UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM N-CSRS

Investment Company Act file number:  811-01236

DWS Market Trust

 (Exact Name of Registrant as Specified in Charter)

345 Park Avenue

New York, NY 10154-0004

 (Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including Area Code: (201) 593-6408

Paul Schubert

100 Plaza One

Jersey City, NJ 07311

 (Name and Address of Agent for Service)

Date of fiscal year end:	3/31
Date of reporting period:	9/30/2011

ITEM 1. REPORT TO STOCKHOLDERS

SEPTEMBER 30, 2011

Semiannual Report

to Shareholders

DWS Lifecycle Long Range Fund

Contents

4 Performance Summary

6 Information About Your Fund's Expenses

8 Portfolio Summary

10 Investment Portfolio

54 Statement of Assets and Liabilities

56 Statement of Operations

57 Statement of Changes in Net Assets

58 Financial Highlights

60 Notes to Financial Statements

71 Investment Management Agreement Approval

76 Summary of Management Fee Evaluation by Independent Fee Consultant

80 Account Management Resources

81 Privacy Statement

This report must be preceded or accompanied by a prospectus. To obtain a summary prospectus, if available, or prospectus for any of our funds, refer to the Account Management Resources information provided in the back of this booklet. We advise you to consider the fund's objectives, risks, charges and expenses carefully before investing. The summary prospectus and prospectus contain this and other important information about the fund. Please read the prospectus carefully before you invest.

Although allocation among different asset categories generally limits risk, portfolio management may favor an asset category that underperforms other assets or markets as a whole. Bond investments are subject to interest-rate and credit risks. When interest rates rise, bond prices generally fall. Credit risk refers to the ability of an issuer to make timely payments of principal and interest. The fund may use derivatives, including as part of its Global Tactical Asset Allocation (GTAA) strategy. Investing in derivatives entails special risks relating to liquidity, leverage and credit that may reduce returns and/or increase volatility. Because ETFs trade on a securities exchange, their shares may trade at a premium or discount to their net asset value. ETFs also incur fees and expenses so they may not fully match the performance of the indexes they are designed to track. Investing in foreign securities, particularly those of emerging markets, presents certain risks, such as currency fluctuations, political and economic changes, and market risks. Stocks may decline in value. See the prospectus for details.

DWS Investments is part of Deutsche Bank's Asset Management division and, within the U.S., represents the retail asset management activities of Deutsche Bank AG, Deutsche Bank Trust Company Americas, Deutsche Investment Management Americas Inc. and DWS Trust Company.

NOT FDIC/NCUA INSURED NO BANK GUARANTEE MAY LOSE VALUE NOT A DEPOSIT NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY

Performance Summary September 30, 2011

Average Annual Total Returns as of 9/30/11
No Sales Charges	6-Month‡	1-Year	3-Year	5-Year	10-Year
Class S	-9.82%	-1.06%	1.72%	-0.47%	2.85%
Institutional Class	-9.58%	-0.70%	1.97%	-0.21%	3.21%
S&P® Target Risk Growth Index+	-8.69%	0.44%	2.43%	1.04%	5.13%
Barclays Capital U.S. Aggregate Bond Index+	6.20%	5.26%	7.97%	6.53%	5.66%
Russell 1000® Index+	-14.58%	0.91%	1.61%	-0.91%	3.28%

‡Total returns shown for periods less than one year are not annualized.

Performance in the Average Annual Total Returns table above and the Growth of an Assumed $1,000,000 Investment line graph that follows is historical and does not guarantee future results. Investment return and principal fluctuate, so your shares may be worth more or less when redeemed. Current performance may differ from performance data shown. Please visit www.dws-investments.com for the Fund's most recent month-end performance. Fund performance includes reinvestment of all distributions.

The gross expense ratios of the Fund, as stated in the fee table of the prospectus dated August 1, 2011 are 1.07% and 0.96% for Class S and Institutional Class shares, respectively, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report.

Index returns do not reflect any fees or expenses and it is not possible to invest directly into an index.

Performance figures do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

Growth of an Assumed $1,000,000 Investment

[] DWS Lifecycle Long Range Fund — Institutional Class

[] Barclays Capital U.S. Aggregate Bond Index+

[] Russell 1000 Index+

[] S&P® Target Risk Growth Index+

Yearly periods ended September 30

The growth of $1,000,000 is cumulative.

The minimum initial investment for the Institutional Class is $1,000,000.

Performance of other share classes will vary based on the fee structure of those classes.

+S&P Target Risk Growth Index is designed to measure the performance of S&P's proprietary growth target risk allocation model. The S&P Target Risk Growth Index seeks to provide exposure to equity securities, while also allocating a portion of exposure to fixed income in an effort to produce moderate capital appreciation and some opportunity for current income and capital preservation. On August 1, 2011, the S&P Target Growth Index replaced the Barclays Capital U.S. Aggregate Bond Index and the Russell 1000 Index as the fund's benchmark index because portfolio management believes that it better reflects the fund's investment strategy.

The Barclays Capital U.S. Aggregate Bond Index is an unmanaged, market-value-weighted measure of Treasury issues, corporate bond issues and mortgage securities.

The Russell 1000 Index is an unmanaged index that measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index.

Net Asset Value and Distribution Information
	Class S		Institutional Class
Net Asset Value: 9/30/11	$	8.17	$	8.53
3/31/11	$	9.14	$	9.54
Distribution Information: Six Months as of 9/30/11: Income Dividends	$	.08	$	.09

Morningstar Rankings — Moderate Allocation Funds Category as of 9/30/11
Period	Rank		Number of Fund Classes Tracked	Percentile Ranking (%)
Class S 1-Year	569	of	962	59
3-Year	738	of	847	87
5-Year	621	of	711	87
10-Year	309	of	386	80
Institutional Class 1-Year	502	of	962	52
3-Year	706	of	847	83
5-Year	587	of	711	82
10-Year	272	of	386	70

Source: Morningstar, Inc. Rankings are historical and do not guarantee future results. Rankings are based on total return unadjusted for sales charges with distributions reinvested.

Information About Your Fund's Expenses

As an investor of the Fund, you incur two types of costs: ongoing expenses and transaction costs. Ongoing expenses include management fees and other Fund expenses. Examples of transaction costs include account maintenance fees, which are not shown in this section. The following tables are intended to help you understand your ongoing expenses (in dollars) of investing in the Fund and to help you compare these expenses with the ongoing expenses of investing in other mutual funds. In the most recent six-month period, the Fund limited these expenses; had it not done so, expenses would have been higher. The example in the table is based on an investment of $1,000 invested at the beginning of the six-month period and held for the entire period (April 1, 2011 to September 30, 2011).

The tables illustrate your Fund's expenses in two ways:

•Actual Fund Return. This helps you estimate the actual dollar amount of ongoing expenses (but not transaction costs) paid on a $1,000 investment in the Fund using the Fund's actual return during the period. To estimate the expenses 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 "Expenses Paid per $1,000" line under the share class you hold.

• Hypothetical 5% Fund Return. This helps you to compare your Fund's ongoing expenses (but not transaction costs) with those of other mutual funds using the Fund's actual expense ratio and a hypothetical rate of return of 5% per year before expenses. Examples using a 5% hypothetical fund return may be found in the shareholder reports of other mutual funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

Please note that the expenses shown in these tables are meant to highlight your ongoing expenses only and do not reflect any transaction costs. The "Expenses Paid per $1,000" line of the tables is useful in comparing ongoing expenses only and will not help you determine the relative total expense of owning different funds. An account maintenance fee of $6.25 per quarter for Class S shares may apply for certain accounts whose balances do not meet the applicable minimum initial investment. This fee is not included in these tables. If it was, the estimate of expenses paid for Class S shares during the period would be higher, and account value during the period would be lower, by this amount.

Expenses and Value of a $1,000 Investment for the six months ended September 30, 2011
Actual Fund Return	Class S		Institutional Class
Beginning Account Value 4/1/11	$	1,000.00	$	1,000.00
Ending Account Value 9/30/11	$	901.80	$	904.20
Expenses Paid per $1,000*	$	4.23	$	2.62
Hypothetical 5% Fund Return	Class S		Institutional Class
Beginning Account Value 4/1/11	$	1,000.00	$	1,000.00
Ending Account Value 9/30/11	$	1,020.55	$	1,022.25
Expenses Paid per $1,000*	$	4.50	$	2.78

* Expenses are equal to the Fund's annualized expense ratio for each share class, multiplied by the average account value over the period, multiplied by the number of days in the most recent six-month period, then divided by 366.

Annualized Expense Ratios	Class S	Institutional Class
DWS Lifecycle Long Range Fund	.89%	.55%

For more information, please refer to the Fund's prospectus.

Portfolio Summary

Asset Allocation (As a % of Investment Portfolio excluding Securities Lending Collateral)	9/30/11	3/31/11
Common Stocks	51%	53%
Exchange-Traded Funds — Equity	5%	5%
Total Equity	56%	58%
Corporate Bonds	9%	10%
Government & Agency Obligations	9%	9%
Exchange-Traded Funds — Fixed Income	3%	3%
Mortgage-Backed Securities Pass-Throughs	7%	5%
Collateralized Mortgage Obligations	4%	5%
Commercial Mortgage-Backed Securities	1%	2%
Municipal Bonds and Notes	1%	—
Asset-Backed	1%	1%
Total Fixed Income	35%	35%
Cash Equivalents	9%	7%
	100%	100%

Sector Diversification (As a % of Equities, Corporate Bonds and Preferred Securities)	9/30/11	3/31/11
Information Technology	16%	15%
Financials	15%	18%
Health Care	13%	10%
Consumer Discretionary	10%	11%
Consumer Staples	10%	7%
Energy	10%	12%
Industrials	9%	11%
Utilities	6%	5%
Telecommunication Services	6%	5%
Materials	5%	6%
	100%	100%

Geographical Diversification (As a % of Equity Securities)	9/30/11	3/31/11
United States	74%	75%
Europe (excluding United Kingdom)	12%	11%
Japan	4%	4%
United Kingdom	3%	3%
Pacific Basin (excluding Japan)	3%	3%
Canada	2%	2%
Other	2%	2%
	100%	100%

Asset allocation, sector and geographical diversifications are subject to change.

Ten Largest Equity Holdings at September 30, 2011 (6.9% of Net Assets)
1. Apple, Inc. Manufacturer of personal computers and communication solutions	1.6%
2. Microsoft Corp. Developer of computer software	0.9%
3. Chevron Corp. Operator of petroleum exploration, delivery and refining facilities	0.9%
4. Philip Morris International, Inc. Seller and distributor of tobacco products	0.6%
5. United Technologies Corp. Manufacturer of aerospace equipment, climate control systems and elevators	0.6%
6. McKesson Corp. Provider of health care services	0.5%
7. Verizon Communications, Inc. Provider of advanced communication and information technology services	0.5%
8. ConocoPhillips Producer of petroleum and other natural gases	0.5%
9. Discover Financial Services Credit card issuer and electronics payment services company	0.4%
10. Exxon Mobil Corp. Explorer and producer of oil and gas	0.4%

Portfolio holdings are subject to change.

For more complete details about the Fund's investment portfolio, see page 10. A quarterly Fact Sheet is available upon request. Please see the Account Management Resources section for contact information.

Following the Fund's fiscal first and third quarter-end, a complete portfolio holdings listing is filed with the SEC on Form N-Q. This form will be available on the SEC's Web site at www.sec.gov, and it also may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling (800) SEC-0330. The Fund's portfolio holdings are also posted on www.dws-investments.com from time to time. Please see the Fund's current prospectus for more information.

Investment Portfolio as of September 30, 2011 (Unaudited)

