118

*	Non-income producing.

(a)	All or a portion of the security is on loan. At August 31, 2015, the market value of securities on loan was $1,973,933.

‡

Holding in default resolution. Value has been determined in good faith by or under the direction of The RBB Fund, Inc.’s Board of Directors to be the estimated value of the future payouts under the default resolution. As of August 31, 2015, this holding amounted to $8,068 or 0.0% of net assets and is deemed illiquid by the portfolio manager pursuant to the Fund’s policies and procedures.

CONV	Convertible

SP ADR


	Shares		Value

COMMON STOCKS — 94.1%
Aircraft — 0.6%
Bombardier, Inc., Class B		146,431	$	142,946

Banks — 33.5%
Barclays PLC, SP ADR		26,976		430,267
Citigroup, Inc.		25,289		1,352,456
First Niagara Financial Group, Inc.		62,015		573,639
JPMorgan Chase & Co.		21,460		1,375,586
Regions Financial Corp.		122,770		1,177,364
State Street Corp.		18,463		1,327,859
SunTrust Banks, Inc.		47,429		1,914,709

				8,151,880

Coal — 1.5%
Peabody Energy Corp. (a)		138,202		373,145

Commercial Services — 2.3%
Aegean Marine Petroleum Network, Inc.		40,341		341,285
Avis Budget Group, Inc. *		5,140		226,828

				568,113

Electric — 0.1%
FirstEnergy Corp.		315		10,067

Home Builders — 6.2%
Pulte Homes, Inc.		57,426		1,188,144
Taylor Morrison Home Corp., Class A *		16,290		324,985

				1,513,129

Insurance — 12.4%
American International Group, Inc.		11,923		719,434
Assured Guaranty, Ltd.		34,233		864,726
First American Financial Corp.		391		15,194
Genworth Financial, Inc., Class A *		54,360		281,585
Hartford Financial Services Group, Inc.		24,871		1,142,822

				3,023,761

IT Services — 0.8%
Symantec Corp.		9,429		193,200

Leisure Time — 5.8%
Carnival Corp.		28,440		1,400,101

Lodging — 5.6%
Marriott International, Inc., Class A		19,345		1,366,918

Machinery - Diversified — 1.7%
Terex Corp.		17,355		404,892


	Shares		Value

Office Products — 1.8%
Office Depot, Inc. *		54,151	$	429,417

Oil & Gas — 17.4%
Chesapeake Energy Corp. (a)		169,594		1,324,529
Devon Energy Corp.		9,564		408,000
Weatherford International PLC. *		138,594		1,406,729
WPX Energy, Inc. *		149,415		1,092,224

				4,231,482

Real Estate — 1.6%
Forest City Enterprises, Inc., Class A *		18,309		394,193

Real Estate Investment Trusts — 2.8%
Equity Commonwealth *		10,740		275,911
NorthStar Realty Finance Corp.		8,036		112,906
Piedmont Office Realty Trust, Inc., Class A		17,208		291,848

				680,665

TOTAL COMMON STOCKS (Cost $21,174,565)				22,883,909

EXCHANGE TRADED FUND — 0.5%
Finance — 0.5%
iShares Russell 1000 Value Index Fund		1,180		114,189

TOTAL EXCHANGE TRADED FUND (Cost $122,687)				114,189

SECURITIES LENDING COLLATERAL — 6.8%
BlackRock Liquidity TempFund, Institutional Shares		1,658,902		1,658,902

TOTAL SECURITIES LENDING COLLATERAL (Cost $1,658,902)				1,658,902

TOTAL INVESTMENTS — 101.4% (Cost $22,956,154)				24,657,000

LIABILITIES IN EXCESS OF OTHER ASSETS — (1.4)%				(335,228	)

NET ASSETS — 100.0%			$	24,321,772


	Schneider Small Cap Value Fund			Schneider Value Fund
ASSETS
Investments, at value †^	$	31,140,289		$	24,657,000
Cash and cash equivalents		1,255,584			1,056,233
Receivables
Investments sold		101,898			396,539
Capital shares sold		10,000			—
Dividends and interest		43,190			47,668
Investment adviser		11,656			15,591
Prepaid expenses and other assets		4,692			12,532

Total assets		32,567,309			26,185,563


LIABILITIES
Payables
Securities lending collateral		1,923,950			1,658,902
Investments purchased		150,195			116,429
Capital shares redeemed		5,188			—
Other accrued expenses and liabilities		100,858			88,460