	Shares		Value ($)
Common Stocks 53.1%
Consumer Discretionary 5.4%
Auto Components 0.3%
BorgWarner, Inc.*		10,854		656,993
Bridgestone Corp.		900		20,407
Compagnie Generale des Etablissements Michelin "B"		157		9,376
Continental AG*		3,130		179,867
Denso Corp.		700		22,436
Magna International, Inc. "A"		1,900		62,826
Minth Group Ltd.		196,965		175,452
Nippon Seiki Co., Ltd.		18,484		201,099
Pirelli & C. SpA		2,217		15,732
TRW Automotive Holdings Corp.*		10,394		340,196
				1,684,384
Automobiles 0.2%
Bayerische Motoren Werke (BMW) AG		1,139		75,470
Daimler AG (Registered)		3,289		145,684
Fiat SpA		11,824		63,903
General Motors Co.*		2,100		42,378
Honda Motor Co., Ltd.		9,294		272,500
Nissan Motor Co., Ltd.		2,500		22,093
Renault SA		12,600		417,626
Toyota Motor Corp.		3,100		105,972
Volkswagen AG		90		11,154
				1,156,780
Distributors 0.1%
Genuine Parts Co.		12,278		623,722
Jardine Cycle & Carriage Ltd.		1,000		31,744
Li & Fung Ltd.		74,000		122,045
				777,511
Diversified Consumer Services 0.1%
H&R Block, Inc.		59,012		785,450
Hotels Restaurants & Leisure 1.0%
Autogrill SpA		1,184		11,900
Bwin.Party Digital Entertainment PLC		32,208		61,391
Carnival Corp.		11,806		357,722
Chipotle Mexican Grill, Inc.*		1,800		545,310
Compass Group PLC		3,075		24,866
Crown Ltd.		4,710		35,890
Darden Restaurants, Inc.		11,800		504,450
Domino's Pizza UK & IRL PLC		30,634		211,170
Dunkin' Brands Group, Inc.*		530		14,681
Genting Singapore PLC*		75,000		87,158
Las Vegas Sands Corp.*		1,900		72,846
McDonald's Corp.		7,619		669,101
Paddy Power PLC (b)		5,499		282,953
Paddy Power PLC (b)		587		30,349
REXLot Holdings Ltd.		3,560,051		214,150
Sands China Ltd.*		8,800		20,240
Shangri-La Asia Ltd.		8,000		15,053
Starbucks Corp.		13,600		507,144
Starwood Hotels & Resorts Worldwide, Inc.		17,723		688,007
TABCORP Holdings Ltd.		3,940		9,750
Tatts Group Ltd.		11,254		24,081
Tim Hortons, Inc.		1,500		69,725
Trump Entertainment Resorts, Inc.*		4		73
Wynn Macau Ltd.		5,200		11,949
Wynn Resorts Ltd.		5,200		598,416
				5,068,375
Household Durables 0.2%
Electrolux AB "B"		641		9,397
Hajime Construction Co., Ltd.		7,098		190,698
Jarden Corp.		4,807		135,846
Panasonic Corp.		3,400		32,861
Sony Corp.		1,300		24,949
Tempur-Pedic International, Inc.*		8,000		420,880
				814,631
Internet & Catalog Retail 0.2%
Priceline.com, Inc.*		2,000		898,920
Shutterfly, Inc.*		1,659		68,318
				967,238
Leisure Equipment & Products 0.4%
Mattel, Inc.		31,700		820,713
Polaris Industries, Inc.		16,200		809,514
Universal Entertainment Corp.		13,193		392,695
				2,022,922
Media 0.8%
Aegis Group PLC		50,983		97,928
British Sky Broadcasting Group PLC		1,807		18,552
CBS Corp. "B"		77,600		1,581,488
Charm Communications, Inc. (ADR)*		18,136		152,342
Comcast Corp. "A"		51,300		1,072,170
Dex One Corp.*		360		202
Fairfax Media Ltd.		18,551		14,592
JC Decaux SA*		7,492		185,841
Kabel Deutschland Holding AG*		213		11,482
Mediaset Espana Communication SA		1,471		8,352
Mediaset SpA		8,105		25,446
Modern Times Group "B"		172		6,867
News Corp. "A"		3,300		51,051
Pearson PLC		1,330		23,410
Postmedia Network Canada Corp.*		872		7,905
Reed Elsevier NV		16,789		183,592
Reed Elsevier PLC		2,143		16,326
Shaw Communications, Inc. "B"		3,200		64,922
Singapore Press Holdings Ltd.		15,000		42,869
SuperMedia, Inc.*		67		104
Thomson Reuters Corp.		3,002		81,360
Viacom, Inc. "B"		7,400		286,676
Wolters Kluwer NV		6,535		105,827
WPP PLC		1,959		18,066
				4,057,370
Multiline Retail 0.5%
Canadian Tire Corp., Ltd. "A"		700		38,076
Dollar General Corp.*		10,718		404,712
Macy's, Inc.		60,700		1,597,624
Marks & Spencer Group PLC		2,989		14,531
Nordstrom, Inc.		11,406		521,026
				2,575,969
Specialty Retail 1.2%
Aaron's, Inc.		40,100		1,012,525
Advance Auto Parts, Inc.		3,553		206,429
Aeropostale, Inc.*		9,283		100,349
Bed Bath & Beyond, Inc.*		10,975		628,977
Dick's Sporting Goods, Inc.*		15,863		530,776
Esprit Holdings Ltd.		3,887		4,741
Foot Locker, Inc.		43,200		867,888
Guess?, Inc.		5,046		143,760
Hennes & Mauritz AB "B"		2,442		72,945
hhgregg, Inc.*		7,960		77,610
Industria de Diseno Textil SA		1,268		108,589
Kingfisher PLC		4,711		18,058
L'Occitane International SA*		76,686		154,631
Limited Brands, Inc.		54,237		2,088,667
Urban Outfitters, Inc.*		6,624		147,848
				6,163,793
Textiles, Apparel & Luxury Goods 0.4%
Adidas AG		578		34,874
Burberry Group PLC		9,222		166,932
Compagnie Financiere Richemont SA "A"		1,306		57,974
Deckers Outdoor Corp.*		4,217		393,277
Gildan Activewear, Inc.		1,000		25,957
Luxottica Group SpA		740		18,747
LVMH Moet Hennessy Louis Vuitton SA		182		24,135
NIKE, Inc. "B"		13,797		1,179,782
Swatch Group AG (Bearer)		88		28,839
Yue Yuen Industrial (Holdings) Ltd.		5,000		12,810
				1,943,327
Consumer Staples 5.9%
Beverages 1.1%
Anheuser-Busch InBev NV		1,490		79,020
Asahi Breweries Ltd.		2,300		48,706
C&C Group PLC (b)		54,757		206,444
C&C Group PLC (b)		5,851		22,060
Carlsberg AS "B"		4,872		288,987
Coca-Cola Amatil Ltd.		1,082		12,380
Coca-Cola Co.		6,000		405,360
Coca-Cola Enterprises, Inc.		37,300		928,024
Diageo PLC		2,016		38,356
Foster's Group Ltd.		3,848		19,535
Hansen Natural Corp.*		10,100		881,629
Heineken Holding NV		583		22,489
Heineken NV		15,222		680,263
Kirin Holdings Co., Ltd.		4,000		52,220
PepsiCo, Inc.		34,619		2,142,916
Pernod Ricard SA		704		55,200
SABMiller PLC		640		20,801
				5,904,390
Food & Staples Retailing 1.7%
Aeon Co., Ltd.		4,000		53,995
Alimentation Couche-Tard, Inc. "B"		1,500		42,084
Carrefour SA		1,940		44,133
Casino Guichard-Perrachon SA		263		20,488
Colruyt SA		270		11,209
Costco Wholesale Corp.		18,837		1,546,894
CVS Caremark Corp.		64,026		2,149,993
Delhaize Group		237		13,838
Empire Co., Ltd. "A"		300		16,462
FamilyMart Co., Ltd.		400		15,279
George Weston Ltd.		600		39,639
Kato Sangyo Co., Ltd.		4,645		110,513
Koninklijke Ahold NV		5,711		67,151
Lawson, Inc.		400		22,608
Loblaw Companies Ltd.		1,200		45,165
Metro AG		1,423		59,872
Metro, Inc. "A"		1,100		48,098
Olam International Ltd.		15,000		25,573
Seven & I Holdings Co., Ltd.		3,500		98,252
Shoppers Drug Mart Corp.		2,400		93,559
Tesco PLC		15,668		91,649
Wal-Mart Stores, Inc.		25,925		1,345,508
Walgreen Co.		16,552		544,395
Wesfarmers Ltd.		5,358		161,907
Whole Foods Market, Inc.		25,782		1,683,822
Woolworths Ltd.		11,658		278,567
				8,630,653
Food Products 1.6%
Ajinomoto Co., Inc.		4,000		47,306
Bunge Ltd.		100		5,829
DANONE SA		1,909		117,482
Diamond Foods, Inc. (c)		5,280		421,291
General Mills, Inc.		15,291		588,245
Golden Agri-Resources Ltd.		913,000		419,313
Green Mountain Coffee Roasters, Inc.*		1,546		143,685
Kellogg Co.		32,669		1,737,664
Kraft Foods, Inc. "A"		44,075		1,480,038
Mead Johnson Nutrition Co.		18,108		1,246,374
MEIJI Holdings Co., Ltd.		400		18,946
Nestle SA (Registered)		8,435		463,675
Nippon Meat Packers, Inc.		1,000		12,989
Nisshin Seifun Group, Inc.		1,000		13,047
Nissin Foods Holdings Co., Ltd.		400		16,117
Saputo, Inc.		1,500		59,090
Sara Lee Corp.		33,573		548,919
Suedzucker AG		885		25,112
SunOpta, Inc.*		37,750		186,107
TreeHouse Foods, Inc.*		3,023		186,942
Unilever NV (CVA)		6,862		217,347
Unilever PLC		740		23,181
Viterra, Inc.		4,200		41,323
Wilmar International Ltd.		20,000		79,334
Yakult Honsha Co., Ltd.		600		18,667
Yamazaki Baking Co., Ltd.		1,000		15,181
				8,133,204
Household Products 0.4%
Colgate-Palmolive Co.		16,900		1,498,692
Energizer Holdings, Inc.*		300		19,932
Henkel AG & Co. KGaA		1,482		64,848
Procter & Gamble Co.		11,100		701,298
Reckitt Benckiser Group PLC		539		27,250
Unicharm Corp.		700		33,599
				2,345,619
Personal Products 0.2%
Beiersdorf AG		1,089		58,319
Herbalife Ltd.		15,400		825,440
Kao Corp.		2,600		72,323
L'Oreal SA		825		80,728
Shiseido Co., Ltd.		2,000		38,735
				1,075,545
Tobacco 0.9%
Altria Group, Inc.		42,849		1,148,782
British American Tobacco PLC		1,729		73,284
Imperial Tobacco Group PLC		831		28,063
Japan Tobacco, Inc.		20		93,309
Philip Morris International, Inc.		49,985		3,118,064
				4,461,502
Energy 5.2%
Energy Equipment & Services 1.3%
Aker Solutions ASA		574		5,507
AMEC PLC		7,312		91,969
Complete Production Services, Inc.*		6,681		125,937
Dresser-Rand Group, Inc.*		4,312		174,765
Fugro NV (CVA)		1,482		75,040
Halliburton Co.		13,223		403,566
Helmerich & Payne, Inc.		14,300		580,580
John Wood Group PLC		18,502		152,011
Kvaerner ASA*		574		750
Lamprell PLC		36,086		144,231
National Oilwell Varco, Inc.		20,145		1,031,827
Noble Corp.*		23,536		690,781
Oceaneering International, Inc.		9,600		339,264
Oil States International, Inc.*		8,501		432,871
Patterson-UTI Energy, Inc.		2,300		39,882
Prosafe SE		17,307		112,406
Saipem SpA		1,156		40,533
SBM Offshore NV		17,460		302,777
Schlumberger Ltd.		18,011		1,075,797
SEACOR Holdings, Inc.		4,200		336,882
Seadrill Ltd.		1,256		34,783
Superior Energy Services, Inc.*		7,200		188,928
Technip SA		174		13,925
Tecnicas Reunidas SA		2,234		71,324
Tenaris SA		2,058		26,143
Transocean Ltd.		10,578		504,994
WorleyParsons Ltd.		549		13,699
				7,011,172
Oil, Gas & Consumable Fuels 3.9%
Anadarko Petroleum Corp.		12,672		798,970
Approach Resources, Inc.*		5,718		97,149
BG Group PLC		1,332		25,364
BP PLC		7,454		44,708
Canadian Natural Resources Ltd. (b)		600		17,618
Canadian Natural Resources Ltd. (b)		24,457		715,856
Cenovus Energy, Inc.		500		15,397
Chevron Corp.		47,774		4,420,047
Cloud Peak Energy, Inc.*		6,994		118,548
ConocoPhillips		36,868		2,334,482
Enbridge, Inc.		400		12,768
EnCana Corp.		500		9,624
Eni SpA		5,437		95,531
EOG Resources, Inc.		9,820		697,318
Exxon Mobil Corp.		30,048		2,182,386
Holly Corp.		25,000		655,500
Idemitsu Kosan Co., Ltd.		200		17,931
Imperial Oil Ltd.		300		10,776
INPEX Corp.		49		301,958
JX Holdings, Inc.		9,500		53,320
Marathon Oil Corp.		29,804		643,170
Marathon Petroleum Corp.		18,997		514,059
Nexen, Inc.		30,352		470,153
Occidental Petroleum Corp.		21,528		1,539,252
Origin Energy Ltd.		2,883		36,906
Plains Exploration & Production Co.*		13,603		308,924
Repsol YPF SA		4,937		130,080
Rosetta Resources, Inc.*		2,412		82,539
Royal Dutch Shell PLC "A"		1,552		48,136
Royal Dutch Shell PLC "B"		11,205		348,025
Santos Ltd.		2,578		27,878
SM Energy Co.		11,300		685,345
Statoil ASA		3,722		79,527
Suncor Energy, Inc. (b)		884		22,575
Suncor Energy, Inc. (b)		29,928		761,368
Talisman Energy, Inc.		800		9,833
Tesoro Corp.*		36,100		702,867
TonenGeneral Sekiyu KK		2,000		22,937
Total SA		2,508		110,579
TransCanada Corp.		600		24,357
Ultra Petroleum Corp.*		2,760		76,507
Valero Energy Corp.		42,731		759,757
Woodside Petroleum Ltd.		1,629		50,431
				20,080,456
Financials 6.4%
Capital Markets 0.6%
Affiliated Managers Group, Inc.*		1,681		131,202
American Capital Ltd.*		94,400		643,808
Ameriprise Financial, Inc.		7,232		284,652
Ashmore Group PLC		53,760		269,568
Credit Suisse Group AG (Registered)*		930		24,133
Daiwa Securities Group, Inc.		4,000		14,925
Hargreaves Lansdown PLC		7,388		51,596
ICAP PLC		17,346		110,258
Jefferies Group, Inc.		9,045		112,248
Lazard Ltd. "A"		3,554		74,989
Nomura Holdings, Inc.		6,500		23,685
Partners Group Holding AG		1,543		253,873
T. Rowe Price Group, Inc. (c)		18,189		868,889
UBS AG (Registered)*		2,823		32,135
UOB-Kay Hian Holdings Ltd.		95,596		111,006
Waddell & Reed Financial, Inc. "A"		5,153		128,877
				3,135,844
Commercial Banks 1.3%
Alpha Bank AE*		9,270		16,465
Australia & New Zealand Banking Group Ltd.		764		14,189
Banco Bilbao Vizcaya Argentaria SA		7,006		57,086
Banco Santander SA		10,999		89,917
Bank of Cyprus PCL (b)		14,723		22,897
Bank of Cyprus PCL (b)		2,475		3,880
Bank of Montreal		500		27,994
Bank of Nova Scotia		1,000		50,310
Barclays PLC		3,017		7,406
BNP Paribas		1,019		40,334
BOC Hong Kong (Holdings) Ltd.		256,900		540,220
BOK Financial Corp.		900		42,201
Canadian Imperial Bank of Commerce		400		28,010
Commerzbank AG*		9,215		23,198
Commonwealth Bank of Australia		655		28,480
Credit Agricole SA		2,128		14,628
Dah Sing Banking Group Ltd.		42,444		37,123
Danske Bank AS*		8,782		123,092
DBS Group Holdings Ltd.		5,000		44,824
Dexia SA*		3,720		7,059
DGB Financial Group, Inc.*		15,672		181,749
DnB NOR ASA		29,073		290,242
EFG Eurobank Ergasias*		9,136		11,348
Erste Group Bank AG		2,114		53,884
HSBC Holdings PLC		4,828		36,796
Intesa Sanpaolo		28,439		44,436
KBC Groep NV		1,581		36,389
M&T Bank Corp.		6,800		475,320
Mitsubishi UFJ Financial Group, Inc.		19,800		88,992
Mizuho Financial Group, Inc.		26,892		38,841
National Australia Bank Ltd.		49,721		1,056,367
National Bank of Canada		200		13,339
National Bank of Greece SA*		18,402		67,282
Nordea Bank AB		4,983		40,264
Oversea-Chinese Banking Corp., Ltd.		6,000		36,923
Prosperity Bancshares, Inc.		4,687		153,171
Raiffeisen International Bank-Holding AG		585		17,095
Resona Holdings, Inc.		26,600		125,943
Royal Bank of Canada		1,300		59,622
Skandinaviska Enskilda Banken AB "A"		4,626		24,872
Societe Generale		27,883		730,576
Standard Chartered PLC		740		14,770
Sumitomo Mitsui Financial Group, Inc.		2,100		59,266
Sumitomo Mitsui Trust Holdings, Inc.		5,000		16,529
SunTrust Banks, Inc.		21,500		385,925
Svenska Handelsbanken AB "A"		928		23,592
Swedbank AB "A"		940		10,358
Toronto-Dominion Bank		900		64,062
UniCredit SpA		38,385		40,848
United Overseas Bank Ltd.		3,000		38,615
Wells Fargo & Co.		10,800		260,496
Westpac Banking Corp.		1,148		22,065
Zions Bancorp.		55,887		786,330
				6,525,620
Consumer Finance 0.6%
Capital One Financial Corp.		23,600		935,268
Discover Financial Services		98,417		2,257,686
				3,192,954
Diversified Financial Services 0.7%
CBOE Holdings, Inc.		2,700		66,069
CME Group, Inc. "A"		3,800		936,320
Deutsche Boerse AG*		224		11,248
Groupe Bruxelles Lambert SA		500		35,186
Hong Kong Exchanges & Clearing Ltd.		1,000		14,349
IG Group Holdings PLC		25,285		174,718
ING Groep NV (CVA)*		39,257		276,291
Interactive Brokers Group, Inc. "A"		11,200		156,016
IntercontinentalExchange, Inc.*		6,300		745,038
Investor AB "B"		985		17,289
JPMorgan Chase & Co.		36,309		1,093,627
ORIX Corp.		260		20,262
Pohjola Bank PLC "A"		1,664		17,489
Singapore Exchange Ltd.		2,000		10,034
The NASDAQ OMX Group, Inc.*		9,200		212,888
				3,786,824
Insurance 2.4%
ACE Ltd.		16,300		987,780
Aegon NV*		3,925		15,824
Aflac, Inc.		1,700		59,415
Ageas		20,701		35,610
AIA Group Ltd.		11,800		33,548
Allianz SE (Registered)		8,086		760,899
American National Insurance Co.		100		6,925
Arch Capital Group Ltd.*		24,500		800,538
Assicurazioni Generali SpA		2,786		44,009
Assurant, Inc.		23,243		832,099
AXA SA		78,269		1,016,254
Berkshire Hathaway, Inc. "B"*		4,000		284,160
Chubb Corp.		15,400		923,846
Dai-ichi Life Insurance Co., Ltd.		12		12,398
Erie Indemnity Co. "A"		5,700		405,726
Fidelity National Financial, Inc. "A"		46,236		701,863
HCC Insurance Holdings, Inc.		22,547		609,896
Lincoln National Corp.		41,448		647,832
Manulife Financial Corp.		2,000		22,788
Mercury General Corp.		3,700		141,895
MetLife, Inc.		15,524		434,827
MS&AD Insurance Group Holdings, Inc.		1,100		23,841
Muenchener Rueckversicherungs-Gesellschaft AG (Registered)		294		36,443
NKSJ Holdings, Inc.		750		16,569
Old Mutual PLC		132,980		215,006
PartnerRe Ltd.		16,178		845,624
Power Corp. of Canada		600		13,152
Prudential Financial, Inc.		16,111		754,961
Reinsurance Group of America, Inc.		3,300		151,635
Sampo Oyj "A"		4,527		113,382
Sun Life Financial, Inc.		800		19,109
Swiss Re Ltd.*		334		15,545
T&D Holdings, Inc.		1,400		13,177
Tokio Marine Holdings, Inc.		1,100		27,883
Transatlantic Holdings, Inc.		12,898		625,811
Tryg AS		339		17,816
Unum Group		2,100		44,016
Vienna Insurance Group AG Wiener Versicherung Gruppe		402		15,267
Zurich Financial Services AG*		3,648		755,231
				12,482,600
Real Estate Investment Trusts 0.6%
Annaly Capital Management, Inc. (REIT)		40,900		680,167
CapitaMall Trust (REIT)		340,000		472,137
Corio NV (REIT)		442		20,341
Klepierre (REIT)		3,500		98,158
Public Storage (REIT)		10,000		1,113,500
Rayonier, Inc. (REIT)		11,400		419,406
SL Green Realty Corp. (REIT)		4,300		250,045
Unibail-Rodamco SE (REIT)		119		21,208
Westfield Group (REIT) (Units)		16,101		119,208
				3,194,170
Real Estate Management & Development 0.2%
Brookfield Asset Management, Inc. "A"		700		19,359
CapitaLand Ltd.		35,000		65,247
Cheung Kong (Holdings) Ltd.		2,000		21,410
Hang Lung Properties Ltd.		3,000		8,869
Immofinanz AG*		8,098		22,991
K Wah International Holdings Ltd.		654,424		129,421
Mitsubishi Estate Co., Ltd.		19,300		312,355
Mitsui Fudosan Co., Ltd.		18,800		297,551
Sumitomo Realty & Development Co., Ltd.		1,000		19,216
Sun Hung Kai Properties Ltd.		2,000		22,660
Swire Pacific Ltd. "A"		1,000		10,332
				929,411
Thrifts & Mortgage Finance 0.0%
People's United Financial, Inc.		8,100		92,340
Health Care 7.6%
Biotechnology 1.0%
Actelion Ltd. (Registered)*		235		7,818
Alexion Pharmaceuticals, Inc.*		15,700		1,005,742
Biogen Idec, Inc.*		10,800		1,006,020
Celgene Corp.*		22,882		1,416,854
CSL Ltd.		2,298		65,549
Gilead Sciences, Inc.*		39,078		1,516,226
Onyx Pharmaceuticals, Inc.*		2,863		85,919
Pharmasset, Inc.*		2,525		207,984
				5,312,112
Health Care Equipment & Supplies 1.1%
Accuray, Inc.*		21,244		85,401
Baxter International, Inc.		20,801		1,167,768
Becton, Dickinson & Co.		10,258		752,116
CareFusion Corp.*		18,008		431,292
Cochlear Ltd.		346		15,375
Coloplast AS "B"		129		18,618
CONMED Corp.*		4,860		111,829
Edwards Lifesciences Corp.*		5,576		397,457
Essilor International SA (c)		1,042		75,093
IDEXX Laboratories, Inc.*		6,100		420,717
Kinetic Concepts, Inc.*		1,279		84,273
Merit Medical Systems, Inc.*		7,983		104,897
NxStage Medical, Inc.*		10,853		226,394
Olympus Corp.		800		24,695
Sirona Dental Systems, Inc.*		3,641		154,415
Smith & Nephew PLC		2,990		26,882
Sonova Holding AG (Registered)*		114		10,287
St. Jude Medical, Inc.		16,144		584,251
Sysmex Corp.		400		14,368
Terumo Corp.		6,100		317,269
The Cooper Companies, Inc.		5,400		427,410
Thoratec Corp.*		10,087		329,240
				5,780,047
Health Care Providers & Services 2.1%
Aetna, Inc.		23,200		843,320
AmerisourceBergen Corp.		23,700		883,299
Centene Corp.*		9,711		278,414
DaVita, Inc.*		10,000		626,700
Express Scripts, Inc.*		24,195		896,909
Fleury SA		19,449		232,116
Fresenius Medical Care AG & Co. KGaA		9,865		668,344
Fresenius SE & Co. KGaA		444		39,405
Healthspring, Inc.*		6,070		221,312
Humana, Inc.		22,205		1,614,970
McKesson Corp.		39,184		2,848,677
Sonic Healthcare Ltd.		1,985		21,720
UnitedHealth Group, Inc.		25,200		1,162,224
WellPoint, Inc.		10,028		654,628
				10,992,038
Health Care Technology 0.1%
SXC Health Solutions Corp.*		4,731		263,517
Life Sciences Tools & Services 0.1%
Life Technologies Corp.*		4,941		189,883
QIAGEN NV*		1,259		17,386
Thermo Fisher Scientific, Inc.*		10,366		524,934
				732,203
Pharmaceuticals 3.2%
Abbott Laboratories		5,400		276,156
Astellas Pharma, Inc.		1,700		64,133
AstraZeneca PLC		3,739		165,550
Bayer AG		3,361		184,707
Bristol-Myers Squibb Co.		43,300		1,358,754
Chugai Pharmaceutical Co., Ltd.		1,500		25,418
Daiichi Sankyo Co., Ltd.		2,900		60,384
Eisai Co., Ltd.		1,000		40,303
Eli Lilly & Co.		54,300		2,007,471
Flamel Technologies SA (ADR)*		21,496		89,638
Forest Laboratories, Inc.*		27,100		834,409
GlaxoSmithKline PLC		99,460		2,053,499
Hisamitsu Pharmaceutical Co., Inc.		500		24,011
Johnson & Johnson		13,300		847,343
Kyowa Hakko Kirin Co., Ltd.		2,000		22,269
Merck & Co., Inc.		58,569		1,915,792
Merck KGaA		169		13,828
Mitsubishi Tanabe Pharma Corp.		36,000		667,361
Novartis AG (Registered)		4,447		248,185
Novo Nordisk AS "B"		13,669		1,358,863
Ono Pharmaceutical Co., Ltd.		400		23,819
Otsuka Holdings KK		1,000		27,348
Pacira Pharmaceuticals. Inc.*		20,778		206,326
Pfizer, Inc.		30,300		535,704
Questcor Pharmaceuticals, Inc.* (c)		14,587		397,642
Roche Holding AG (Genusschein)		1,299		208,985
Sanofi		6,131		402,556
Santen Pharmaceutical Co., Ltd.		400		16,717
Shionogi & Co., Ltd.		2,000		29,600
Shire PLC		1,752		54,631
Taisho Pharmaceutical Co., Ltd.		1,000		24,556
Takeda Pharmaceutical Co., Ltd.		3,100		147,188
Teva Pharmaceutical Industries Ltd. (ADR)		23,713		882,598
Tsumura & Co.		400		12,747
Valeant Pharmaceuticals International, Inc.		8,300		309,379
VIVUS, Inc.*		14,954		120,679
Watson Pharmaceuticals, Inc.*		12,400		846,300
				16,504,849
Industrials 5.3%
Aerospace & Defense 1.6%
BAE Systems PLC		4,921		20,288
BE Aerospace, Inc.*		6,834		226,274
Bombardier, Inc. "B"		8,300		29,069
CAE, Inc.		1,500		14,071
European Aeronautic Defence & Space Co.		36,800		1,032,443
Finmeccanica SpA		3,546		24,476
General Dynamics Corp.		5,200		295,828
Lockheed Martin Corp. (c)		13,200		958,848
Northrop Grumman Corp.		29,249		1,525,628
Raytheon Co.		17,680		722,582
Rolls-Royce Holdings PLC*		2,921		26,782
Singapore Technologies Engineering Ltd.		6,000		12,718
TransDigm Group, Inc.*		6,313		515,583
United Technologies Corp.		42,693		3,003,879
				8,408,469
Air Freight & Logistics 0.0%
Deutsche Post AG (Registered)		632		8,077
FedEx Corp.		1,600		108,288
PostNL NV		1,419		6,214
TNT Express NV		1,419		9,791
				132,370
Airlines 0.1%
Cathay Pacific Airways Ltd.		8,000		12,961
Cebu Air, Inc.		73,779		119,417
International Consolidated Airlines Group SA*		2,833		6,670
Qantas Airways Ltd.*		7,928		10,615
Ryanair Holdings PLC (ADR)*		6,624		170,568
Singapore Airlines Ltd.		2,793		24,166
				344,397
Building Products 0.0%
Assa Abloy AB "B"		518		10,664
Compagnie de Saint-Gobain		472		18,028
Geberit AG (Registered)*		86		15,810
				44,502
Commercial Services & Supplies 0.2%
Babcock International Group PLC		29,391		298,754
Brambles Ltd.		6,450		39,793
Ritchie Bros. Auctioneers, Inc.		700		14,202
Serco Group PLC		19,312		153,013
Stericycle, Inc.*		8,116		655,124
				1,160,886
Construction & Engineering 0.4%
ACS, Actividades de Construccion y Servicios SA		833		29,392
Aecom Technology Corp.*		7,464		131,889
Bouygues SA		261		8,637
Chicago Bridge & Iron Co. NV		20,775		594,788
Ferrovial SA		2,776		31,711
Fluor Corp.		15,700		730,835
Fomento de Construcciones y Contratas SA		727		17,966
KBR, Inc.		14,200		335,546
Koninklijke Boskalis Westminster NV		256		7,876
Leighton Holdings Ltd.		482		8,450
Shui On Construction & Materials Ltd.		105,153		91,119
Skanska AB "B"		601		8,308
SNC-Lavalin Group, Inc.		900		37,815
Vinci SA		385		16,532
Yongnam Holdings Ltd.		934,888		165,956
				2,216,820
Electrical Equipment 0.4%
ABB Ltd. (Registered)*		3,025		51,660
AMETEK, Inc.		22,560		743,803
Mitsubishi Electric Corp.		28,400		251,522
Prysmian SpA		9,564		125,445
Roper Industries, Inc.		10,459		720,730
Schneider Electric SA		4,196		225,906
Vestas Wind Systems AS*		960		15,567
				2,134,633
Industrial Conglomerates 0.4%
Fraser & Neave Ltd.		4,000		17,508
General Electric Co.		43,100		656,844
Hutchison Whampoa Ltd.		13,000		96,235
Keppel Corp., Ltd.		6,400		37,488
Koninklijke (Royal) Philips Electronics NV		2,724		48,761
SembCorp Industries Ltd.		4,000		10,322
Siemens AG (Registered)		640		57,819
Smiths Group PLC		609		9,383
Tyco International Ltd.		22,100		900,575
				1,834,935
Machinery 1.3%
AB SKF "B"		976		18,394
Alfa Laval AB		700		10,990
Altra Holdings, Inc.*		8,262		95,591
Amtek Engineering Ltd.*		248,682		121,831
Andritz AG		2,510		205,804
Atlas Copco AB "A"		762		13,460
Atlas Copco AB "B"		411		6,448
Austal Ltd.		53,994		113,304
Caterpillar, Inc.		8,500		627,640
Dover Corp.		27,929		1,301,491
EVA Precision Industrial Holdings Ltd.		989,376		245,836
FANUC Ltd.		100		13,768
Fiat Industrial SpA*		7,615		56,780
Joy Global, Inc.		12,167		758,977
Kennametal, Inc.		3,400		111,316
Komatsu Ltd.		600		12,956
Kone Oyj "B"		804		38,149
Metso Oyj		1,216		35,431
Nabtesco Corp.		7,900		149,688
Navistar International Corp.*		12,089		388,299
Parker Hannifin Corp.		13,437		848,278
Rational AG		851		189,686
Rotork PLC		7,213		173,623
Sandvik AB		2,840		32,624
Scania AB "B"		504		7,186
SembCorp Marine Ltd.		4,000		9,784
SPX Corp.		7,918		358,765
Timken Co.		15,500		508,710
Vallourec SA		122		6,993
Volvo AB "B"		4,248		41,532
WABCO Holdings, Inc.*		2,789		105,591
Wartsila Corp.		956		22,702
Zardoya Otis SA		1,051		13,402
				6,645,029
Marine 0.1%
A P Moller-Maersk AS "A"		3		16,836
A P Moller-Maersk AS "B"		6		35,317
Kawasaki Kisen Kaisha Ltd.		42,000		87,253
Kirby Corp.*		5,900		310,576
Kuehne & Nagel International AG (Registered)		117		13,087
Mitsui OSK Lines Ltd.		60,871		233,291
Orient Overseas International Ltd.		2,000		8,005
				704,365
Professional Services 0.0%
Brunel International NV		4,208		135,021
Capita Group PLC		1,168		12,766
Experian PLC		2,151		24,199
Randstad Holding NV		405		12,920
SGS SA (Registered)		10		15,166
				200,072
Road & Rail 0.4%
Asciano Ltd.		14,929		20,549
Canadian National Railway Co.		2,600		173,755
Canadian Pacific Railway Ltd.		1,000		48,211
Central Japan Railway Co.		2		17,426
ComfortDelGro Corp., Ltd.		11,000		10,936
DSV AS		1,033		18,620
East Japan Railway Co.		300		18,216
Kansas City Southern*		3,100		154,876
MTR Corp., Ltd.		11,500		34,490
Norfolk Southern Corp.		16,751		1,022,146
QR National Ltd.		7,809		23,606
Ryder System, Inc.		7,500		281,325
				1,824,156
Trading Companies & Distributors 0.3%
Bunzl PLC		1,151		13,671
Finning International, Inc.		1,100		20,102
JFE Shoji Holdings, Inc.		36,370		159,915
MISUMI Group, Inc.		11,719		260,058
Mitsubishi Corp.		48,497		987,626
Mitsui & Co., Ltd.		1,500		21,711
Noble Group Ltd.		13,182		13,166
Sumikin Bussan Corp.		71,452		161,148
Wolseley PLC		505		12,571
				1,649,968
Transportation Infrastructure 0.1%
Abertis Infraestructuras SA		2,461		37,816
Atlantia SpA		2,798		40,129
Hutchison Port Holdings Trust (Units)		29,000		19,186
Koninklijke Vopak NV		5,900		282,662
Transurban Group (Units)		5,178		26,918
				406,711
Information Technology 9.3%
Communications Equipment 1.0%
Alcatel-Lucent*		11,733		33,547
Brocade Communications Systems, Inc.*		75,558		326,411
Cisco Systems, Inc.		54,580		845,444
EchoStar Corp. "A"*		900		20,349
Harris Corp.		4,012		137,090
Motorola Solutions, Inc.		20,600		863,140
Nokia Oyj		37,672		213,390
Polycom, Inc.*		4,317		79,303
QUALCOMM, Inc.		44,735		2,175,463
Research In Motion Ltd.*		8,800		179,376
Riverbed Technology, Inc.*		9,123		182,095
Sycamore Networks, Inc.		6,402		115,556
Telefonaktiebolaget LM Ericsson "B"		17,049		163,357
				5,334,521
Computers & Peripherals 2.5%
Apple, Inc.*		21,867		8,335,263
Dell, Inc.*		130,200		1,842,330
EMC Corp.*		71,234		1,495,202
Hewlett-Packard Co.		23,467		526,834
Toshiba Corp.		4,000		16,311
Western Digital Corp.*		28,400		730,448
				12,946,388
Electronic Equipment, Instruments & Components 0.2%
Cognex Corp.		5,688		154,202
E Ink Holdings, Inc.		112,577		233,463
Fujifilm Holdings Corp.		700		16,247
Hitachi Ltd.		4,000		19,895
Hoya Corp.		700		16,132
Itron, Inc.*		3,359		99,090
Kingboard Chemical Holdings Ltd.		40,769		109,686
Kyocera Corp.		300		25,061
Nippon Electric Glass Co., Ltd.		9,000		81,541
Vishay Intertechnology, Inc.*		23,900		199,804
				955,121
Internet Software & Services 0.5%
eBay, Inc.*		8,200		241,818
Google, Inc. "A"*		2,100		1,080,198
IAC/InterActiveCorp.*		21,600		854,280
Internet Initiative Japan, Inc.		34		158,556
NIC, Inc.		11,534		132,064
Open Text Corp.*		1,100		57,504
United Internet AG (Registered)		12,617		212,910
				2,737,330
IT Services 1.5%
Accenture PLC "A"		21,947		1,156,168
Alliance Data Systems Corp.*		4,800		444,960
Atos Origin SA		266		11,504
Automatic Data Processing, Inc.		21,600		1,018,440
Cap Gemini SA		6,387		212,847
Cardtronics, Inc.*		11,672		267,522
CGI Group, Inc. "A"*		4,500		84,641
International Business Machines Corp.		12,087		2,115,588
MasterCard, Inc. "A"		1,100		348,876
Teradata Corp.*		16,600		888,598
VeriFone Systems, Inc.*		13,451		471,054
Visa, Inc. "A"		4,700		402,884
				7,423,082
Office Electronics 0.0%
Canon, Inc.		800		36,218
Neopost SA		187		13,742
				49,960
Semiconductors & Semiconductor Equipment 0.9%
Altera Corp.		19,000		599,070
Applied Materials, Inc.		5,200		53,820
ARM Holdings PLC		40,789		349,111
ASML Holding NV		12,797		444,673
Atmel Corp.*		10,812		87,253
EZchip Semiconductor Ltd.*		3,173		105,407
FSI International, Inc.*		31,020		58,628
Infineon Technologies AG		2,624		19,324
Intel Corp.		85,681		1,827,576
LSI Corp.*		136,900		709,142
Skyworks Solutions, Inc.*		29,354		526,611
STMicroelectronics NV		2,736		17,877
				4,798,492
Software 2.7%
Activision Blizzard, Inc.		27,300		324,870
ANSYS, Inc.*		17,000		833,680
Autonomy Corp. PLC*		1,698		67,258
Check Point Software Technologies Ltd.*		12,491		659,025
Dassault Systemes SA		21,846		1,542,537
Intuit, Inc.*		2,700		128,088
MICROS Systems, Inc.*		9,500		417,145
Microsoft Corp.		195,945		4,877,071
NetQin Mobile, Inc. (ADR)*		5,590		21,410
Nintendo Co., Ltd.		100		14,566
Oracle Corp.		69,173		1,988,032
Rovi Corp.*		3,681		158,209
SAP AG		25,423		1,295,943
Solera Holdings, Inc.		6,574		331,987
Symantec Corp.*		54,700		891,610
The Sage Group PLC		10,040		39,808
TiVo, Inc.*		12,280		114,695
				13,705,934
Materials 2.5%
Chemicals 1.4%
Agrium, Inc.		200		13,312
Air Liquide SA		630		73,670
Air Products & Chemicals, Inc.		11,422		872,298
Akzo Nobel NV		1,052		46,507
Asahi Kasei Corp.		3,000		18,006
BASF SE		673		40,834
CF Industries Holdings, Inc.		9,600		1,184,544
E.I. du Pont de Nemours & Co.		19,400		775,418
Ecolab, Inc.		16,770		819,885
Givaudan SA (Registered)*		23		17,968
Huntsman Corp.		32,053		309,952
Koninklijke DSM NV		660		28,694
Lanxess AG		3,140		150,939
Linde AG		127		16,938
Mitsubishi Chemical Holdings Corp.		3,000		20,298
Potash Corp. of Saskatchewan, Inc. (b)		600		26,052
Potash Corp. of Saskatchewan, Inc. (b)		13,522		584,421
PPG Industries, Inc.		3,100		219,046
Praxair, Inc.		9,043		845,340
Rockwood Holdings, Inc.*		8,400		282,996
Shin-Etsu Chemical Co., Ltd.		700		34,321
Sika AG		7		12,376
Solvay SA		478		44,966
STR Holdings, Inc.*		6,903		55,983
Sumitomo Chemical Co., Ltd.		5,000		19,231
Syngenta AG (Registered)*		189		48,962
The Mosaic Co.		12,114		593,223
Toray Industries, Inc.		3,000		21,024
Umicore		925		33,533
Yara International ASA		1,680		64,068
				7,274,805
Construction Materials 0.1%
CRH PLC		27,033		421,833
Holcim Ltd. (Registered)*		615		32,513
Lafarge SA		528		18,177
				472,523
Containers & Packaging 0.2%
Sonoco Products Co.		28,490		804,273
Metals & Mining 0.7%
Anglo American PLC		817		28,175
ArcelorMittal		1,725		27,550
Barrick Gold Corp.		800		37,492
BHP Billiton Ltd.		2,013		66,882
BHP Billiton PLC		1,214		32,168
Boliden AB		2,957		30,503
Freeport-McMoRan Copper & Gold, Inc.		27,562		839,263
Goldcorp, Inc. (b)		600		27,524
Goldcorp, Inc. (b)		13,102		597,975
IAMGOLD Corp.		600		11,927
JFE Holdings, Inc.		1,100		22,182
Kinross Gold Corp.		1,000		14,858
Newcrest Mining Ltd.		13,246		436,517
Newmont Mining Corp.		7,831		492,570
Nippon Steel Corp.		9,000		25,762
Norsk Hydro ASA		9,460		42,980
Outokumpu Oyj		4,486		29,396
Randgold Resources Ltd. (ADR)		2,050		198,276
Rautaruukki Oyj		3,256		32,659
Rio Tinto Ltd.		286		16,745
Rio Tinto PLC		843		37,231
SSAB AB "A"		972		7,193
Teck Resources Ltd. "B"		524		15,461
Thompson Creek Metals Co., Inc.*		11,924		72,379
ThyssenKrupp AG		292		7,167
Walter Energy, Inc.		4,177		250,662
Xstrata PLC		1,298		16,279
Yamana Gold, Inc.		700		9,606
				3,427,382
Paper & Forest Products 0.1%
Holmen AB "B"		500		12,408
International Paper Co.		5,100		118,575
Schweitzer-Mauduit International, Inc.		3,902		218,005
Stora Enso Oyj "R"		19,415		113,368
Svenska Cellulosa AB "B"		4,027		48,962
UPM-Kymmene Oyj		18,940		213,203
				724,521
Telecommunication Services 2.5%
Diversified Telecommunication Services 1.9%
AT&T, Inc.		64,120		1,828,703
BCE, Inc.		2,500		93,735
Bell Aliant, Inc.		800		21,109
Bezeq Israeli Telecommunication Corp., Ltd.		124,000		232,467
BT Group PLC		19,002		50,937
CenturyLink, Inc.		39,588		1,311,155
Deutsche Telekom AG (Registered)		22,144		260,485
France Telecom SA		13,545		222,108
Iliad SA		194		21,710
Inmarsat PLC		33,827		257,012
Koninklijke (Royal) KPN NV		20,681		272,256
Nippon Telegraph & Telephone Corp.		2,600		124,958
Singapore Telecommunications Ltd.		77,000		185,909
Swisscom AG (Registered)		1,212		492,470
Tele2 AB "B"		1,647		30,117
Telecom Italia SpA		142,634		154,879
Telecom Italia SpA (RSP)		94,175		91,494
Telefonica SA		13,204		253,138
Telenor ASA		12,178		187,733
TeliaSonera AB		170,884		1,127,583
Telstra Corp., Ltd.		37,772		112,577
Telus Corp.		600		29,402
Telus Corp. (Non-Voting Shares)		1,600		74,587
Verizon Communications, Inc.		71,800		2,642,240
Vivendi		1,177		24,031
				10,102,795
Wireless Telecommunication Services 0.6%
American Tower Corp. "A"*		14,590		784,942
KDDI Corp.		15		103,021
Millicom International Cellular SA (SDR)		495		49,573
NTT DoCoMo, Inc.		83		151,301
Rogers Communications, Inc. "B"		4,500		154,037
Softbank Corp.		11,700		342,493
Telephone & Data Systems, Inc.		9,200		195,500
Vodafone Group PLC		95,163		245,744
Vodafone Group PLC (ADR)		36,554		937,610
				2,964,221
Utilities 3.0%
Electric Utilities 1.8%
Acciona SA		114		9,623
American Electric Power Co., Inc.		22,998		874,384
Cheung Kong Infrastructure Holdings Ltd.		4,000		23,345
Chubu Electric Power Co., Inc.		4,100		77,097
Chugoku Electric Power Co., Inc.		1,900		33,481
CLP Holdings Ltd.		10,500		93,988
Duke Energy Corp. (c)		96,008		1,919,200
E.ON AG		4,593		100,168
Edison International		10,100		386,325
EDP — Energias de Portugal SA		67,643		207,755
Electricite de France		929		26,995
Enel SpA		35,890		158,790
Entergy Corp.		13,772		912,946
Exelon Corp.		26,701		1,137,730
FirstEnergy Corp.		31,947		1,434,740
Fortis, Inc.		4,800		150,839
Fortum Oyj		5,402		126,862
Hokkaido Electric Power Co., Inc.		1,000		14,722
Hokuriku Electric Power Co.		1,200		22,229
Iberdrola SA		22,917		155,090
Kansai Electric Power Co., Inc.		4,500		77,382
Kyushu Electric Power Co., Inc.		10,500		169,182
Power Assets Holdings Ltd.		7,500		57,390
Red Electrica Corporacion SA		5,745		262,170
Scottish & Southern Energy PLC		3,307		66,136
Shikoku Electric Power Co., Inc.		1,200		33,008
Southern Co.		20,047		849,391
SP Ausnet		26,529		23,802
Terna — Rete Elettrica Nationale SpA		4,601		17,067
Tohoku Electric Power Co., Inc.		2,800		38,761
Tokyo Electric Power Co., Inc.*		36,200		111,072
				9,571,670
Gas Utilities 0.2%
Enagas		657		12,099
Gas Natural SDG SA		1,760		29,999
Hong Kong & China Gas Co., Ltd.		20,449		46,197
Osaka Gas Co., Ltd.		12,000		49,881
Snam Rete Gas SpA		219,007		1,010,965
Toho Gas Co., Ltd.		3,000		19,695
Tokyo Gas Co., Ltd.		16,000		74,528
				1,243,364
Independent Power Producers & Energy Traders 0.1%
AES Corp.*		10,200		99,552
EDP Renovaveis SA*		7,338		40,046
Electric Power Development Co., Ltd.		800		23,574
Enel Green Power SpA		6,834		15,565
International Power PLC		5,409		25,624
NRG Energy, Inc.*		1,400		29,694
TransAlta Corp.		5,900		128,427
				362,482
Multi-Utilities 0.8%
AGL Energy Ltd.		7,936		108,823
Ameren Corp.		30,200		899,054
Canadian Utilities Ltd. "A"		2,400		142,250
CenterPoint Energy, Inc.		46,100		904,482
Centrica PLC		45,649		209,846
GDF Suez		6,136		183,303
National Grid PLC		11,867		117,662
PG&E Corp.		26,968		1,141,016
Public Service Enterprise Group, Inc.		10,400		347,048
RWE AG		738		27,175
Suez Environnement Co.		711		9,910
Veolia Environnement		2,070		30,231
				4,120,800
Water Utilities 0.1%
American Water Works Co., Inc.		10,048		303,249
Severn Trent PLC		827		19,790
United Utilities Group PLC		2,431		23,545
				346,584
Total Common Stocks (Cost $293,773,780)				275,658,381
Preferred Stocks 0.1%
Consumer Discretionary 0.1%
Bayerische Motoren Werke (BMW) AG		250		11,656
Porsche Automobil Holding SE		5,664		271,137
Volkswagen AG		562		74,352
				357,145
Consumer Staples 0.0%
Henkel AG & Co. KGaA		1,920		102,021
Financials 0.0%
Ally Financial, Inc., Series G, 144A, 7.0%		50		33,486
Total Preferred Stocks (Cost $600,938)				492,652
Rights 0.0%
Financials
Banco Bilbao Vizcaya Argentaria SA, Expiration Date 10/20/2011* (Cost $952)		7,006		1,033
Warrants 0.0%
Consumer Discretionary 0.0%
Reader's Digest Association, Inc., Expiration Date 2/19/2014*		80		14
Information Technology 0.0%
Kingboard Chemical Holdings Ltd., Expiration Date 10/31/2012*		5,800		722
Total Warrants (Cost $0)				736