Total liabilities		2,180,191			1,863,791

Net Assets	$	30,387,118		$	24,321,772


NET ASSETS CONSIST OF
Par value	$	2,764		$	1,406
Paid-in capital		38,211,523			146,506,841
Undistributed/accumulated net investment income/(loss)		(26,158	)		74,724
Accumulated net realized loss from investments		(3,714,358	)		(123,962,045	)
Net unrealized appreciation/(depreciation) on investments		(4,086,653	)		1,700,846

Net Assets	$	30,387,118		$	24,321,772

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		2,763,707			1,406,410

Net asset value, offering and redemption price per share	$	11.00		$	17.29

† Investment in securities, at cost	$	35,226,942		$	22,956,154

^ Includes market value of securities on loan	$	1,973,933		$	1,697,674


	For the Year Ended August 31, 2015			For the Year Ended August 31, 2014
Increase/(decrease) in net assets from operations:
Net investment loss	$	(21,887	)	$	(299,985	)
Net realized gain from investments		874,089			13,970,629
Net change in unrealized appreciation/(depreciation) on investments		(13,727,629	)		(5,113,247	)

Net increase/(decrease) in net assets resulting from operations		(12,875,427	)		8,557,397


Dividends and distributions to shareholders from:
Net realized capital gains		(12,187,028	)		(10,779,654	)
Tax Return of capital		(101,204	)		—

Net decrease in net assets from dividends and distributions to shareholders		(12,288,232	)		(10,779,654	)


Capital Share transactions:
Proceeds from shares sold		651,878			734,685
Reinvestment of distributions		10,101,136			9,110,476
Redemption fees *		786			14,213
Shares redeemed		(16,443,081	)		(16,953,169	)

Net decrease in net assets from capital share transactions		(5,689,281	)		(7,093,795	)

Total decrease in net assets		(30,852,940	)		(9,316,052	)


Net assets:
Beginning of year		61,240,058			70,556,110

End of year	$	30,387,118		$	61,240,058

Accumulated net investment loss, end of year	$	(26,158	)	$	(7,188	)


Share transactions:
Shares sold		48,865			35,697
Shares reinvested		783,641			466,248
Shares redeemed		(1,106,138	)		(813,574	)

Total share transactions		(273,632	)		(311,629	)


	For the Years Ended August 31,
	2015			2014			2013			2012			2011
Per Share Operating Performance
Net asset value, beginning of year	$	20.16		$	21.07		$	16.09		$	13.70		$	13.19

Net investment income/(loss)		(0.01	)⁽¹⁾		(0.09	)⁽¹⁾		0.08	⁽¹⁾		(0.11	)		(0.06	)
Net realized and unrealized gain/(loss) on investments and foreign currency transactions		(4.53	)		2.63			4.90			2.49			0.56

Net increase/(decrease) in net assets resulting from operations		(4.54	)		2.54			4.98			2.38			0.50

Dividends and distributions to shareholders from:
Net investment income		—			—			—			—			—
Net realized gains		(4.58	)		(3.45	)		—			—			—
Tax return of capital		(0.04	)		—			—			—			—

Total dividends and distributions to shareholders		(4.62	)		(3.45	)		—			—			—

Redemption fees		—	⁽²⁾		—	⁽²⁾		—	⁽²⁾		0.01			0.01

Net asset value, end of year	$	11.00		$	20.16		$	21.07		$	16.09		$	13.70

Total investment return⁽³⁾		(25.88	)%		12.59	%		30.95	%		17.45	%		3.87	%


Ratio/Supplemental Data
Net assets, end of year (000’s omitted)	$	30,387		$	61,240		$	70,556		$	62,691		$	69,698
Ratio of expenses to average net assets⁽⁴⁾		1.15	%		1.15	%		1.15	%		1.15	%		1.15	%
Ratio of expenses to average net assets without waivers and expense reimbursements		1.82	%		1.52	%		1.50	%		1.52	%		1.40	%
Ratio of net investment income/(loss) to average net assets⁽⁴⁾		(0.05	)%		(0.44	)%		0.38	%		(0.64	)%		(0.33	)%
Portfolio turnover rate		88.80	%		72.33	%		63.87	%		67.85	%		59.18	%


	Gross Advisory Fees		Waivers			Reimbursement			Net Advisory Fees
Small Cap Value Fund	$	421,085	$	(283,563	)	$	—		$	137,522
Value Fund		202,041		(202,041	)		(40,742	)		(40,742	)


	Undistributed Net Investment Income		Accumulated Net Realized Gain/(Loss)			Paid-In Capital
Small Cap Value Fund	$	2,917	$	(2,917	)	$	—