		Principal Amount ($) (a)		Value ($)
Corporate Bonds 9.4%
Consumer Discretionary 1.1%
AMC Entertainment, Inc., 8.0%, 3/1/2014			70,000		67,550
American Achievement Corp., 144A, 10.875%, 4/15/2016			25,000		19,000
Asbury Automotive Group, Inc.:
7.625%, 3/15/2017			45,000		42,975
8.375%, 11/15/2020			35,000		33,775
Avis Budget Car Rental LLC:
8.25%, 1/15/2019			40,000		36,600
9.625%, 3/15/2018			25,000		24,750
Bresnan Broadband Holdings LLC, 144A, 8.0%, 12/15/2018			45,000		45,337
Cablevision Systems Corp.:
7.75%, 4/15/2018			135,000		136,350
8.0%, 4/15/2020			10,000		10,175
Caesar's Entertainment Operating Co., Inc.:
10.0%, 12/15/2018			65,000		38,675
11.25%, 6/1/2017			30,000		30,262
12.75%, 4/15/2018			25,000		16,938
CCO Holdings LLC:
7.0%, 1/15/2019			10,000		9,700
7.875%, 4/30/2018			20,000		20,350
8.125%, 4/30/2020			15,000		15,600
Cequel Communications Holdings I LLC, 144A, 8.625%, 11/15/2017			130,000		128,700
Claire's Stores, Inc.:
8.875%, 3/15/2019			10,000		7,200
9.625%, 6/1/2015 (PIK)			10,518		8,099
Clear Channel Communications, Inc., 9.0%, 3/1/2021			10,000		7,425
Clear Channel Worldwide Holdings, Inc.:
Series A, 9.25%, 12/15/2017			10,000		10,150
Series B, 9.25%, 12/15/2017			10,000		10,225
Comcast Corp., 6.5%, 1/15/2015			100,000		113,972
Cumulus Media, Inc., 144A, 7.75%, 5/1/2019			10,000		8,425
DineEquity, Inc., 9.5%, 10/30/2018			65,000		64,512
DIRECTV Holdings LLC:
5.875%, 10/1/2019			250,000		281,274
6.0%, 8/15/2040			200,000		213,461
Discovery Communications LLC, 5.05%, 6/1/2020			200,000		218,623
DISH DBS Corp.:
6.625%, 10/1/2014			65,000		65,731
144A, 6.75%, 6/1/2021			10,000		9,550
7.125%, 2/1/2016			50,000		50,625
EH Holding Corp., 144A, 7.625%, 6/15/2021			25,000		24,063
Fontainebleau Las Vegas Holdings LLC, 144A, 11.0%, 6/15/2015*			40,000		50
Ford Motor Co., 7.45%, 7/16/2031			35,000		39,511
Great Canadian Gaming Corp., 144A, 7.25%, 2/15/2015			40,000		40,000
Hertz Corp.:
6.75%, 4/15/2019			300,000		272,250
7.5%, 10/15/2018			210,000		200,550
Home Depot, Inc., 5.875%, 12/16/2036			200,000		232,838
Interpublic Group of Companies, Inc., 10.0%, 7/15/2017			225,000		255,937
Kabel BW Erste Beteiligungs GmbH, 144A, 7.5%, 3/15/2019			150,000		145,875
Lear Corp.:
7.875%, 3/15/2018			20,000		20,600
8.125%, 3/15/2020			20,000		21,000
Limited Brands, Inc., 7.0%, 5/1/2020			10,000		10,500
Lions Gate Entertainment, Inc., 144A, 10.25%, 11/1/2016			50,000		48,000
McDonald's Corp., Series I, 5.35%, 3/1/2018			60,000		71,558
Mediacom Broadband LLC, 8.5%, 10/15/2015			50,000		49,750
MGM Resorts International:
7.5%, 6/1/2016			20,000		17,350
7.625%, 1/15/2017			45,000		38,587
9.0%, 3/15/2020			85,000		88,294
144A, 10.0%, 11/1/2016			15,000		14,213
Michaels Stores, Inc., Step-up Coupon, 0% to 11/1/2011, 13.0% to 11/1/2016			15,000		15,450
NBCUniversal Media LLC, 4.375%, 4/1/2021			200,000		205,427
News America, Inc.:
6.65%, 11/15/2037			40,000		43,967
7.85%, 3/1/2039			315,000		389,404
Omnicom Group, Inc., 4.45%, 8/15/2020			120,000		121,062
Palace Entertainment Holdings LLC, 144A, 8.875%, 4/15/2017			35,000		32,025
Penske Automotive Group, Inc., 7.75%, 12/15/2016			90,000		89,100
PETCO Animal Supplies, Inc, 144A, 9.25%, 12/1/2018			25,000		25,000
PVH Corp., 7.375%, 5/15/2020			15,000		15,638
Regal Entertainment Group, 9.125%, 8/15/2018			15,000		14,850
Sabre Holdings Corp., 8.35%, 3/15/2016			25,000		20,438
Sears Holdings Corp., 6.625%, 10/15/2018			10,000		8,250
Seminole Indian Tribe of Florida:
144A, 7.75%, 10/1/2017			15,000		15,075
144A, 7.804%, 10/1/2020			40,000		39,800
Sirius XM Radio, Inc., 144A, 8.75%, 4/1/2015			30,000		32,475
Sonic Automotive, Inc., Series B, 9.0%, 3/15/2018			50,000		50,125
Standard Pacific Corp.:
8.375%, 5/15/2018			45,000		38,250
10.75%, 9/15/2016			40,000		39,200
Staples, Inc., 9.75%, 1/15/2014			80,000		92,724
Time Warner Cable, Inc., 5.875%, 11/15/2040			200,000		204,930
Travelport LLC, 4.951%**, 9/1/2014			35,000		20,300
UCI International, Inc., 8.625%, 2/15/2019			10,000		9,263
Univision Communications, Inc.:
144A, 6.875%, 5/15/2019			10,000		8,900
144A, 7.875%, 11/1/2020			10,000		9,375
UPC Holding BV:
144A, 8.375%, 8/15/2020	EUR		50,000		57,609
144A, 9.75%, 4/15/2018	EUR		50,000		63,973
Valassis Communications, Inc., 6.625%, 2/1/2021			15,000		14,025
Viacom, Inc., 6.75%, 10/5/2037			170,000		200,531
Videotron Ltd., 9.125%, 4/15/2018			15,000		16,350
Visteon Corp., 144A, 6.75%, 4/15/2019			40,000		36,000
Wyndham Worldwide Corp., 5.625%, 3/1/2021			350,000		351,171
Yonkers Racing Corp., 144A, 11.375%, 7/15/2016			30,000		30,600
					5,648,222
Consumer Staples 0.5%
Alliance One International, Inc., 10.0%, 7/15/2016			10,000		8,250
Altria Group, Inc., 4.75%, 5/5/2021			200,000		206,874
American Rock Salt Co., LLC, 144A, 8.25%, 5/1/2018			30,000		26,250
Anheuser-Busch InBev Worldwide, Inc., 7.75%, 1/15/2019			200,000		259,738
B&G Foods, Inc., 7.625%, 1/15/2018			25,000		25,812
Central Garden & Pet Co., 8.25%, 3/1/2018			20,000		19,100
Constellation Brands, Inc., 7.25%, 5/15/2017			100,000		105,000
CVS Caremark Corp.:
5.75%, 6/1/2017			40,000		45,910
6.302%, 6/1/2037			211,000		204,142
Darling International, Inc., 8.5%, 12/15/2018			40,000		43,100
Del Monte Foods Co., 144A, 7.625%, 2/15/2019			40,000		33,800
Delhaize Group, 5.7%, 10/1/2040			361,000		374,073
Dole Food Co., Inc., 144A, 8.0%, 10/1/2016			20,000		20,450
FAGE Dairy Industry SA, 144A, 9.875%, 2/1/2020			45,000		40,275
H.J. Heinz Co., 3.125%, 9/12/2021			150,000		149,325
Kraft Foods, Inc., 5.375%, 2/10/2020			200,000		226,344
Kroger Co., 7.5%, 1/15/2014			40,000		45,249
PepsiCo, Inc., 4.5%, 1/15/2020			80,000		89,807
Procter & Gamble Co., 4.95%, 8/15/2014			80,000		89,391
Reynolds American, Inc., 7.25%, 6/15/2037			60,000		67,367
Safeway, Inc., 6.25%, 3/15/2014			60,000		66,778
Smithfield Foods, Inc.:
7.75%, 7/1/2017			60,000		61,650
10.0%, 7/15/2014			45,000		51,075
Stater Bros Holdings, Inc., 7.375%, 11/15/2018			15,000		15,300
SUPERVALU, Inc., 8.0%, 5/1/2016			115,000		108,675
TreeHouse Foods, Inc., 7.75%, 3/1/2018			15,000		15,525
US Foodservice, 144A, 8.5%, 6/30/2019			20,000		18,050
Wal-Mart Stores, Inc., 2.875%, 4/1/2015			100,000		105,513
					2,522,823
Energy 1.1%
Allis-Chalmers Energy, Inc., 9.0%, 1/15/2014			11,000		10,945
Alpha Natural Resources, Inc., 6.0%, 6/1/2019			30,000		27,975
Anadarko Petroleum Corp., 6.375%, 9/15/2017			225,000		252,410
Baker Hughes, Inc., 144A, 3.2%, 8/15/2021			200,000		201,548
Berry Petroleum Co., 6.75%, 11/1/2020			45,000		42,975
Boardwalk Pipelines LP, 5.75%, 9/15/2019			235,000		262,273
BreitBurn Energy Partners LP, 8.625%, 10/15/2020			25,000		24,500
Brigham Exploration Co., 6.875%, 6/1/2019			10,000		9,750
Bristow Group, Inc., 7.5%, 9/15/2017			35,000		36,050
Canadian Natural Resources Ltd.:
5.7%, 5/15/2017			60,000		68,513
5.9%, 2/1/2018			160,000		187,256
Chaparral Energy, Inc., 8.25%, 9/1/2021			35,000		31,938
Conoco, Inc., 6.95%, 4/15/2029			200,000		266,259
CONSOL Energy, Inc.:
144A, 6.375%, 3/1/2021			10,000		9,650
8.0%, 4/1/2017			55,000		57,475
8.25%, 4/1/2020			35,000		36,838
Continental Resources, Inc.:
7.375%, 10/1/2020			15,000		15,525
8.25%, 10/1/2019			10,000		10,700
Crestwood Midstream Partners LP, 144A, 7.75%, 4/1/2019			80,000		77,600
Crosstex Energy LP, 8.875%, 2/15/2018			30,000		30,750
Dresser-Rand Group, Inc., 144A, 6.5%, 5/1/2021			35,000		32,900
Eagle Rock Energy Partners LP, 144A, 8.375%, 6/1/2019			50,000		48,000
El Paso Corp., 7.25%, 6/1/2018			30,000		33,550
Encana Corp., 6.3%, 11/1/2011			60,000		60,240
Energy Transfer Partners LP, 6.125%, 2/15/2017			230,000		250,375
Enterprise Products Operating LLC, Series G, 5.6%, 10/15/2014			60,000		65,670
Frontier Oil Corp., 6.875%, 11/15/2018			25,000		25,250
Genesis Energy LP, 144A, 7.875%, 12/15/2018			20,000		19,000
Global Geophysical Services, Inc., 10.5%, 5/1/2017			65,000		63,050
Halliburton Co., 7.45%, 9/15/2039			100,000		142,936
Holly Corp., 9.875%, 6/15/2017			35,000		37,800
Holly Energy Partners LP, 8.25%, 3/15/2018			30,000		31,350
Inergy LP, 6.875%, 8/1/2021			35,000		31,850
Kinder Morgan Energy Partners LP:
6.0%, 2/1/2017			180,000		203,835
7.3%, 8/15/2033			60,000		71,316
Linn Energy LLC, 144A, 6.5%, 5/15/2019			25,000		23,000
MEG Energy Corp., 144A, 6.5%, 3/15/2021			20,000		19,150
Nabors Industries, Inc., 144A, 4.625%, 9/15/2021			200,000		196,342
Newfield Exploration Co.:
5.75%, 1/30/2022			195,000		192,806
7.125%, 5/15/2018			60,000		62,100
Noble Energy, Inc., 6.0%, 3/1/2041			225,000		251,219
Oasis Petroleum, Inc., 144A, 7.25%, 2/1/2019			10,000		9,700
Occidental Petroleum Corp.:
1.75%, 2/15/2017			135,000		133,985
3.125%, 2/15/2022			130,000		129,963
Series 1, 4.1%, 2/1/2021			130,000		141,021
Offshore Group Investments Ltd., 144A, 11.5%, 8/1/2015			10,000		10,300
ONEOK Partners LP, 3.25%, 2/1/2016			175,000		177,837
Petro-Canada, 4.0%, 7/15/2013			80,000		83,589
Plains Exploration & Production Co., 7.625%, 6/1/2018			30,000		30,750
Regency Energy Partners LP, 6.875%, 12/1/2018			15,000		15,450
Rowan Companies, Inc., 7.875%, 8/1/2019			215,000		253,857
Sabine Pass LNG LP, 7.5%, 11/30/2016			100,000		92,500
SandRidge Energy, Inc., 144A, 7.5%, 3/15/2021			25,000		23,000
SESI LLC, 144A, 6.375%, 5/1/2019			20,000		19,300
Stone Energy Corp.:
6.75%, 12/15/2014			50,000		48,000
8.625%, 2/1/2017			10,000		9,400
Suncor Energy, Inc., 6.1%, 6/1/2018			200,000		233,233
Sunoco Logistics Partners Operations LP, 4.65%, 2/15/2022			160,000		157,686
Valero Energy Corp., 9.375%, 3/15/2019			40,000		51,259
Venoco, Inc., 8.875%, 2/15/2019			50,000		43,000
Williams Companies, Inc., 7.75%, 6/15/2031			195,000		234,095
Williams Partners LP:
5.25%, 3/15/2020			60,000		64,536
7.25%, 2/1/2017			215,000		249,322
Xinergy Corp., 144A, 9.25%, 5/15/2019			30,000		26,850
					5,761,302
Financials 3.0%
Abbey National Treasury Services PLC, 4.0%, 4/27/2016			280,000		258,479
AgriBank FCB, 9.125%, 7/15/2019			250,000		331,400
Algoma Acquisition Corp., 144A, 9.875%, 6/15/2015			45,000		34,875
Ally Financial, Inc.:
6.25%, 12/1/2017			45,000		39,200
7.0%, 2/1/2012			95,000		95,594
8.0%, 3/15/2020			50,000		46,281
8.3%, 2/12/2015			20,000		19,775
American Express Co., 7.0%, 3/19/2018			80,000		94,642
American International Group, Inc.:
3.65%, 1/15/2014			200,000		195,007
4.25%, 9/15/2014			145,000		141,018
5.05%, 10/1/2015			120,000		117,426
Series MP, 5.45%, 5/18/2017			145,000		138,848
Series G, 5.6%, 10/18/2016			125,000		123,661
Antero Resources Finance Corp., 9.375%, 12/1/2017			20,000		20,800
Ashton Woods USA LLC, 144A, Step-up Coupon, 0% to 6/30/2012, 11.0% to 6/30/2015			52,000		36,400
Asian Development Bank, 5.82%, 6/16/2028			80,000		105,717
Bank of New York Mellon Corp., Series G, 4.5%, 4/1/2013			60,000		63,294
BB&T Corp., 5.25%, 11/1/2019			200,000		217,989
Bear Stearns Companies LLC, 7.25%, 2/1/2018			60,000		70,727
BHP Billiton Finance USA Ltd., 5.25%, 12/15/2015			60,000		68,723
Blackstone Holdings Finance Co., LLC, 144A, 6.625%, 8/15/2019			415,000		449,168
Boston Properties LP, (REIT), 4.125%, 5/15/2021			45,000		43,157
BP Capital Markets PLC:
3.125%, 10/1/2015			200,000		206,656
3.2%, 3/11/2016			200,000		208,505
4.5%, 10/1/2020			120,000		129,975
Calpine Construction Finance Co., LP, 144A, 8.0%, 6/1/2016			45,000		46,125
Capital One Financial Corp., 5.5%, 6/1/2015			60,000		64,448
Case New Holland, Inc., 7.75%, 9/1/2013			25,000		26,063
Caterpillar Financial Services Corp., 7.15%, 2/15/2019			60,000		77,121
CIT Group, Inc.:
144A, 7.0%, 5/4/2015			225,000		223,312
144A, 7.0%, 5/2/2017			110,000		106,700
Citigroup, Inc.:
5.125%, 5/5/2014			100,000		102,761
6.0%, 10/31/2033			60,000		52,573
Council of Europe Development Bank, 2.75%, 2/10/2015			80,000		84,747
Credit Suisse (USA), Inc., 4.875%, 1/15/2015			80,000		84,242
Danske Bank AS, 144A, 3.875%, 4/14/2016			155,000		149,852
Deutsche Telekom International Finance BV, 6.75%, 8/20/2018			100,000		118,173
Diageo Capital PLC, 5.75%, 10/23/2017			60,000		70,085
Discover Financial Services, 10.25%, 7/15/2019			432,000		522,890
Duke Realty LP, (REIT), 7.375%, 2/15/2015			40,000		43,472
DuPont Fabros Technology LP, (REIT), 8.5%, 12/15/2017			35,000		36,225
E*TRADE Financial Corp.:
6.75%, 6/1/2016			55,000		54,863
12.5%, 11/30/2017 (PIK)			21,000		23,678
EDP Finance BV, 144A, 4.9%, 10/1/2019			195,000		140,951
Erac USA Finance Co., 144A, 4.5%, 8/16/2021			215,000		216,901
Felcor Lodging LP, 144A, (REIT), 6.75%, 6/1/2019			35,000		31,325
Fifth Third Bancorp., 3.625%, 1/25/2016			200,000		203,322
First Horizon National Corp., 5.375%, 12/15/2015			155,000		156,882
Ford Motor Credit Co., LLC, 7.25%, 10/25/2011			290,000		290,362
FUEL Trust:
144A, 3.984%, 6/15/2016			200,000		195,828
144A, 4.207%, 4/15/2016			375,000		373,605
General Electric Capital Corp.:
4.375%, 9/16/2020			305,000		310,353
4.8%, 5/1/2013			180,000		189,038
Series A, 5.625%, 5/1/2018			180,000		196,774
GlaxoSmithKline Capital, Inc, 5.65%, 5/15/2018			60,000		72,555
Harley-Davidson Funding Corp., 144A, 6.8%, 6/15/2018			270,000		314,375
Hartford Financial Services Group, Inc., 5.95%, 10/15/2036			120,000		105,214
HCP, Inc., (REIT), 3.75%, 2/1/2016			340,000		336,005
Hexion US Finance Corp., 8.875%, 2/1/2018			380,000		313,500
HSBC Finance Corp., 144A, 6.676%, 1/15/2021			335,000		329,245
Inter-American Development Bank, 3.875%, 9/17/2019			60,000		68,731
International Lease Finance Corp.:
5.75%, 5/15/2016			10,000		8,888
6.25%, 5/15/2019			25,000		21,730
144A, 6.5%, 9/1/2014			465,000		465,000
8.625%, 9/15/2015			20,000		19,850
8.75%, 3/15/2017			85,000		85,425
John Deere Capital Corp., Series D, 4.5%, 4/3/2013			60,000		63,380
JPMorgan Chase & Co.:
3.15%, 7/5/2016			275,000		273,214
3.45%, 3/1/2016			230,000		230,949
6.0%, 1/15/2018			60,000		66,818
Level 3 Escrow, Inc., 144A, 8.125%, 7/1/2019			25,000		22,094
Lloyds TSB Bank PLC, 6.375%, 1/21/2021			330,000		325,355
Merrill Lynch & Co., Inc.:
6.22%, 9/15/2026			100,000		84,572
6.875%, 11/15/2018			60,000		60,151
MetLife, Inc., 5.7%, 6/15/2035			60,000		64,140
Morgan Stanley:
5.45%, 1/9/2017			60,000		57,875
Series F, 5.625%, 9/23/2019			330,000		309,563
6.0%, 5/13/2014			60,000		60,761
MPT Operating Partnership LP, 144A, (REIT), 6.875%, 5/1/2021			25,000		23,750
National Money Mart Co., 10.375%, 12/15/2016			65,000		66,625
National Rural Utilities Cooperative Finance Corp., 4.75%, 3/1/2014			60,000		65,187
Nationwide Mutual Insurance Co., 144A, 9.375%, 8/15/2039			261,000		304,056
Navios Maritime Acquisition Corp., 8.625%, 11/1/2017			15,000		12,488
NextEra Energy Capital Holdings, Inc., 4.5%, 6/1/2021			200,000		211,584
NII Capital Corp., 7.625%, 4/1/2021			30,000		29,775
Nordic Investment Bank, 5.0%, 2/1/2017			80,000		94,254
Nuveen Investments, Inc.:
10.5%, 11/15/2015			65,000		59,963
144A, 10.5%, 11/15/2015			45,000		41,063
OMEGA Healthcare Investors, Inc., (REIT), 6.75%, 10/15/2022			25,000		23,844
Petrobras International Finance Co., 3.875%, 1/27/2016			55,000		54,560
Pinnacle Foods Finance LLC, 9.25%, 4/1/2015			60,000		59,550
PNC Funding Corp., 6.7%, 6/10/2019			60,000		72,032
Prudential Financial, Inc.:
Series B, 5.1%, 9/20/2014			60,000		63,266
5.625%, 5/12/2041			85,000		80,605
Reynolds Group Issuer, Inc.:
144A, 7.125%, 4/15/2019			100,000		93,000
144A, 9.0%, 5/15/2018			100,000		84,500
Rio Tinto Finance (USA) Ltd.:
6.5%, 7/15/2018			255,000		305,975
9.0%, 5/1/2019			40,000		53,831
Shell International Finance BV:
3.1%, 6/28/2015			235,000		249,486
4.375%, 3/25/2020			60,000		67,381
Simon Property Group LP, (REIT), 6.1%, 5/1/2016			225,000		255,123
Susser Holdings LLC, 8.5%, 5/15/2016			15,000		15,619
Telecom Italia Capital SA:
5.25%, 11/15/2013			80,000		78,198
5.25%, 10/1/2015			240,000		228,812
The Goldman Sachs Group, Inc.:
3.625%, 2/7/2016			265,000		257,997
5.95%, 1/18/2018			295,000		303,713
6.25%, 2/1/2041			35,000		34,035
6.75%, 10/1/2037			150,000		137,211
Vale Overseas Ltd., 6.875%, 11/21/2036			60,000		64,716
Virgin Media Finance PLC, Series 1, 9.5%, 8/15/2016			245,000		264,600
Virgin Media Secured Finance PLC, 6.5%, 1/15/2018			195,000		207,187
Wells Fargo & Co., 5.625%, 12/11/2017			100,000		113,094
Willis Group Holdings PLC, 5.75%, 3/15/2021			180,000		187,881
					15,474,339
Health Care 0.3%
Abbott Laboratories, 5.875%, 5/15/2016			60,000		70,631
Aetna, Inc., 6.5%, 9/15/2018			40,000		48,001
Agilent Technologies, Inc., 6.5%, 11/1/2017			235,000		274,967
Amgen, Inc., 4.5%, 3/15/2020			200,000		223,051
AstraZeneca PLC, 5.4%, 9/15/2012			60,000		62,781
Aviv Healthcare Properties LP, 7.75%, 2/15/2019			20,000		18,850
Boston Scientific Corp., 6.0%, 1/15/2020			430,000		482,083
Community Health Systems, Inc., 8.875%, 7/15/2015			40,000		39,300
HCA Holdings, Inc., 144A, 7.75%, 5/15/2021			50,000		46,875
HCA, Inc., 8.5%, 4/15/2019			105,000		111,300
Merck & Co., Inc., 4.0%, 6/30/2015			60,000		65,985
STHI Holding Corp., 144A, 8.0%, 3/15/2018			30,000		28,950
Vanguard Health Holding Co. II, LLC, 8.0%, 2/1/2018			10,000		9,175
WellPoint, Inc., 5.25%, 1/15/2016			60,000		66,786
Wyeth, 5.95%, 4/1/2037			60,000		76,444
					1,625,179
Industrials 0.5%
Actuant Corp., 6.875%, 6/15/2017			25,000		25,500
American Airlines, Inc., 144A, 7.5%, 3/15/2016			40,000		33,600
AMGH Merger Sub, Inc., 144A, 9.25%, 11/1/2018			15,000		15,000
ARAMARK Corp., 8.5%, 2/1/2015			15,000		15,188
ARAMARK Holdings Corp., 144A, 8.625%, 5/1/2016 (PIK)			10,000		9,850
Armored Autogroup, Inc., 144A, 9.25%, 11/1/2018			50,000		40,125
B-Corp Merger Sub, Inc., 144A, 8.25%, 6/1/2019			30,000		27,000
BE Aerospace, Inc., 8.5%, 7/1/2018			445,000		476,150
Belden, Inc., 7.0%, 3/15/2017			30,000		30,000
Boart Longyear Management Pty Ltd., 144A, 7.0%, 4/1/2021			15,000		14,850
Bombardier, Inc., 144A, 7.75%, 3/15/2020			25,000		26,625
Briggs & Stratton Corp., 6.875%, 12/15/2020			15,000		15,150
Burlington Northern Santa Fe LLC, 5.75%, 3/15/2018			60,000		70,687
Casella Waste Systems, Inc., 144A, 7.75%, 2/15/2019			55,000		51,975
Cenveo Corp.:
8.875%, 2/1/2018			50,000		39,375
144A, 10.5%, 8/15/2016			35,000		28,000
CHC Helicopter SA, 144A, 9.25%, 10/15/2020			100,000		85,000
Delta Air Lines, Inc., 144A, 9.5%, 9/15/2014			9,000		9,270
Deluxe Corp., 144A, 7.0%, 3/15/2019			15,000		14,475
EDP Finance BV, 144A, 6.0%, 2/2/2018			165,000		130,761
Florida East Coast Railway Corp., 8.125%, 2/1/2017			20,000		19,400
Garda World Security Corp., 144A, 9.75%, 3/15/2017			30,000		30,600
H&E Equipment Services, Inc., 8.375%, 7/15/2016			55,000		52,800
Huntington Ingalls Industries, Inc.:
144A, 6.875%, 3/15/2018			15,000		13,950
144A, 7.125%, 3/15/2021			10,000		9,275
Interline Brands, Inc., 7.0%, 11/15/2018			25,000		24,437
Kansas City Southern de Mexico SA de CV, 8.0%, 2/1/2018			60,000		63,900
Kansas City Southern Railway Co., 8.0%, 6/1/2015			65,000		69,144
Lockheed Martin Corp., 4.25%, 11/15/2019			120,000		130,473
Meritor, Inc., 10.625%, 3/15/2018			30,000		28,875
Navios Maritime Holdings, Inc., 8.125%, 2/15/2019			65,000		54,275
Navios South American Logistics, Inc., 144A, 9.25%, 4/15/2019			25,000		21,812
Nortek Inc., 144A, 8.5%, 4/15/2021			65,000		52,325
Northrop Grumman Corp., 5.05%, 11/15/2040			100,000		105,845
Oshkosh Corp.:
8.25%, 3/1/2017			10,000		9,700
8.5%, 3/1/2020			10,000		9,700
Owens Corning, Inc., 9.0%, 6/15/2019			40,000		47,227
Ply Gem Industries, Inc.:
8.25%, 2/15/2018			25,000		20,375
13.125%, 7/15/2014			40,000		37,950
President & Fellows of Harvard College, 144A, 6.5%, 1/15/2039			200,000		299,302
RBS Global, Inc. & Rexnord Corp., 8.5%, 5/1/2018			60,000		57,450
Sitel LLC, 11.5%, 4/1/2018			50,000		39,500
Spirit Aerosystems, Inc.:
6.75%, 12/15/2020			15,000		14,963
7.5%, 10/1/2017			20,000		20,700
Transdigm, Inc., 7.75%, 12/15/2018			30,000		30,525
Tutor Perini Corp., 7.625%, 11/1/2018			25,000		21,375
United Parcel Service, Inc., 4.875%, 11/15/2040			100,000		114,588
USG Corp., 144A, 9.75%, 8/1/2014			20,000		19,000
					2,578,047
Information Technology 0.5%
Affiliated Computer Services, Inc., 5.2%, 6/1/2015			800,000		878,275
Allen Systems Group, Inc., 144A, 10.5%, 11/15/2016			15,000		13,650
Amkor Technology, Inc.:
144A, 6.625%, 6/1/2021			10,000		8,950
7.375%, 5/1/2018			20,000		19,300
Amphenol Corp., 4.75%, 11/15/2014			305,000		323,361
Aspect Software, Inc., 10.625%, 5/15/2017			30,000		30,150
Avaya, Inc., 144A, 7.0%, 4/1/2019			70,000		59,500
CDW LLC:
144A, 8.5%, 4/1/2019			50,000		44,000
11.0%, 10/12/2015			4,000		3,990
CommScope, Inc., 144A, 8.25%, 1/15/2019			40,000		39,000
eAccess Ltd., 144A, 8.25%, 4/1/2018			30,000		27,450
Equinix, Inc., 8.125%, 3/1/2018			75,000		78,937
First Data Corp.:
144A, 7.375%, 6/15/2019			15,000		13,313
144A, 8.25%, 1/15/2021			55,000		43,450
Freescale Semiconductor, Inc., 144A, 9.25%, 4/15/2018			95,000		97,612
Hewlett-Packard Co.:
3.75%, 12/1/2020			130,000		126,280
5.5%, 3/1/2018			60,000		66,947
International Business Machines Corp., 4.75%, 11/29/2012			80,000		83,710
Jabil Circuit, Inc., 7.75%, 7/15/2016			10,000		11,025
MasTec, Inc., 7.625%, 2/1/2017			50,000		49,000
MEMC Electronic Materials, Inc., 7.75%, 4/1/2019			20,000		17,100
Oracle Corp., 144A, 5.375%, 7/15/2040			100,000		116,000
Sanmina-SCI Corp., 144A, 7.0%, 5/15/2019			20,000		17,600
Seagate HDD Cayman, 144A, 7.0%, 11/1/2021			25,000		23,000
Seagate Technology International, 144A, 10.0%, 5/1/2014			290,000		324,800
Sensata Technologies BV, 144A, 6.5%, 5/15/2019			25,000		23,750
SunGard Data Systems, Inc., 10.25%, 8/15/2015			125,000		126,250
					2,666,400
Materials 0.7%
Airgas, Inc., 7.125%, 10/1/2018			415,000		444,998
Aleris International, Inc., 144A, 7.625%, 2/15/2018			20,000		17,950
Appleton Papers, Inc., 11.25%, 12/15/2015			20,000		19,400
Ball Corp.:
7.125%, 9/1/2016			10,000		10,500
7.375%, 9/1/2019			10,000		10,550
Berry Plastics Corp.:
9.5%, 5/15/2018			30,000		25,500
9.75%, 1/15/2021			40,000		34,000
Beverage Packaging Holdings Luxembourg II SA, 144A, 8.0%, 12/15/2016	EUR		70,000		72,213
Boise Paper Holdings LLC, 8.0%, 4/1/2020			15,000		15,206
BWAY Parent Co., Inc., 10.125%, 11/1/2015 (PIK)			21,117		20,378
CF Industries, Inc., 7.125%, 5/1/2020			130,000		148,038
Chevron Phillips Chemical Co., LLC, 144A, 8.25%, 6/15/2019			285,000		359,596
Clearwater Paper Corp., 7.125%, 11/1/2018			30,000		29,775
Clondalkin Acquisition BV, 144A, 2.347%**, 12/15/2013			75,000		66,750
Crown Americas LLC:
144A, 6.25%, 2/1/2021			10,000		10,000
7.625%, 5/15/2017			10,000		10,575
Domtar Corp., 10.75%, 6/1/2017			175,000		217,875
Dow Chemical Co., 5.7%, 5/15/2018			40,000		44,508
E.I. du Pont de Nemours & Co., 5.25%, 12/15/2016			60,000		68,877
Essar Steel Algoma, Inc., 144A, 9.375%, 3/15/2015			120,000		106,200
Exopack Holding Corp., 144A, 10.0%, 6/1/2018			20,000		18,700
FMG Resources (August 2006) Pty Ltd., 144A, 7.0%, 11/1/2015			10,000		9,300
Georgia-Pacific LLC:
144A, 5.4%, 11/1/2020			85,000		86,472
144A, 7.125%, 1/15/2017			35,000		36,677
Graham Packaging Co., LP, 8.25%, 10/1/2018			10,000		10,050
Graphic Packaging International, Inc., 9.5%, 6/15/2017			65,000		69,550
Huntsman International LLC, 8.625%, 3/15/2021			80,000		76,600
International Paper Co., 7.95%, 6/15/2018			365,000		421,585
JMC Steel Group, 144A, 8.25%, 3/15/2018			30,000		28,200
Longview Fibre Paper & Packaging, Inc., 144A, 8.0%, 6/1/2016			30,000		29,100
Lyondell Chemical Co., 144A, 8.0%, 11/1/2017			100,000		107,750
Momentive Performance Materials, Inc., 9.0%, 1/15/2021			110,000		75,350
Nalco Co., 144A, 6.625%, 1/15/2019			20,000		21,900
NewMarket Corp., 7.125%, 12/15/2016			80,000		82,400
Novelis, Inc.:
8.375%, 12/15/2017			65,000		64,350
8.75%, 12/15/2020			35,000		34,300
Owens-Brockway Glass Container, Inc., 7.375%, 5/15/2016			85,000		88,400
Packaging Dynamics Corp., 144A, 8.75%, 2/1/2016			40,000		39,200
Phibro Animal Health Corp., 144A, 9.25%, 7/1/2018			10,000		9,775
Polymer Group, Inc., 144A, 7.75%, 2/1/2019			25,000		24,938
PPG Industries, Inc., 1.9%, 1/15/2016			100,000		99,558
Rain CII Carbon LLC, 144A, 8.0%, 12/1/2018			25,000		25,000
Rohm & Haas Co., 6.0%, 9/15/2017			320,000		361,712
Silgan Holdings, Inc., 7.25%, 8/15/2016			30,000		31,050
Solo Cup Co., 10.5%, 11/1/2013			70,000		69,300
United States Steel Corp., 7.375%, 4/1/2020			40,000		36,000
Verso Paper Holdings LLC, 8.75%, 2/1/2019			10,000		6,900
Viskase Companies, Inc., 144A, 9.875%, 1/15/2018			80,000		80,800
Wolverine Tube, Inc., 15.0%, 3/31/2012 (PIK)*			70,071		32,758
					3,810,564
Telecommunication Services 1.0%
AT&T, Inc.:
4.95%, 1/15/2013			60,000		62,840
5.5%, 2/1/2018			60,000		69,257
Cincinnati Bell, Inc.:
8.25%, 10/15/2017			25,000		24,250
8.375%, 10/15/2020			85,000		79,050
8.75%, 3/15/2018			95,000		84,313
CPI International, Inc., 8.0%, 2/15/2018			25,000		22,500
Cricket Communications, Inc.:
7.75%, 10/15/2020			450,000		391,500
10.0%, 7/15/2015			70,000		69,475
Crown Castle Towers LLC, 144A, 6.113%, 1/15/2020			460,000		517,040
Digicel Group Ltd., 144A, 10.5%, 4/15/2018			100,000		98,500
Digicel Ltd., 144A, 8.25%, 9/1/2017			400,000		376,000
ERC Ireland Preferred Equity Ltd., 144A, 8.535%**, 2/15/2017 (PIK)	EUR		68,721		921
Frontier Communications Corp.:
7.875%, 4/15/2015			10,000		10,025
8.25%, 4/15/2017			370,000		358,900
8.5%, 4/15/2020			45,000		43,650
8.75%, 4/15/2022			10,000		9,925
Intelsat Jackson Holdings SA:
144A, 7.5%, 4/1/2021			75,000		69,750
8.5%, 11/1/2019			55,000		53,763
11.25%, 6/15/2016			30,000		30,600
Intelsat Luxembourg SA:
11.25%, 2/4/2017			135,000		117,112
11.5%, 2/4/2017 (PIK)			144,375		124,162
144A, 11.5%, 2/4/2017 (PIK)			40,000		34,400
iPCS, Inc., 2.379%**, 5/1/2013			15,000		13,650
MetroPCS Wireless, Inc.:
6.625%, 11/15/2020			60,000		52,800
7.875%, 9/1/2018			35,000		33,950
Qwest Communications International, Inc.:
7.125%, 4/1/2018			30,000		29,400
8.0%, 10/1/2015			370,000		384,800
Qwest Corp.:
7.25%, 9/15/2025			235,000		226,775
7.5%, 6/15/2023			290,000		286,036
SBA Tower Trust, 144A, 5.101%, 4/15/2017			370,000		402,375
Sprint Nextel Corp., 8.375%, 8/15/2017			475,000		441,750
Syniverse Holdings, Inc., 9.125%, 1/15/2019			10,000		9,800
Telesat Canada, 11.0%, 11/1/2015			110,000		117,700
Telstra Corp., Ltd., 144A, 4.8%, 10/12/2021			340,000		355,748
Verizon Global Funding Corp., 7.75%, 12/1/2030			40,000		54,980
Vodafone Group PLC, 6.15%, 2/27/2037			60,000		74,364
West Corp.:
7.875%, 1/15/2019			25,000		23,500
8.625%, 10/1/2018			10,000		9,725
Windstream Corp.:
7.0%, 3/15/2019			40,000		38,400
7.5%, 4/1/2023			30,000		27,975
7.75%, 10/15/2020			15,000		14,625
7.875%, 11/1/2017			65,000		65,813
					5,312,099
Utilities 0.7%
AES Corp., 8.0%, 6/1/2020			40,000		40,000
Ameren Corp., 8.875%, 5/15/2014			145,000		164,014
Appalachian Power Co., Series L, 5.8%, 10/1/2035			300,000		340,146
Calpine Corp., 144A, 7.5%, 2/15/2021			40,000		38,200
DTE Energy Co., 7.625%, 5/15/2014			170,000		194,354
Duke Energy Carolinas LLC, 5.3%, 2/15/2040			100,000		120,005
Edison Mission Energy, 7.0%, 5/15/2017			140,000		83,300
Energy Future Holdings Corp., Series Q, 6.5%, 11/15/2024			100,000		38,000
Ferrellgas LP, 6.5%, 5/1/2021			10,000		8,500
IPALCO Enterprises, Inc., 144A, 7.25%, 4/1/2016			35,000		35,963
Korea Gas Corp., 144A, 4.25%, 11/2/2020			100,000		97,229
NRG Energy, Inc.:
7.375%, 1/15/2017			95,000		97,969
144A, 7.625%, 1/15/2018			20,000		18,600
Oncor Electric Delivery Co., 5.25%, 9/30/2040			100,000		111,208
Pacific Gas & Electric Co.:
3.5%, 10/1/2020			200,000		205,001
6.05%, 3/1/2034			140,000		167,094
Public Service Co. of New Mexico, 7.95%, 5/15/2018			325,000		372,909
San Diego Gas & Electric Co., 6.0%, 6/1/2026			100,000		123,547
SCANA Corp., 4.75%, 5/15/2021			200,000		210,590
Sierra Pacific Power Co., Series M, 6.0%, 5/15/2016			205,000		235,597
Southern Co., 1.95%, 9/1/2016			200,000		199,088
Suburban Propane Partners LP, 7.375%, 3/15/2020			100,000		100,000
Texas Competitive Electric Holdings Co., LLC, Series A, 10.25%, 11/1/2015			25,000		9,375
Union Electric Co., 6.7%, 2/1/2019			255,000		313,245
Western Power Distribution Holdings Ltd., 144A, 7.25%, 12/15/2017			170,000		204,710
					3,528,644
Total Corporate Bonds (Cost $48,975,447)					48,927,619
Asset-Backed 0.5%
Automobile Receivables 0.2%
Avis Budget Rental Car Funding Aesop LLC, "A", Series 2010-4A, 144A, 2.09%, 4/20/2015			140,000		140,520
Carmax Auto Owner Trust, "A4", Series 2009-2, 2.82%, 12/15/2014			50,000		51,681
CPS Auto Trust:
"A", Series 2011-A, 144A, 2.82%, 4/16/2018			219,901		220,006
"A", Series 2010-A, 144A, 2.89%, 3/15/2016			262,764		263,150
Navistar Financial Corp. Owner Trust, "B", Series 2010-A, 144A, 4.17%, 10/20/2014			100,000		102,525
Smart Trust, "A4A", Series 2011-2USA, 144A, 2.31%, 4/14/2017			280,000		282,689
					1,060,571
Credit Card Receivables 0.2%
Capital One Multi-Asset Execution Trust, "B1", Series 2006-B1, 0.509%**, 1/15/2019			300,000		286,949
Citibank Credit Card Issuance Trust, "A5", Series 2005-A5, 4.55%, 6/20/2017			110,000		123,387
World Financial Network Credit Card Master Trust:
"M", Series 2006-A, 144A, 0.439%**, 2/15/2017			150,000		146,127
"M", Series 2010-A, 5.2%, 4/15/2019			260,000		281,909
					838,372
Home Equity Loans 0.0%
Credit-Based Asset Servicing & Securitization LLC, "AF3", Series 2005-CB4, 5.334%, 8/25/2035			117,634		116,138
Manufactured Housing Receivables 0.1%
Mid-State Trust, "M", Series 2010-1, 144A, 5.25%, 12/15/2045			305,706		318,940
Miscellaneous 0.0%
Tax Liens Securitization Trust, "1A2", Series 2010-1A, 144A, 2.0%, 4/15/2018			158,729		158,602
Total Asset-Backed (Cost $2,453,777)					2,492,623
Mortgage-Backed Securities Pass-Throughs 6.9%
Federal Home Loan Mortgage Corp.:
3.5%, with various maturities from 5/1/2025 until 7/1/2040 (d)			4,105,000		4,239,652
4.0%, with various maturities from 12/1/2039 until 9/1/2041 (d)			1,522,355		1,595,169
4.5%, with various maturities from 4/1/2039 until 2/1/2041 (d)			2,522,644		2,669,045
5.0%, with various maturities from 7/1/2035 until 1/1/2037 (d)			1,692,092		1,816,426
5.054%**, 6/1/2038			627,421		661,326
5.5%, 10/1/2023			331,032		360,217
6.0%, with various maturities from 1/1/2038 until 3/1/2038			356,278		391,217
6.5%, with various maturities from 1/1/2035 until 8/1/2038			836,832		931,861
Federal National Mortgage Association:
3.159%**, 6/1/2041			287,359		299,349
3.167%**, 6/1/2041			377,311		393,128
4.0%, with various maturities from 3/1/2024 until 12/1/2040 (d)			3,010,427		3,167,723
4.5%, with various maturities from 6/1/2029 until 7/1/2041 (d)			3,627,676		3,860,598
5.0%, with various maturities from 4/1/2024 until 8/1/2036 (d)			3,050,316		3,284,909
5.5%, with various maturities from 1/1/2020 until 9/1/2038 (d)			4,711,899		5,124,012
6.0%, with various maturities from 4/1/2024 until 4/1/2039			2,381,550		2,624,054
6.5%, 10/1/2038			475,688		525,784
7.0%, 3/1/2037			296,027		334,707
Government National Mortgage Association:
5.0%, 4/1/2038 (d)			2,500,000		2,744,531
5.5%, 12/15/2039			543,165		602,786
Total Mortgage-Backed Securities Pass-Throughs (Cost $35,194,107)					35,626,494
Commercial Mortgage-Backed Securities 1.4%
Bear Stearns Commercial Mortgage Securities, Inc.:
"AM", Series 2006-PW13, 5.582%, 9/11/2041			150,000		147,684
"A4", Series 2007-PW17, 5.694%, 6/11/2050			225,000		239,406
"AM", Series 2007-PW17, 5.915%, 6/11/2050			275,000		251,347
Citigroup Commercial Mortgage Trust:
"A5", Series 2004-C2, 4.733%, 10/15/2041			400,000		422,116
"AM", Series 2006-C5, 5.462%, 10/15/2049			130,000		120,675
"A4", Series 2007-C6, 5.886%**, 12/10/2049			100,000		107,722
"AM", Series 2007-C6, 5.886%**, 12/10/2049			340,000		313,436
Citigroup/Deutsche Bank Commercial Mortgage Trust, "A4", Series 2007-CD5, 5.886%, 11/15/2044			430,000		461,234
Commercial Mortgage Loan Trust, "A4B", Series 2008-LS1, 6.214%**, 12/10/2049			470,000		495,299
CW Capital Cobalt Ltd., "AAB", Series 2007-C2, 5.416%, 4/15/2047			125,000		130,809
Extended Stay America Trust, "B", Series 2010-ESHA, 144A, 4.221%, 11/5/2027			200,000		192,246
Greenwich Capital Commercial Funding Corp.:
"A4", Series 2007-GG11, 5.736%, 12/10/2049			700,000		726,665
"AM", Series 2006-GG7, 6.074%**, 7/10/2038			275,000		257,145
JPMorgan Chase Commercial Mortgage Securities Corp.:
"A2", Series 2010-CNTR, 144A, 4.311%, 8/5/2032			85,000		84,588
"B", Series 2010-C2, 144A, 5.075%, 11/15/2043			250,000		237,277
"A4", Series 2007-CB20, 5.794%, 2/12/2051			190,000		204,818
"ASB", Series 2007-LD12, 5.833%, 2/15/2051			230,000		247,817
"A4", Series 2007-LD12, 5.882%, 2/15/2051			500,000		531,149
"ASB", Series 2007-CB19, 5.915%**, 2/12/2049			480,000		510,215
"A4", Series 2007-LD11, 6.005%**, 6/15/2049			310,000		323,960
"AM", Series 2006-LDP7, 6.072%**, 4/15/2045			280,000		269,139
Morgan Stanley Capital I, "C", Series 2003-IQ5, 5.458%**, 4/15/2038			200,000		200,860
Wachovia Bank Commercial Mortgage Trust:
"AM", Series 2006-C29, 5.339%, 11/15/2048			230,000		209,543
"A4", Series 2004-C12, 5.495%**, 7/15/2041			430,000		462,167
"APB", Series 2007-C32, 5.931%**, 6/15/2049			258,000		273,939
Total Commercial Mortgage-Backed Securities (Cost $7,159,402)					7,421,256
Collateralized Mortgage Obligations 4.0%
Arkle Master Issuer PLC, "1A1", Series 2010-2A, 144A, 1.692%**, 5/17/2060			510,000		508,524
Arran Residential Mortgages Funding PLC, "A2C", Series 2011-1A, 144A, 1.746%**, 11/19/2047			290,000		289,329
BCAP LLC Trust:
"3A1", Series 2009-RR4, 144A, 5.186%**, 4/26/2037			275,687		266,396
"2A1", Series 2009-RR4, 144A, 5.718%**, 7/26/2036			141,544		141,734
Bear Stearns Adjustable Rate Mortgage Trust:
"3A1", Series 2007-5, 5.516%**, 8/25/2047			805,524		637,463
"22A1", Series 2007-4, 5.705%**, 6/25/2047			657,088		498,928
Chase Mortgage Finance Corp., "3A1", Series 2005-A1, 5.223%**, 12/25/2035			562,756		491,483
Citigroup Mortgage Loan Trust, Inc.:
"6A1", Series 2009-6, 144A, 0.485%**, 7/25/2036			219,413		198,502
"7A1", Series 2009-5, 144A, 0.585%**, 7/25/2036			338,205		314,966
"11A1", Series 2009-6, 144A, 0.585%**, 5/25/2037			233,430		198,945
"4A1", Series 2009-6, 144A, 5.05%**, 4/25/2037			288,427		286,281
"1A1", Series 2009-5, 144A, 5.37%**, 6/25/2037			166,098		166,378
Credit Suisse Mortgage Capital Certificates:
"28A1", Series 2009-3R, 144A, 4.857%**, 8/27/2037			145,282		140,036
"24A1", Series 2009-12R, 144A, 5.087%**, 10/27/2036			260,310		249,677
"30A1", Series 2009-3R, 144A, 5.472%**, 7/27/2037			416,812		420,002
"15A1", Series 2009-12R, 144A, 6.0%, 5/27/2036			225,711		232,678
"6A1", Series 2009-12R, 144A, 6.0%, 5/27/2037			610,745		636,990
Federal Home Loan Mortgage Corp.:
"GW", Series 3874, 3.5%, 6/15/2026			250,000		264,946
"LV", Series 3793, 4.0%, 11/15/2023			215,894		233,574
"BD", Series 3738, 4.0%, 10/15/2030			290,000		303,663
"AB", Series 3864, 4.0%, 6/15/2039			464,170		495,931
"PQ", Series 3923, 4.0%, 9/15/2040			255,000		273,917
"PC", Series 3715, 4.5%, 8/15/2040			310,000		343,701
"NE", Series 2750, 5.0%, 4/15/2032			610,000		645,748
"ND", Series 3036, 5.0%, 5/15/2034			695,000		772,403
"VG", Series 3659, 5.0%, 9/15/2034			305,000		351,012
"ML", Series 3755, 5.5%, 6/15/2029			236,326		262,664
"PD", Series 2904, 5.5%, 3/15/2033			425,000		462,473
"GA", Series 3523, 5.5%, 11/15/2035			239,448		264,102
"OD", Series 3162, 6.0%, 6/15/2035			285,000		318,175
Federal National Mortgage Association:
"VA", Series 2011-34, 4.0%, 6/25/2022			212,051		230,139
"PA", Series 2011-35, 4.0%, 2/25/2039			508,247		547,371
"JQ", Series 2011-27, 4.0%, 9/25/2039			523,647		559,480
"PD", Series 2011-2, 4.0%, 12/25/2039			410,000		438,485
"PL", Series 2011-2, 4.0%, 2/25/2041			220,000		236,498
"WD", Series 2003-106, 4.5%, 9/25/2020			149,865		152,708
"KB", Series 2011-49, 4.5%, 7/25/2039			530,000		574,349
"LC", Series 2009-85, 4.5%, 10/25/2049			210,000		227,131
"ME", Series 2005-14, 5.0%, 10/25/2033			600,000		651,378
"BD", Series 2010-56, 5.0%, 12/25/2038			350,000		389,216
Government National Mortgage Association:
"DB", Series 2010-76, 4.0%, 12/16/2024			190,000		209,523
"VE", Series 2011-45, 4.5%, 4/20/2022			337,621		373,649
GS Mortgage Securities Corp., "2A1", Series 2009-3R, 144A, 3.104%**, 7/25/2035			221,114		204,924
Jefferies & Co., "1A1", Series 2009-R9, 144A, 2.567%**, 8/26/2046			318,661		310,643
JPMorgan Mortgage Trust:
"2A1" Series 2006-A5, 2.74%**, 8/25/2036			594,150		414,029
"6A2", Series 2005-A8, 2.915%**, 11/25/2035			163,735		153,403
"1A1", Series 2008-R2, 144A, 5.314%**, 7/27/2037			424,792		324,435
JPMorgan Reremic:
"2A1", Series 2009-5, 144A, 4.908%**, 1/26/2037			338,024		331,454
"3A1", Series 2009-5, 144A, 5.543%**, 5/26/2037			229,831		224,103
"11A1", Series 2009-7, 144A, 2.932%**, 9/27/2036			267,260		250,925
Permanent Master Issuer PLC:
"5A", Series 2006-1, 0.359%**, 7/15/2033			220,000		216,985
"1A", Series 2010-1A, 144A, 1.399%**, 7/15/2042			260,000		259,222
"1A1", Series 2011-1A, 144A, 1.649%**, 7/15/2042			275,000		274,712
Washington Mutual Mortgage Pass-Through Certificates Trust, "1A1", Series 2006-AR18, 4.908%**, 1/25/2037			779,987		550,880
Wells Fargo Mortgage Backed Securities Trust, "2A5", Series 2006-AR2, 2.731%**, 3/25/2036			2,160,461		1,729,328
Total Collateralized Mortgage Obligations (Cost $21,030,364)					20,505,591
Government & Agency Obligations 9.4%
Other Government Related (e) 0.2%
European Investment Bank, 1.5%, 5/15/2014			300,000		306,135
Inter-American Development Bank, 1.75%, 8/24/2018			200,000		199,966
Kreditanstalt fuer Wiederaufbau, 3.5%, 5/16/2013			60,000		62,836
Private Export Funding Corp.:
2.25%, 12/15/2017			55,000		56,891
4.95%, 11/15/2015			200,000		230,260
Qatari Diar Finance QSC, 144A, 5.0%, 7/21/2020			180,000		192,150
Svensk Exportkredit AB, 3.25%, 9/16/2014			80,000		84,955
					1,133,193
Sovereign Bonds 2.9%
Export Development Canada, 1.25%, 10/27/2015			115,000		116,375
Export-Import Bank of Korea, 4.375%, 9/15/2021			200,000		188,391
Federal Republic of Germany-Inflation Linked Bond, 2.25%, 4/15/2013	EUR		360,657		503,919
Government of Canada-Inflation Linked Bond, 4.0%, 12/1/2031	CAD		485,843		751,214
Government of France-Inflation Linked Bond:
1.0%, 7/25/2017	EUR		411,364		576,035
2.25%, 7/25/2020	EUR		1,399,428		2,113,181
3.15%, 7/25/2032	EUR		667,598		1,200,394
Government of Japan-Inflation Linked Bond, Series 9, 1.1%, 9/10/2016	JPY		50,745,000		676,008
Government of Sweden, Series 3105, 3.5%, 12/1/2015	SEK		4,750,000		957,394
Province of British Columbia, Canada, 2.65%, 9/22/2021			200,000		202,467
Province of Ontario, Canada:
2.3%, 5/10/2016			200,000		207,189
3.5%, 7/15/2013			60,000		62,991
Republic of Italy-Inflation Linked Bond, 2.1%, 9/15/2017	EUR		455,399		545,326
Republic of Peru, 6.55%, 3/14/2037			60,000		69,600
Republic of Poland, 6.375%, 7/15/2019			80,000		88,000
United Kingdom Treasury-Inflation Linked Bonds:
1.125%, 11/22/2037	GBP		1,094,418		2,063,517
1.875%, 11/22/2022	GBP		684,780		1,321,182
2.0%, 1/26/2035	GBP		396,000		1,162,981
2.5%, 8/16/2013	GBP		200,000		883,734
2.5%, 7/26/2016	GBP		200,000		1,055,621
United Mexican States:
5.625%, 1/15/2017			200,000		222,800
5.875%, 2/17/2014			200,000		216,400
					15,184,719
U.S. Government Sponsored Agencies 0.6%
Federal Home Loan Bank:
5.0%, 11/17/2017			460,000		553,857
5.375%, 5/18/2016			60,000		71,202
Federal Home Loan Mortgage Corp.:
0.375%, 11/30/2012			100,000		100,071
1.375%, 2/25/2014			360,000		367,509
4.75%, 1/19/2016			100,000		115,439
4.875%, 6/13/2018			100,000		119,592
5.125%, 11/17/2017			500,000		601,658
5.25%, 4/18/2016			120,000		141,631
6.25%, 7/15/2032			60,000		87,181
Federal National Mortgage Association:
0.5%, 10/30/2012			450,000		451,279
1.25%, 9/28/2016			200,000		199,625
1.5%, 6/26/2013			100,000		101,890
6.625%, 11/15/2030			80,000		118,898
Tennessee Valley Authority, 5.5%, 6/15/2038			60,000		78,828
					3,108,660
U.S. Treasury Obligations 5.7%
U.S. Treasury Bonds:
4.25%, 11/15/2040			1,050,000		1,327,758
4.375%, 5/15/2041			795,000		1,027,045
6.125%, 8/15/2029			600,000		899,250
U.S. Treasury Inflation-Indexed Bonds:
2.125%, 2/15/2040			439,017		557,037
2.375%, 1/15/2025			1,665,929		2,057,812
3.625%, 4/15/2028 (c)			502,841		723,226
3.875%, 4/15/2029			446,641		672,021
U.S. Treasury Inflation-Indexed Notes:
1.875%, 7/15/2015			598,152		656,986
2.375%, 1/15/2017			1,092,244		1,255,995
2.5%, 7/15/2016			894,928		1,028,538
U.S. Treasury Notes:
0.25%, 9/15/2014			1,072,000		1,066,726
0.375%, 8/31/2012			75,000		75,138
0.375%, 7/31/2013			1,280,000		1,282,749
0.625%, 12/31/2012			4,500,000		4,523,728
0.75%, 5/31/2012 (f)			100,000		100,398
1.0%, 3/31/2012			200,000		200,882
1.0%, 8/31/2016			1,359,000		1,362,397
2.125%, 5/31/2015			3,000,000		3,165,690
2.125%, 8/15/2021 (c)			1,876,000		1,909,130
2.25%, 1/31/2015			3,500,000		3,699,608
3.125%, 1/31/2017			400,000		443,125
3.125%, 5/15/2019			1,075,000		1,197,617
					29,232,856
Total Government & Agency Obligations (Cost $46,003,035)					48,659,428
Municipal Bonds and Notes 0.9%
California, Bay Area Toll Authority, Toll Bridge Revenue, Build America Bonds, Series S1, 7.043%, 4/1/2050 (g)			290,000		393,324
California, State Build America Bonds, 7.55%, 4/1/2039 (g)			100,000		124,233
Chicago, IL, Transit Authority, Sales Tax Receipts Revenue, Build America Bonds, Series B, 6.2%, 12/1/2040 (g)			365,000		423,969
District of Columbia, Water & Sewer Authority, Public Utility Revenue, Build America Bonds, Series A, 5.522%, 10/1/2044 (g)			325,000		387,527
Georgia, Municipal Electric Authority, Build America Bonds, Plant Vogtle Units 3 & 4 Project, Series J, 6.637%, 4/1/2057 (g)			365,000		398,182
Illinois, State General Obligation:
5.365%, 3/1/2017 (g)			140,000		147,987
5.877%, 3/1/2019 (g)			350,000		374,861
Los Angeles, CA, Department of Airports Revenue, Build America Bonds, Series C, 6.582%, 5/15/2039 (g)			200,000		245,050
New Jersey, Economic Development Authority, State Pension Funding Revenue, Series A, 7.425%, 2/15/2029, INS: NATL (g)			100,000		123,538
New York, Metropolitan Transportation Authority, Dedicated Tax Fund, Build America Bonds, Metro Transit Authority, Series A2, 6.089%, 11/15/2040 (g)			270,000		332,632
New York City, NY, Municipal Water Finance Authority, Water & Sewer Revenue, Build America Bonds, 5.44%, 6/15/2043 (g)			185,000		221,306
Ohio, American Municipal Power, Inc., Combined Hydroelectric Projects, Build America Bonds, 7.834%, 2/15/2041 (g)			395,000		544,918
San Diego County, CA, Regional Transportation Commission Sales Tax Revenue, Build America Bonds, 5.911%, 4/1/2048 (g)			310,000		382,066
Southern California, Public Power Authority, Power Project Revenue, Build America Bonds, 5.943%, 7/1/2040 (g)			370,000		437,821
Total Municipal Bonds and Notes (Cost $3,806,570)					4,537,414
Convertible Bond 0.0%
Consumer Discretionary
Group 1 Automotive, Inc., 144A, 3.0%, 3/15/2020 (Cost $30,000)			30,000		33,563
Preferred Securities 0.0%
Financials 0.0%
JPMorgan Chase Capital XX, Series T, 6.55%, 9/29/2036			40,000		40,393
Wachovia Capital Trust III, 5.57%**, 11/7/2011 (h)			100,000		82,000
					122,393
Materials 0.0%
Hercules, Inc., 6.5%, 6/30/2029			10,000		7,400
Total Preferred Securities (Cost $133,661)					129,793