		Ordinary Income		Long-Term Gains		Return of Capital		Total
Small Cap Value Fund	2015	$	714,807	$	11,472,221	$	101,204	$	12,288,232
	2014		3,741,955		7,037,699		—		10,779,654
Value Fund	2015		134,181		—		—		134,181
	2014		132,641		—		—		132,641


	August 31, 2016		August 31, 2017		August 31, 2018		August 31, 2019		Total
Small Cap Value Fund	$	—	$	—	$	—	$	—	$	—
Value Fund		462,569		75,945,572		42,948,995		2,159,421		121,516,557


	Fair Value of Securities Loaned		Fair Value of Collateral		Income Received from Securities Lending
Small Cap Value Fund	$	1,973,933	$	1,923,950	$	159,294
Value Fund		1,697,674		1,658,902		18,775


Securities Lending	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities		Gross Amount Not Offset in the Statement of Assets and Liabilities
Securities Lending	Gross Amounts of Recognized Assets						Financial Instruments¹			Cash Collateral Received		Net Amount²
Small Cap Value Fund	$	1,973,933	$	—	$	1,973,933	$	(1,923,950	)	$	—	$	49,983
Value Fund		1,697,674		—		1,697,674		(1,658,902	)		—		38,772


	Ordinary Income Dividend		Long-Term Capital Gain Dividends		Tax Return of Capital
Small Cap Value Fund	$	714,807	$	11,472,221	$	101,204
Value Fund		134,181		—		—


FACTS		WHAT DO THE SCHNEIDER VALUE AND SCHNEIDER SMALL CAP VALUE FUNDS (“SCHNEIDER FUNDS”) DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information can include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons the Schneider Funds choose to share; and whether you can limit this sharing.


Reasons we can share your personal information	Do the Schneider Funds share?	Can you limit this sharing?
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes – to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don’t share
For our affiliates’ everyday business purposes – information about your transactions and experiences	Yes	No
For our affiliates’ everyday business purposes – information about your creditworthiness	No	We don’t share
For our affiliates to market to you	No	We don’t share
For nonaffiliates to market to you	No	We don’t share


What we do

How do the Schneider Funds protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How do the Schneider Funds collect my personal information?		We collect your personal information, for example, when you • open an account • provide account information • give us your contact information • make a wire transfer • tell us where to send the money We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only • sharing for affiliates’ everyday business purposes – information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies. • Our affiliates include Schneider Capital Management, the investment adviser to the Schneider Funds.
Nonaffiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies. • The Schneider Funds don’t share with nonaffiliates so they can market to you. The Schneider Funds may share information with nonaffiliates that perform marketing services on our behalf.
Joint marketing		A formal agreement between nonaffiliated financial companies that together market financial products or services to you. • The Schneider Funds do not jointly market.


	Number of Shares		Value
COMMON STOCKSD - 93.4%
Consumer Discretionary — 42.0%
Amazon.Com, Inc.*		7,000	$	3,590,230
Arista Networks, Inc.*		34,700		2,595,213
Chipotle Mexican Grill, Inc.*		3,900		2,769,039
Expedia, Inc		20,500		2,357,295
Netflix, Inc.*		25,400		2,921,762
O’Reilly Automotive, Inc.*		14,600		3,505,022
Tesla Motors, Inc.*		3,100		772,086
Tractor Supply Co		29,800		2,542,238
Ulta Salon Cosmetics & Fragrance, Inc.*		22,300		3,525,407
Under Armour, Inc., Class A*		37,400		3,572,822
Zoe’s Kitchen, Inc.*		54,800		1,892,792

				30,043,906

Financials — 1.1%
BofI Holding, Inc.*		6,700		776,128

				776,128

Health Care — 16.7%
ABIOMED, Inc.*		37,500		3,596,250
Incyte Corp.*		9,500		1,103,805
Molina Healthcare, Inc.*		21,500		1,603,685
Regeneron Pharmaceuticals, Inc.*		6,100		3,132,350
Vertex Pharmaceuticals, Inc.*		19,800		2,524,896

				11,960,986


	Number of Shares		Value

Information Technology — 33.6%
Ellie Mae, Inc.*		23,000	$	1,665,890
Facebook, Inc., Class A*		39,700		3,550,371
Fortinet, Inc.*		66,900		2,819,166
Palo Alto Networks, Inc.*		22,500		3,694,950
Paycom Software, Inc.*		54,400		2,096,576
Red Hat, Inc.*		42,900		3,097,809
salesforce.com, Inc.*		64,000		4,439,040
Tableau Software, Inc., Class A* .		28,500		2,683,845

				24,047,647

TOTAL COMMON STOCKS (Cost $62,741,020)				66,828,667

TOTAL INVESTMENTS - 93.4% (Cost $62,741,020)				66,828,667

OTHER ASSETS IN EXCESS OF LIABILITIES - 6.6%				4,694,311

NET ASSETS - 100.0%			$	71,522,978


ASSETS
Investments, at value (Cost $62,741,020)	$	66,828,667
Cash		4,985,135
Receivables for:
Investments sold		2,408,741
Capital shares sold		263,875
Dividends		10,895
Prepaid expenses		14,330

Total assets		74,511,643


LIABILITIES
Payables for:
Investments purchased		2,690,617
Capital shares redeemed		177,338
Advisory fees		14,969
Administration and accounting services fees		36,748
Other accrued expenses and liabilities		68,993

Total liabilities		2,988,665

Net Assets	$	71,522,978

NET ASSETS CONSISTS OF
Par value	$	2,528
Paid-in capital		62,108,043
Accumulated net realized gain from investments		5,324,760
Net unrealized appreciation on investments.		4,087,647

Net Assets	$	71,522,978

CLASS I SHARES
Net Assets applicable to Class I Shares	$	71,522,978

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		2,528,157

Net asset value, offering and redemption price per share	$	28.29


INVESTMENT INCOME
Dividends	$	40,187
Interest		191

Total investment income		40,378

EXPENSES
Advisory fees (Note 2)		398,591
Administration and accounting services fees (Note 2)		88,189
Shareholder servicing fees		61,322
Transfer agent fees (Note 2)		33,550
Registration and filing fees		31,363
Audit fees		30,114
Printing and shareholder reporting fees		22,742
Legal fees		21,038
Custodian fees (Note 2)		20,643
Directors’ and officers’ fees		9,385
Insurance expense		6,721
Other expenses		14,782

Total expenses before waivers and reimbursements		738,440
Less: waivers and reimbursements (Note 2)		(223,030	)

Net expenses after waivers and reimbursements		515,410

Net investment loss		(475,032	)

NET REALIZED AND UNREALIZED GAIN FROM INVESTMENTS
Net realized gain from:
Investments		7,073,585
Net change in unrealized appreciation/(depreciation) on:
Investments		(675,621	)

Net realized and unrealized gain on investments		6,397,964

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	5,922,932


	Total Value at August 31, 2015		Level 1 Quoted Price		Level 2 Other Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Investments in Securities*	$	66,828,667	$	66,828,667	$	—	$	—


Federal tax cost	$	63,227,511

Gross unrealized appreciation	$	5,229,580
Gross unrealized depreciation		(1,628,424	)

Net unrealized appreciation	$	3,601,156


	Ordinary Income		Long-Term Gains
2015	$	1,974,976	$	2,620,840
2014	$	3,859,576	$	1,811,942
2013	$	—	$	—


FACTS		WHAT DOES THE SCOTIA DYNAMIC U.S. GROWTH FUND DO WITH YOUR PERSONAL INFORMATION?
Why?		Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?		The types of personal information we collect and share depend on the product or service you have with us. This information may include: • Social Security number • account balances • account transactions • transaction history • wire transfer instructions • checking account information When you are no longer our customer, we continue to share your information as described in this notice.
How?		All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Scotia Dynamic U.S. Growth Fund chooses to share; and whether you can limit this sharing.


Reasons we can share your information	Does the Scotia Dynamic U.S. Growth Fund Share?	Can you limit this sharing?

For our everyday business purpose — such as to process your transactions, maintain your account(s), respond to court orders and legal investi-gations, or report to credit bureaus	Yes	No

For our marketing purposes — to offer our products and services to you	No	We don’t share

For joint marketing with other financial companies	No	We don’t share

For affiliates’ everyday business purposes — information about your transactions and experiences	Yes	No

For affiliates’ everyday business purposes — information about your credit worthiness	No	We don’t share

For our affiliates to market to you	No	We don’t share

For nonaffiliates to market to you	No	We don’t share


What we do
How does the Scotia Dynamic U.S. Growth Fund protect my personal information?		To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
How does the Scotia Dynamic U.S. Growth Fund collect my personal information?		We collect your personal information, for example, when you • open an account • provide account information • give us your contact information • make a wire transfer tell us where to send the money We also collect your information from others, such as credit bureaus, affiliates, or other companies.
Why can’t I limit all sharing?		Federal law gives you the right to limit only • sharing for affiliates’ everyday business purposes — information about your creditworthiness • affiliates from using your information to market to you • sharing for nonaffiliates to market to you State laws and individual companies may give you additional rights to limit sharing.
Definitions
Affiliates		Companies related by common ownership or control. They can be financial and nonfinancial companies. • Our affiliates include companies such as Scotia Institutional Investments US, LP and Hollis Wealth Inc.
Nonaffiliates		Companies not related by common ownership or control. They can be financial and nonfinancial companies. • Scotia Dynamic U.S. Growth Fund doesn’t share with nonaffiliates so they can market to you.
Joint marketing		A formal agreement between nonaffiliated financial companies that together market financial products or services to you. • Scotia Dynamic U.S. Growth Fund doesn’t jointly market.