	Units		Value ($)
Other Investments 0.0%
AOT Bedding Super Holdings LLC* (Cost $2,000)		2		2,000

	Shares		Value ($)
Exchange-Traded Funds 7.9%
iShares JPMorgan USD Emerging Markets Bond Fund		74,024		7,804,350
iShares Russell 2000 Value Index Fund		182,916		10,431,700
SPDR Barclays Capital International Treasury Bond		129,027		7,755,813
Vanguard MSCI Emerging Markets Fund		422,215		15,153,296
Total Exchange-Traded Funds (Cost $38,963,209)				41,145,159
Securities Lending Collateral 0.9%
Daily Assets Fund Institutional, 0.17% (i) (j) (Cost $4,505,082)		4,505,082		4,505,082
Cash Equivalents 9.0%
Central Cash Management Fund, 0.10% (i) (Cost $46,889,310)		46,889,310		46,889,310

	% of Net Assets			Value ($)
Total Investment Portfolio (Cost $549,521,634)+		103.5			537,028,134
Other Assets and Liabilities, Net		(3.5	)		(18,122,042	)
Net Assets		100.0			518,906,092

The following table represents bonds that are in default:

Securities	Coupon			Maturity Date	Principal Amount ($)			Acquisition Cost ($)		Value ($)
Fontainebleau Las Vegas Holdings LLC*		11.0	%	6/15/2015		40,000	USD		27,850		50
Wolverine Tube, Inc.*		15.0	%	3/31/2012		70,071	USD		70,071		32,758
									97,921		32,808

* Non-income producing security. In the case of a bond, generally denotes that the issuer has defaulted on the payment of principal or interest or has filed for bankruptcy.

** Floating rate securities' yields vary with a designated market index or market rate, such as the coupon-equivalent of the U.S. Treasury Bill rate. These securities are shown at their current rate as of September 30, 2011.

+The cost for federal income tax purposes was $553,138,458. At September 30, 2011, net unrealized depreciation for all securities based on tax cost was $16,110,324. This consisted of aggregate gross unrealized appreciation for all securities in which there was an excess of value over tax cost of $28,062,388 and aggregate gross unrealized depreciation for all securities in which there was an excess of tax cost over value of $44,172,712.

(a) Principal amount stated in U.S. dollars unless otherwise noted.

(b) Securities with the same description are the same corporate entity but trade on different stock exchanges.

(c) All or a portion of these securities were on loan (see Notes to Financial Statements). The value of all securities loaned at September 30, 2011 amounted to $4,349,452, which is 0.8% of net assets.

(d) When-issued or delayed delivery security included.

(e) Government-backed debt issued by financial companies or government sponsored enterprises.

(f) At September 30, 2011, this security has been pledged, in whole or in part, to cover initial margin requirements for open futures contracts.

(g) Taxable issue.

(h) Date shown is call date; not a maturity date for the perpetual preferred securities.

(i) Affiliated fund managed by Deutsche Investment Management Americas Inc. The rate shown is the annualized seven-day yield at period end.

(j) Represents collateral held in connection with securities lending. Income earned by the Fund is net of borrower rebates.

144A: Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

ADR: American Depositary Receipt

CVA: Certificaten Van Aandelen

FTSE: Financial Times and the London Stock Exchange

INS: Insured

MSCI: Morgan Stanley Capital International

NATL: National Public Finance Guarantee Corp.

PIK: Denotes that all or a portion of income is paid in kind.

REIT: Real Estate Investment Trust

RSP: Risparmio (Convertible Savings Shares)

SDR: Swedish Depositary Receipt

SPDR: Standard & Poor's Depositary Receipt

Included in the portfolio are investments in mortgage or asset-backed securities which are interests in separate pools of mortgages or assets. Effective maturities of these investments may be shorter than stated maturities due to prepayments. Some separate investments in the Federal Home Loan Mortgage Corp. and Federal National Mortgage Association issues which have similar coupon rates have been aggregated for presentation purposes in this investment portfolio.