ASSETS
Investments, at value (Cost $64,662,483)	$	68,679,011
Cash		3,773,811
Receivables for:
Capital shares sold		398,552
Dividends		118,765
Prepaid expenses and other assets.		17,119

Total assets		72,987,258


LIABILITIES
Payables for:
Capital shares redeemed		21,946
Advisory fees		32,923
Audit fees		26,801
Administration and accounting services fees		25,984
Transfer agent fees		18,500
Other accrued expenses and liabilities		11,205

Total liabilities		137,359

Net Assets	$	72,849,899

NET ASSETS CONSISTS OF
Par value	$	5,286
Paid-in capital		64,771,666
Undistributed net investment income		700,661
Accumulated net realized gain from investments		3,355,758
Net unrealized appreciation on investments		4,016,528

Net Assets	$	72,849,899


CLASS I SHARES:
Net Assets applicable to Class I Shares	$	72,849,899

Shares outstanding ($0.001 par value, 100,000,000 shares authorized)		5,286,483

Net asset value, offering and redemption price per share	$	13.78


INVESTMENT INCOME
Dividends and interest.	$	1,679,741

Total investment income		1,679,741

EXPENSES
Advisory fees (Note 2)		480,767
Administration and accounting services fees (Note 2)		91,147
Transfer agent fees (Note 2)		82,478
Registration and filing fees		40,225
Audit fees		27,013
Legal fees		23,132
Printing and shareholder reporting fees		20,603
Custodian fees (Note 2)		18,700
Directors’ and officers’ fees		9,392
Other expenses		27,357

Total expenses before waivers and reimbursements		820,814
Less: waivers and reimbursements (Note 2)		(147,547	)

Net expenses after waivers and reimbursements		673,267

Net investment income		1,006,474

NET REALIZED AND UNREALIZED GAIN/(LOSS) FROM INVESTMENTS
Net realized gain from:
Investments		3,435,300
Net change in unrealized appreciation/(depreciation) on:
Investments		(1,560,314	)

Net realized and unrealized gain on investments		1,874,986

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	2,881,460


	For the				For the
	Year Ended				Year Ended
	August 31, 2015				August 31, 2014
INCREASE IN NET ASSETS FROM OPERATIONS:
Net investment income		$	1,006,474			$	571,518
Net realized gain from investments			3,435,300				2,064,024
Net change in unrealized appreciation/(depreciation) on investments			(1,560,314	)			4,691,346

Net increase in net assets resulting from operations			2,881,460				7,326,888


DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS FROM:
Class I Shares
Net investment income			(764,753	)			(250,235	)
Net realized gains			(1,984,239	)			(668,385	)

Net decrease in net assets from dividends and distributions to shareholders			(2,748,992	)			(918,620	)

CAPITAL SHARE TRANSACTIONS:
Class I Shares
Proceeds from shares sold			23,177,135				33,583,169
Reinvestment of distributions			2,688,722				918,422
Shares redeemed			(13,416,205	)			(6,284,602	)
Redemption fees			1,492				2,994

Net increase in net assets from capital share transactions			12,451,144				28,219,983

Total increase in net assets			12,583,612				34,628,251

NET ASSETS
Beginning of year			60,266,287				25,638,036

End of year		$	72,849,899			$	60,266,287

Undistributed net investment income, end of year		$	700,661			$	458,940

SHARE TRANSACTIONS:
Class I Shares
Shares sold			1,648,561				2,641,785
Shares reinvested			198,723				74,608
Shares redeemed			(954,075	)			(486,015	)

Net increase in shares			893,209				2,230,378


Expiration fiscal years ending
August 31, 2016	August 31, 2017	August 31, 2018
$151,296	$170,961	$147,547



Federal tax cost	$	64,698,818

Gross unrealized appreciation	$	6,408,233
Gross unrealized depreciation		(2,428,040	)

Net unrealized appreciation	$	3,980,193