At September 30, 2011, open futures contracts purchased were as follows:

Futures	Currency	Expiration Date	Contracts		Notional Value ($)		Unrealized Appreciation/ (Depreciation) ($)
30 Year U.S. Treasury Bond	USD	12/20/2011		17		2,424,625		114,179
5 Year U.S. Treasury Note	USD	12/30/2011		7		857,391		(126	)
ASX SPI 200 Index	AUD	12/15/2011		1		96,770		(387	)
Euro Stoxx 50 Index	EUR	12/16/2011		18		519,930		4,046
Federal Republic of Germany Euro-Bund	EUR	12/8/2011		134		24,503,569		14,861
FTSE 100 Index	GBP	12/16/2011		1		79,381		148
NIKKEI 225 Index	USD	12/8/2011		3		128,625		(825	)
S&P 500 E-Mini Index	USD	12/16/2011		88		4,954,400		(108,869	)
United Kingdom Long Gilt Bond	GBP	12/28/2011		110		22,297,715		491,098
Total net unrealized appreciation								514,125

At September 30, 2011, open futures contracts sold were as follows:

Futures	Currency	Expiration Date	Contracts		Notional Value ($)		Unrealized Appreciation/ (Depreciation) ($)
10 Year Australian Treasury Bond	AUD	12/15/2011		75		8,293,276		41,283
10 Year Canadian Government Bond	CAD	12/19/2011		107		13,571,305		(298,536	)
10 Year Japan Government Bond	JPY	12/9/2011		1		1,844,030		6,596
10 Year U.S. Treasury Note	USD	12/20/2011		177		23,026,594		(248,759	)
Total net unrealized depreciation								(499,416	)

As of September 30, 2011, the Fund had the following open forward foreign currency exchange contracts:

Contracts to Deliver		In Exchange For		Settlement Date	Unrealized Appreciation ($)		Counterparty
EUR	149,200	USD	204,532	10/17/2011		3,894	Citigroup, Inc.
EUR	1,300	USD	1,760	10/17/2011		12	JPMorgan Chase Securities, Inc.
NZD	1,410,000	USD	1,153,627	10/18/2011		80,118	UBS AG
CHF	2,350,000	USD	2,675,197	10/18/2011		81,613	UBS AG
JPY	71,350,000	USD	930,295	10/18/2011		5,000	UBS AG
EUR	6,410,000	USD	8,767,534	10/18/2011		180,930	UBS AG
AUD	3,540,000	USD	3,600,640	10/18/2011		183,470	UBS AG
Total unrealized appreciation						535,037

Contracts to Deliver		In Exchange For		Settlement Date	Unrealized Depreciation ($)			Counterparty
USD	6,331	EUR	4,700	10/17/2011		(10	)	Citigroup, Inc.
USD	7,651,530	NOK	43,460,000	10/18/2011		(254,645	)	UBS AG
USD	961,787	GBP	610,000	10/18/2011		(10,728	)	UBS AG
USD	1,893,062	CAD	1,880,000	10/18/2011		(99,819	)	UBS AG
USD	1,030,698	SEK	6,940,000	10/18/2011		(20,213	)	UBS AG
Total unrealized depreciation						(385,415	)

Currency Abbreviations

AUD Australian Dollar

CAD Canadian Dollar

CHF Swiss Franc

EUR Euro

GBP British Pound

JPY Japanese Yen

NOK Norwegian Krone

NZD New Zealand Dollar

SEK Swedish Krona

USD United States Dollar

For information on the Fund's policy and additional disclosures regarding futures contracts and forward foreign currency exchange contracts, please refer to Note B in the accompanying Notes to Financial Statements.

Fair Value Measurements

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds and credit risk). Level 3 includes 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 September 30, 2011 in valuing the Fund's investments. For information on the Fund's policy regarding the valuation of investments, please refer to the Security Valuation section of Note A in the accompanying Notes to Financial Statements.

Assets	Level 1		Level 2		Level 3		Total
Common Stock and/or Other Equity Investments (k)
Consumer Discretionary	$	22,956,661	$	5,418,161	$	87	$	28,374,909
Consumer Staples		25,871,263		4,781,671		—		30,652,934
Energy		24,613,219		2,478,409		—		27,091,628
Financials		22,883,072		10,491,210		—		33,374,282
Health Care		32,385,299		7,199,467		—		39,584,766
Industrials		20,208,418		7,498,895		—		27,707,313
Information Technology		42,585,324		5,366,226		—		47,951,550
Materials		10,291,316		2,412,188		—		12,703,504
Telecommunication Services		8,073,020		4,993,996		—		13,067,016
Utilities		11,660,327		3,984,573		—		15,644,900
Fixed Income Investments (k)
Corporate Bonds		—		48,927,619		—		48,927,619
Asset Backed		—		2,334,021		158,602		2,492,623
Mortgage-Backed Securities Pass-Throughs		—		35,626,494		—		35,626,494
Commercial Mortgage- Backed Securities		—		7,421,256		—		7,421,256
Collateralized Mortgage Obligations		—		20,505,591		—		20,505,591
Government & Agency Obligations		—		48,659,428		—		48,659,428
Municipal Bonds and Notes		—		4,537,414		—		4,537,414
Convertible Bonds		—		33,563		—		33,563
Preferred Securities		—		129,793		—		129,793
Other Investments		—		—		2,000		2,000
Exchange-Traded Funds		41,145,159		—		—		41,145,159
Short-Term Investments (k)		51,394,392		—		—		51,394,392
Derivatives (l)		672,211		535,037		—		1,207,248
Total	$	314,739,681	$	223,335,012	$	160,689	$	538,235,382

Liabilities	Level 1			Level 2			Level 3		Total
Derivatives (l)	$	(657,502	)	$	(385,415	)	$	—	$	(1,042,917	)
Total	$	(657,502	)	$	(385,415	)	$	—	$	(1,042,917	)

There have been no transfers between Level 1 and Level 2 fair value measurements during the period ended September 30, 2011.

(k) See Investment Portfolio for additional detailed categorizations.

(l) Derivatives include unrealized appreciation (depreciation) on open futures contracts and forward foreign currency exchange contracts.

Level 3 Reconciliation

The following is a reconciliation of the Fund's Level 3 investments for which significant unobservable inputs were used in determining value:

	Common Stocks and/or Other Equity Investments		Corporate Bonds			Asset- Backed			Other Investments		Total
Balance as of March 31, 2011	$	76	$	5,950		$	286,319		$	2,000	$	294,345
Net realized gain (loss)		—		(23,893	)		87			—		(23,806	)
Change in unrealized appreciation (depreciation)		11		27,683			(1,298	)		0		26,396
Amortization premium/discount		—		87			—			—		87
Purchases		—		—			—			—		—
Sales		—		(9,827	)		(126,506	)		—		(136,333	)
Transfers into Level 3		—		—			—			—		—
Transfers (out) of Level 3		—		—			—			—		—
Balance as of September 30, 2011	$	87	$	—		$	158,602		$	2,000	$	160,689
Net change in unrealized appreciation (depreciation) from investments still held as of September 30, 2011	$	11	$	—		$	(730	)	$	0	$	(719	)

Transfers between price levels are recognized at the beginning of the reporting period.

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

Statement of Assets and Liabilities

as of September 30, 2011 (Unaudited)
Assets
Investments: Investments in non-affiliated securities, at value (cost $498,127,242) — including $4,349,452 of securities loaned	$	485,633,742
Investment in Daily Assets Fund Institutional (cost $4,505,082)*		4,505,082
Investment in Central Cash Management Fund (cost $46,889,310)		46,889,310
Total investments in securities, at value (cost $549,521,634)		537,028,134
Cash		129,824
Foreign currency, at value (cost $382,444)		364,574
Deposits with brokers for futures contracts		2,730,836
Cash held as collateral for forward foreign currency exchange contracts		1,030,000
Receivable for investments sold		5,794,404
Receivable for investments sold — delayed delivery securities		2,881,506
Receivable for Fund shares sold		335,052
Dividends receivable		472,433
Interest receivable		1,400,282
Unrealized appreciation on forward foreign currency exchange contracts		535,037
Foreign taxes recoverable		66,049
Due from Advisor		82,039
Other assets		22,467
Total assets		552,872,637
Liabilities
Payable upon return of securities loaned		4,505,082
Payable for investments purchased		7,245,177
Payable for investments purchased — delayed delivery securities		20,909,834
Payable for daily variation margin on futures contracts		104,909
Unrealized depreciation on forward foreign currency exchange contracts		385,415
Accrued management fee		156,624
Other accrued expenses and payables		659,504
Total liabilities		33,966,545
Net assets, at value	$	518,906,092

* Represents collateral on securities loaned.

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

Statement of Assets and Liabilities as of September 30, 2011 (Unaudited) (continued)
Net Assets Consist of
Undistributed of net investment income		634,512
Net unrealized appreciation (depreciation) on: Investments		(12,493,500	)
Futures		14,709
Foreign currency		125,306
Accumulated net realized gain (loss)		(147,692,039	)
Paid-in capital		678,317,104
Net assets, at value	$	518,906,092
Net Asset Value
Class S Net Asset Value offering and redemption price per share ($2,628,234 ÷ 321,716 outstanding shares of beneficial interest, no par value, unlimited number of shares authorized)	$	8.17
Institutional Class Net Asset Value offering and redemption price per share ($516,277,858 ÷ 60,493,259 outstanding shares of beneficial interest, no par value, unlimited number of shares authorized)	$	8.53

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

Statement of Operations

for the six months ended September 30, 2011 (Unaudited)
Investment Income
Income: Dividends (net of foreign taxes withheld of $156,289)	$	4,101,686
Interest (net of foreign taxes withheld of $628)		3,964,504
Income distributions — Central Cash Management Fund		25,157
Securities lending income, including income from Daily Assets Fund Institutional, net of borrower rebates		47,484
Total income		8,138,831
Expenses: Management fee		1,672,318
Administration fee		287,631
Services to shareholders		464,646
Custodian fee		82,848
Professional fees		62,134
Reports to shareholders		25,965
Registration fees		17,319
Trustees' fees and expenses		10,371
Other		74,794
Total expenses before expense reductions		2,698,026
Expense reductions		(1,100,313	)
Total expenses after expense reductions		1,597,713
Net investment income		6,541,118
Realized and Unrealized Gain (Loss)
Net realized gain (loss) from: Investments		7,494,648
Futures		185,872
Foreign currency		(3,606,381	)
		4,074,139
Change in net unrealized appreciation (depreciation) on: Investments		(65,951,235	)
Futures		(282,269	)
Foreign currency		(319,938	)
		(66,553,442	)
Net gain (loss)		(62,479,303	)
Net increase (decrease) in net assets resulting from operations	$	(55,938,185	)

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

Statement of Changes in Net Assets

	Six Months Ended September 30, 2011 (Unaudited)			Year Ended March 31, 2011
Operations: Net investment income	$	6,541,118		$	12,142,696
Net realized gain (loss)		4,074,139			53,829,052
Change in net unrealized appreciation (depreciation)		(66,553,442	)		(6,806,289	)
Net increase (decrease) in net assets resulting from operations		(55,938,185	)		59,165,459
Distributions to shareholders from: Net investment income Class S		(25,791	)		(87,351	)
Institutional Class		(5,513,700	)		(16,114,327	)
Total distributions		(5,539,491	)		(16,201,678	)
Fund share transactions: Proceeds from shares sold		16,173,870			54,299,193
Reinvestment of distributions		5,539,411			16,201,525
Payments for shares redeemed		(34,192,139	)		(88,690,628	)
Net increase (decrease) in net assets from Fund share transactions		(12,478,858	)		(18,189,910	)
Increase (decrease) in net assets		(73,956,534	)		24,773,871
Net assets at beginning of period		592,862,626			568,088,755
Net assets at end of period (including undistributed net investment income and distributions in excess of net investment income of $634,512 and $367,115, respectively)	$	518,906,092		$	592,862,626

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

Financial Highlights

				Years Ended March 31,
Class S+	Six Months Ended 9/30/11 (Unaudited)			2011			2010			2009			2008			2007
Selected Per Share Data
Net asset value, beginning of period	$	9.14		$	8.45		$	6.23		$	9.79		$	11.85		$	11.30
Income (loss) from investment operations: Net investment incomea		.09			.18			.19			.26			.29			.33
Net realized and unrealized gain (loss)		(.98	)		.74			2.20			(3.40	)		(.30	)		.80
Total from investment operations		(.89	)		.92			2.39			(3.14	)		(.01	)		1.13
Less distributions from: Net investment income		(.08	)		(.23	)		(.17	)		(.20	)		(.42	)		(.25	)
Net realized gains		—			—			—			(.13	)		(1.63	)		(.33	)
Return of capital		—			—			—			(.09	)		—			—
Total distributions		(.08	)		(.23	)		(.17	)		(.42	)		(2.05	)		(.58	)
Net asset value, end of period	$	8.17		$	9.14		$	8.45		$	6.23		$	9.79		$	11.85
Total Return (%)b		(9.82	)**		11.18			38.53			(33.05	)		(.75	)		10.16
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)		3			3			3			3			5			5
Ratio of expenses before expense reductions (%)		1.12	*		1.07			1.07			1.08			1.05			.93
Ratio of expenses after expense reductions (%)		.89	*		.81			.81			.82			.87			.71
Ratio of net investment income (%)		1.94	*		1.94			2.31			2.99			2.50			2.67
Portfolio turnover rate (%)		105	**		259			209			242			264			175
+On October 23, 2006, Investment Class was renamed Class S. aBased on average shares outstanding during the period. bTotal return would have been lower had certain expenses not been reduced. *Annualized **Not annualized

				Years Ended March 31,
Institutional Class	Six Months Ended 9/30/11 (Unaudited)			2011			2010			2009			2008			2007
Selected Per Share Data
Net asset value, beginning of period	$	9.54		$	8.82		$	6.51		$	10.22		$	12.29		$	11.74
Income (loss) from investment operations: Net investment incomea		.11			.20			.21			.28			.32			.34
Net realized and unrealized gain (loss)		(1.03	)		.78			2.30			(3.54	)		(.29	)		.85
Total from investment operations		(.92	)		.98			2.51			(3.26	)		.03			1.19
Less distributions from: Net investment income		(.09	)		(.26	)		(.20	)		(.23	)		(.47	)		(.31	)
Net realized gains		—			—			—			(.13	)		(1.63	)		(.33	)
Return of capital		—			—			—			(.09	)		—			—
Total distributions		(.09	)		(.26	)		(.20	)		(.45	)		(2.10	)		(.64	)
Net asset value, end of period	$	8.53		$	9.54		$	8.82		$	6.51		$	10.22		$	12.29
Total Return (%)b		(9.58	)**		11.46			38.76			(32.84	)		(.40	)		10.28
Ratios to Average Net Assets and Supplemental Data
Net assets, end of period ($ millions)		516			590			565			402			738			761
Ratio of expenses before expense reductions (%)		.94	*		.96			.96			.98			.89			.89
Ratio of expenses after expense reductions (%)		.55	*		.56			.56			.57			.55			.55
Ratio of net investment income (%)		2.28	*		2.20			2.56			3.24			2.82			2.83
Portfolio turnover rate (%)		105	**		259			209			242			264			175
aBased on average shares outstanding during the period. bTotal return would have been lower had certain expenses not been reduced. *Annualized **Not annualized

Notes to Financial Statements (Unaudited)

A. Organization and Significant Accounting Policies

DWS Lifecycle Long Range Fund (the "Fund") is a diversified series of DWS Market Trust (the "Trust"), which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company organized as a Massachusetts business trust. The Fund is the successor to DWS Lifecycle Long Range Fund, a series of DWS Advisor Funds (the "Predecessor Fund"). On April 29, 2011, the Predecessor Fund transferred all of its assets and liabilities to the Trust, while retaining the same fund name. The transaction had no material effect on an investment in the Fund. All financial and other information contained herein for periods prior to April 29, 2011, is that of the Predecessor Fund.

The Fund offers two classes of shares: Institutional Class and Class S. Institutional Class shares are offered to a limited group of investors and are not subject to initial or contingent deferred sales charges. Institutional Class shares have lower ongoing expenses than Class S shares. Class S shares are not subject to initial or contingent deferred sales charges and are generally not available to new investors except under certain circumstances.

Investment income, realized and unrealized gains and losses, and certain fund-level expenses and expense reductions, if any, are borne pro rata on the basis of relative net assets by the holders of both classes of shares except that each class bears certain expenses unique to that class such as services to shareholders and certain other class specific expenses. Differences in class-level expenses may result in payment of different per share dividends by class. All shares of the Fund have equal rights with respect to voting subject to class-specific arrangements.

The Fund's financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which require the use of management estimates. Actual results could differ from those estimates. The policies described below are followed consistently by the Fund in the preparation of its financial statements.

Security Valuation. Investments are stated at value determined as of the close of regular trading on the New York Stock Exchange on each day the exchange is open for trading.

Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in three broad levels. Level 1 includes quoted prices in active markets for identical securities. Level 2 includes other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, and credit risk). Level 3 includes 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.

Equity securities and exchange-traded funds ("ETFs") are valued at the most recent sale price or official closing price reported on the exchange (U.S. or foreign) or over-the-counter market on which they trade and are categorized as Level 1 securities. Securities or ETFs for which no sales are reported are valued at the calculated mean between the most recent bid and asked quotations on the relevant market or, if a mean cannot be determined, at the most recent bid quotation. For certain international equity securities, in order to adjust for events which may occur between the close of the foreign exchanges and the close of the New York Stock Exchange, a fair valuation model may be used. This fair valuation model takes into account comparisons to the valuation of American Depository Receipts (ADRs), exchange-traded funds, futures contracts and certain indices and these securities are categorized as Level 2.

Debt securities are valued at prices supplied by independent pricing services approved by the Fund's Board. If the pricing services are unable to provide valuations, securities are valued at the most recent bid quotation or evaluated price, as applicable, obtained from one or more broker-dealers. Such services may use various pricing techniques which take into account appropriate factors such as yield, quality, coupon rate, maturity, type of issue, trading characteristics and other data, as well as broker quotes. These securities are generally categorized as Level 2.

Money market instruments purchased with an original or remaining maturity of sixty days or less, maturing at par, are valued at amortized cost, which approximates value, and are categorized as Level 2. Investments in open-end investment companies are valued at their net asset value each business day and are categorized as Level 1.

Futures contracts are generally valued at the settlement prices established each day on the exchange on which they are traded and are categorized as Level 1.

Forward currency contracts are valued at the prevailing forward exchange rate of the underlying currencies and are categorized as Level 2.

Securities and other assets for which market quotations are not readily available or for which the above valuation procedures are deemed not to reflect fair value are valued in a manner that is intended to reflect their fair value as determined in accordance with procedures approved by the Board and are generally categorized as Level 3. In accordance with the Fund's valuation procedures, factors used in determining value may include, but are not limited to, the type of the security; the size of the holding; the initial cost of the security; the existence of any contractual restrictions on the security's disposition; the price and extent of public trading in similar securities of the issuer or of comparable companies; quotations or evaluated prices from broker-dealers and/or pricing services; information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities); an analysis of the company's or issuer's financial statements; an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold and with respect to debt securities; the maturity, coupon, creditworthiness, currency denomination, and the movement of the market in which the security is normally traded. The value determined under these procedures may differ from published values for the same securities.

Disclosure about the classification of fair value measurements is included in a table following the Fund's Investment Portfolio.

New Accounting Pronouncement. In May 2011, Accounting Standards Update 2011-04 (ASU 2011-04), Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs, was issued and is effective during interim and annual periods beginning after December 15, 2011. ASU 2011-04 amends Financial Accounting Standards Board (FASB) Topic 820, Fair Value Measurement. The amendments are the result of the work by the FASB and the International Accounting Standards Board to develop common requirements for measuring fair value and for disclosing information about fair value measurements in accordance with GAAP. Management is currently evaluating the application of ASU 2011-04 and its impact, if any, on the Funds' financial statements.

Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars at the prevailing exchange rates at period end. Purchases and sales of investment securities, income and expenses are translated into U.S. dollars at the prevailing exchange rates on the respective dates of the transactions.

Net realized and unrealized gains and losses on foreign currency transactions represent net gains and losses between trade and settlement dates on securities transactions, the acquisition and disposition of foreign currencies, and the difference between the amount of net investment income accrued and the U.S. dollar amount actually received. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed but is included with net realized and unrealized gain/appreciation and loss/depreciation on investments.

Securities Lending. The Fund lends securities to certain financial institutions. The Fund retains beneficial ownership of the securities it has loaned and continues to receive interest and dividends paid by the issuer of securities and to participate in any changes in their market value. The Fund requires the borrowers of the securities to maintain collateral with the Fund consisting of either cash or liquid, unencumbered assets having a value at least equal to the value of the securities loaned. When the collateral falls below specified amounts, the lending agent will use its best effort to obtain additional collateral on the next business day to meet required amounts under the security lending agreement. The Fund may invest the cash collateral into a joint trading account in an affiliated money market fund pursuant to Exemptive Orders issued by the SEC. The Fund receives compensation for lending its securities either in the form of fees or by earning interest on invested cash collateral net of borrower rebates and fees paid to a lending agent. Either the Fund or the borrower may terminate the loan. There may be risks of delay and costs in recovery of securities or even loss of rights in the collateral should the borrower of the securities fail financially. The Fund is also subject to all investment risks associated with the value reinvestment of any cash collateral received, including, but not limited to, interest rate, credit and liquidity risk associated with such investments.

When-Issued/Delayed Delivery Securities. The Fund may purchase or sell securities with delivery or payment to occur at a later date beyond the normal settlement period. At the time the Fund enters into a commitment to purchase or sell a security, the transaction is recorded and the value of the transaction is reflected in the net asset value. The price of such security and the date when the security will be delivered and paid for are fixed at the time the transaction is negotiated. The value of the security may vary with market fluctuations. At the time the Fund enters into a purchase transaction it is required to segregate cash or other liquid assets at least equal to the amount of the commitment.

Certain risks may arise upon entering into when-issued or delayed delivery transactions from the potential inability of counterparties to meet the terms of their contracts or if the issuer does not issue the securities due to political, economic, or other factors. Additionally, losses may arise due to changes in the value of the underlying securities.

Taxes. The Fund's policy is to comply with the requirements of the Internal Revenue Code, as amended, which are applicable to regulated investment companies, and to distribute all of its taxable income to its shareholders.

Additionally, based on the Fund's understanding of the tax rules and rates related to income, gains and transactions for the foreign jurisdictions in which it invests, the Fund will provide for foreign taxes, and where appropriate, deferred foreign taxes.

At March 31, 2011, the Fund had a net tax basis capital loss carryforward of approximately $148,217,000, which may be applied against any realized net taxable capital gains of each succeeding year until fully utilized or until March 31, 2012 ($419,000), March 31, 2013 ($255,000), March 31, 2017 ($51,033,000) and March 31, 2018 ($96,510,000), the respective expiration dates, whichever occurs first.

On December 22, 2010, the Regulated Investment Company Modernization Act of 2010 (the "Act") was enacted. Under the Act, net capital losses may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses. As a result of this ordering rule, pre-enactment capital loss carryforwards may expire unused, whereas under the previous rules these losses may have been utilized. This change is effective for fiscal years beginning after the date of enactment.

The Fund has reviewed the tax positions for the open tax years as of March 31, 2011 and has determined that no provision for income tax is required in the Fund's financial statements. The Fund's federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service.

Distribution of Income and Gains. Net investment income of the Fund is declared and distributed to shareholders quarterly. Net realized gains from investment transactions, in excess of available capital loss carryforwards, would be taxable to the Fund if not distributed, and, therefore, will be distributed to shareholders at least annually.

The timing and characterization of certain income and capital gains distributions are determined annually in accordance with federal tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences primarily relate to investments in foreign denominated investments, investments in passive foreign investment companies, forward currency contracts, recognition of certain foreign currency gains (losses) as ordinary income (loss), futures contracts and certain securities sold at a loss. As a result net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. Accordingly, the Fund may periodically make reclassifications among certain of its capital accounts without impacting the net asset value of the Fund.

The tax character of current year distributions will be determined at the end of the current fiscal year.

Expenses. Expenses of the Trust arising in connection with a specific fund are allocated to that fund. Other Trust expenses which cannot be directly attributed to a fund are apportioned among the funds in the Trust.

Contingencies. In the normal course of business, the Fund may enter into contracts with service providers that contain general indemnification clauses. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet been made. However, based on experience, the Fund expects the risk of loss to be remote.

Other. Investment transactions are accounted for on a trade date plus one basis for daily net asset value calculations. However, for financial reporting purposes, investment transactions are reported on trade date. Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date net of foreign withholding taxes. Certain dividends from foreign securities may be recorded subsequent to the ex-dividend date as soon as the Fund is informed of such dividends. Realized gains and losses from investment transactions are recorded on an identified cost basis and may include proceeds from litigation. All premiums and discounts are amortized/accreted for financial reporting purposes, with the exception of securities in default of principal.

B. Derivative Instruments

Futures Contracts. A futures contract is an agreement between a buyer or seller and an established futures exchange or its clearinghouse in which the buyer or seller agrees to take or make a delivery of a specific amount of a financial instrument at a specified price on a specific date (settlement date). For the six months ended September 30, 2011, the Fund used futures contracts to gain exposure to a particular asset class or to keep cash on hand to meet shareholder redemptions or other needs while maintaining exposure to the stock market. In addition, the Fund seeks to enhance returns by employing a global tactical asset allocation overlay strategy by entering into futures contracts on fixed-income securities, including on financial indices and security indices. For the six months ended September 30, 2011, as part of this strategy, the Fund used futures contracts to attempt to take advantage of inefficiencies within the global bond markets.

Futures contracts are valued at the most recent settlement price. Upon entering into a futures contract, the Fund is required to depositwith a financial intermediary cash or securities ("initial margin") in an amount equal to acertain percentage of the face value indicated in the futures contract.Subsequent payments ("variation margin") are made or received by theFund dependent upon the daily fluctuations in the value and are recorded for financial reporting purposes asunrealized gains or losses by the Fund. Gains or losses are realized when the contract expires or is closed. Since all futures contracts areexchange traded, counterparty risk is minimized as the exchange'sclearinghouse acts as the counterparty, and guarantees the futures against default.

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market will limit the Fund's ability to close out a futures contract prior to the settlement date and the risk that the futures contract is not well correlated with the security, index or currency to which it relates. Risk of loss may exceed amounts recognized in the Statement of Assets and Liabilities.

A summary of the open futures contracts as of September 30, 2011 is included in a table following the Fund's Investment Portfolio. For the six months ended September 30, 2011, the investment in futures contracts purchased had a total notional value generally indicative of a range from approximately $55,862,000 to $80,747,000, and the investment in futures contracts sold had a total notional value generally indicative of a range from approximately $46,735,000 to $55,068,000.

Forward Foreign Currency Exchange Contracts. A forward foreign currency exchange contract ("forward currency contract") is a commitment to purchase or sell a foreign currency at the settlement date at a negotiated rate. For the six months ended September 30, 2011, the Fund entered into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign currency denominated portfolio holdings, to facilitate transactions in foreign currency denominated securities and to enhance the total returns. The Fund also enters into forward currency contracts as part of its global tactical asset allocation overlay strategy.

Forward currency contracts are valued at the prevailing forward exchange rate of the underlying currencies and unrealized gain (loss) is recorded daily. On the settlement date of the forward currency contract, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was closed. Certain risks may arise upon entering into forward currency contracts from the potential inability of counterparties to meet the terms of their contracts. The maximum counterparty credit risk to the Fund is measured by the unrealized gain on appreciated contracts. Additionally, when utilizing forward currency contracts to hedge, the Fund gives up the opportunity to profit from favorable exchange rate movements during the term of the contract.

A summary of the open forward currency contracts as of September 30, 2011 is included in a table following the Fund's Investment Portfolio. For the six months ended September 30, 2011, the investment in forward currency contracts short vs. U.S. dollars had a total contract value generally indicative of a range from approximately $17,334,000 to $101,974,000, and the investment in forward currency contracts long vs. U.S. dollars had a total contract value generally indicative of a range from approximately $11,543,000 to $117,052,000.

The following tables summarize the value of the Fund's derivative instruments held as of September 30, 2011 and the related location in the accompanying Statement of Assets and Liabilities, presented by primary underlying risk exposure:

Asset Derivatives	Forward Contracts		Futures Contracts		Total
Foreign Exchange Contracts (a)	$	535,037	$	—	$	535,037
Equity Contracts (b)		—		4,194		4,194
Interest Rate Contracts (b)		—		668,017		668,017
	$	535,037	$	672,211	$	1,207,248

Each of the above derivatives is located in the following Statement of Assets and Liabilities accounts:

(a) Unrealized appreciation on forward foreign currency exchange contracts

(b) Includes cumulative appreciation of futures contracts as disclosed in the Investment Portfolio. Unsettled variation margin is disclosed separately within the Statement of Assets and Liabilities.

Liability Derivatives	Forward Contracts			Futures Contracts			Total
Foreign Exchange Contracts (a)	$	(385,415	)	$	—		$	(385,415	)
Equity Contracts (b)		—			(110,081	)		(110,081	)
Interest Rate Contracts (b)		—			(547,421	)		(547,421	)
	$	(385,415	)	$	(657,502	)	$	(1,042,917	)

Each of the above derivatives is located in the following Statement of Assets and Liabilities accounts:

(a) Unrealized depreciation on forward foreign currency exchange contracts

(b) Includes cumulative depreciation of futures contracts as disclosed in the Investment Portfolio. Unsettled variation margin is disclosed separately within the Statement of Assets and Liabilities.

Additionally, the amount of unrealized and realized gains and losses on derivative instruments recognized in Fund earnings during the six months ended September 30, 2011 and the related location in the accompanying Statement of Operations is summarized in the following tables by primary underlying risk exposure:

Realized Gain (Loss)	Forward Contracts			Futures Contracts			Total
Foreign Exchange Contracts (a)	$	(3,582,606	)	$	—		$	(3,582,606	)
Equity Contracts (b)		—			(420,855	)		(420,855	)
Interest Rate Contracts (b)		—			606,727			606,727
	$	(3,582,606	)	$	185,872		$	(3,396,734	)

Each of the above derivatives is located in the following Statement of Operations accounts:

(a) Net realized gain (loss) from foreign currency (Statement of Operations includes both forward currency contracts and foreign currency transactions)

(b) Net realized gain (loss) from futures

Change in Net Unrealized Appreciation (Depreciation)	Forward Contracts			Futures Contracts			Total
Foreign Exchange Contracts (a)	$	(287,863	)	$	—		$	(287,863	)
Equity Contracts (b)		—			(153,428	)		(153,428	)
Interest Rate Contracts (b)		—			(128,841	)		(128,841	)
	$	(287,863	)	$	(282,269	)	$	(570,132	)

Each of the above derivatives is located in the following Statement of Operations accounts:

(a) Change in net unrealized appreciation (depreciation) on foreign currency (Statement of Operations includes both forward currency contracts and foreign currency transactions)

(b) Change in net unrealized appreciation (depreciation) on futures

C. Purchases and Sales of Securities

During the six months ended September 30, 2011, purchases and sales of investment securities (excluding short-term investments and U.S. Treasury obligations) aggregated $465,627,084 and $474,528,517, respectively. Purchases and sales of U.S. Treasury obligations aggregated $105,210,075 and $109,901,456, respectively.

D. Related Parties

Management Agreement. Under the Investment Management Agreement with Deutsche Investment Management Americas Inc. ("DIMA" or the "Advisor"), an indirect, wholly owned subsidiary of Deutsche Bank AG, the Advisor directs the investments of the Fund in accordance with its investment objectives, policies and restrictions. The Advisor determines the securities, instruments and other contracts relating to investments to be purchased, sold or entered into by the Fund or delegates such responsibility to the Fund's subadvisor.

QS Investors, LLC ("QS Investors") acts as an investment subadvisor to the Fund. As an investment subadvisor to the Fund, QS Investors renders strategic asset allocation services and also manages a portion of the assets allocated to equities and the portion of assets allocated to the Fund's global tactical asset allocation overlay strategy. QS Investors is paid by the Advisor for the services QS Investors provides to the Fund.

Pursuant to a written contract, Aberdeen Asset Management Inc. ("AAMI"), a direct, wholly owned subsidiary of Aberdeen Asset Management PLC, also serves as subadvisor to the Fund with respect to a portion of the fixed income portion of the Fund's portfolio. AAMI is paid for its services by the Advisor from its fee as investment advisor to the Fund.

Under the Investment Management Agreement with the Advisor, the Fund pays a monthly management fee based on the Fund's average daily net assets, computed and accrued daily and payable monthly, at the following annual rates:

First $250 million of the Fund's average daily net assets	.600	%
Next $750 million of such net assets	.575	%
Over $1 billion of such net assets	.550	%

For the period from April 1, 2010 through July 31, 2011, the Advisor had contractually agreed to waive its fees and/or reimburse certain operating expenses of Class S shares to the extent necessary to maintain the operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 1.01%.

For the period from August 1, 2011 through September 30, 2012, the Advisor has contractually agreed to waive its fees and/or reimburse certain operating expenses of Class S shares to the extent necessary to maintain the operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 1.00%.

In addition, the Advisor has voluntarily agreed to waive its fees and/or reimburse certain operating expenses of Institutional Class shares to the extent necessary to maintain the operating expenses (excluding certain expenses such as extraordinary expenses, taxes, brokerage and interest) at 0.55%. This voluntary waiver or reimbursement may be terminated at any time at the option of the Advisor.

Accordingly, for the six months ended September 30, 2011, the Advisor waived a portion of its management fee pursuant to the Investment Management Agreement aggregating $643,101, and the amount charged aggregated $1,029,217, which was equivalent to an annualized effective rate of 0.36% of the Fund's average daily net assets.

Administration Fee. Pursuant to an Administrative Services Agreement, DIMA provides most administrative services to the Fund. For all services provided under the Administrative Services Agreement, the Fund pays the Advisor an annual fee ("Administration Fee") of 0.10% of the Fund's average daily net assets, computed and accrued daily and payable monthly. For the six months ended September 30, 2011, the Administration Fee was $287,631, of which $44,085 is unpaid.

Service Provider Fees. DWS Investments Service Company ("DISC"), an affiliate of the Advisor, is the transfer agent, dividend-paying agent and shareholder service agent for the Fund. Pursuant to a sub-transfer agency agreement between DISC and DST Systems, Inc. ("DST"), DISC has delegated certain transfer agent, dividend-paying agent and shareholder service agent functions to DST. DISC compensates DST out of the shareholder servicing fee it receives from the Fund. For the six months ended September 30, 2011, the amounts charged to the Fund by DISC were as follows:

Services to Shareholders	Total Aggregated		Waived		Unpaid at September 30, 2011
Class S	$	915	$	—	$	515
Institutional Class		8,484		8,484		—
	$	9,399	$	8,484	$	515

In addition, for the six months ended September 30, 2011, the Advisor reimbursed $448,728 of sub-recordkeeping expenses for Institutional Class shares.

Typesetting and Filing Service Fees. Under an agreement with DIMA, DIMA is compensated for providing typesetting and certain regulatory filing services to the Fund. For the six months ended September 30, 2011, the amount charged to the Fund by DIMA included in the Statement of Operations under "reports to shareholders" aggregated $16,839, of which $9,495 is unpaid.

Trustees' Fees and Expenses. The Fund paid each Trustee not affiliated with the Advisor retainer fees plus specified amounts for various committee services and for the Board Chairperson.

Affiliated Cash Management Vehicle. The Fund may invest uninvested cash balances in Central Cash Management Fund, which is managed by the Advisor. The Fund indirectly bears its proportionate share of the expenses of Central Cash Management Fund. Central Cash Management Fund does not pay the Advisor an investment management fee. Central Cash Management Fund seeks a high level of current income consistent with liquidity and the preservation of capital.

E. Concentration of Ownership

From time to time the Fund may have a concentration of several shareholder accounts holding a significant percentage of shares outstanding. Investment activities of these shareholders could have a material impact on the Fund.

At September 30, 2011, there were two shareholder accounts that held approximately 70% and 28%, respectively, of outstanding shares of the Fund.

F. Line of Credit

The Fund and other affiliated funds (the "Participants") share in a $450 million revolving credit facility provided by a syndication of banks. The Fund may borrow for temporary or emergency purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. The Participants are charged an annual commitment fee, which is allocated based on net assets, among each of the Participants. Interest is calculated at a rate per annum equal to the sum of the Federal Funds Rate plus 1.25 percent plus if LIBOR exceeds the Federal Funds Rate the amount of such excess. The Fund may borrow up to a maximum of 33 percent of its net assets under the agreement. The Fund had no outstanding loans at September 30, 2011.

G. Share Transactions

The following table summarizes share and dollar activity in the Fund:

	Six Months Ended September 30, 2011						Year Ended March 31, 2011
	Shares			Dollars			Shares			Dollars
Shares sold
Class S		8,116		$	72,551			41,343		$	346,777
Institutional Class		1,720,109			16,101,319			5,914,995			53,952,416
				$	16,173,870					$	54,299,193
Shares issued to shareholders in reinvestment of distributions
Class S		2,974		$	25,711			10,453		$	87,198
Institutional Class		612,098			5,513,700			1,845,609			16,114,327
				$	5,539,411					$	16,201,525
Shares redeemed
Class S		(49,450	)	$	(453,155	)		(66,671	)	$	(569,714	)
Institutional Class		(3,629,283	)		(33,738,984	)		(10,011,669	)		(88,120,914	)
				$	(34,192,139	)				$	(88,690,628	)
Net increase (decrease)
Class S		(38,360	)	$	(354,893	)		(14,875	)	$	(135,739	)
Institutional Class		(1,297,076	)		(12,123,965	)		(2,251,065	)		(18,054,171	)
				$	(12,478,858	)				$	(18,189,910	)

Investment Management Agreement Approval

The Board of Trustees, including the Independent Trustees, approved the renewal of your Fund's investment management agreement (the "Agreement") with Deutsche Investment Management Americas Inc. ("DWS") and sub-advisory agreements (the "Sub-Advisory Agreements" and together with the Agreement, the "Agreements") between DWS and Aberdeen Asset Management Inc. ("Aberdeen") and DWS and QS Investors, LLC ("QS Investors") in September 2011.

In terms of the process that the Board followed prior to approving the Agreements, shareholders should know that:

• In September 2011, all of the Fund's Trustees were independent of DWS and its affiliates.

• The Trustees met frequently during the past year to discuss fund matters and dedicated a substantial amount of time to contract review matters. Over the course of several months, the Board's Contract Committee, in coordination with the Board's Fixed Income and Quant Oversight Committee, reviewed comprehensive materials received from DWS, independent third parties and independent counsel. These materials included an analysis of the Fund's performance, fees and expenses, and profitability compiled by the Fund's independent fee consultant. The Board also received extensive information throughout the year regarding performance of the Fund.

• The Independent Trustees regularly meet privately with their independent counsel to discuss contract review and other matters. In addition, the Independent Trustees were also advised by the Fund's independent fee consultant in the course of their review of the Fund's contractual arrangements and considered a comprehensive report prepared by the independent fee consultant in connection with their deliberations (the "IFC Report").

• In connection with reviewing the Agreements, the Board also reviewed the terms of the Fund's distribution agreement, administrative services agreement, transfer agency agreement and other material service agreements.

• Based on its evaluation of the information provided, the Contract Committee presented its findings and recommendations to the Board, which consists of all Independent Trustees. The Board then reviewed the Contract Committee's findings and recommendations.

In connection with the contract review process, the Contract Committee and the Board considered the factors discussed below, among others. The Board also considered that DWS and its predecessors have managed the Fund since its inception, and the Board believes that a long-term relationship with a capable, conscientious advisor is in the best interests of the Fund. The Board considered, generally, that shareholders chose to invest or remain invested in the Fund knowing that DWS managed the Fund, and that the Agreement was approved by the Fund's shareholders. DWS is part of Deutsche Bank, a major global banking institution that is engaged in a wide range of financial services. The Board believes that there are significant advantages to being part of a global asset management business that offers a wide range of investing expertise and resources, including hundreds of portfolio managers and analysts with research capabilities in many countries throughout the world.

While shareholders may focus primarily on fund performance and fees, the Fund's Board considers these and many other factors, including the quality and integrity of DWS's, Aberdeen's and QS Investors' personnel and such other issues as back-office operations, fund valuations, and compliance policies and procedures. The Board also noted that the Sub-Advisory Agreement was approved by the Fund's shareholders in July 2010.

Nature, Quality and Extent of Services. The Board considered the terms of the Agreements, including the scope of advisory services provided under the Agreements. The Board noted that, under the Agreements, DWS and QS Investors provide the majority of portfolio management services to the Fund and that Aberdeen provides portfolio management services for the fixed income (not including high yield) portion of the Fund's portfolio only. The Board also noted that pursuant to a separate administrative services agreement, DWS provides administrative services to the Fund. The Board considered the experience and skills of senior management and investment personnel, the resources made available to such personnel, the ability of DWS to attract and retain high-quality personnel, and the organizational depth and stability of DWS. The Board also requested and received information regarding DWS's oversight of Fund sub-advisors, including Aberdeen and QS Investors. The Board reviewed the Fund's performance over short-term and long-term periods and compared those returns to various agreed-upon performance measures, including market indices and a peer universe compiled by the independent fee consultant using information supplied by Lipper Inc. ("Lipper"). The Board also noted that it has put into place a process of identifying "Focus Funds" (e.g., funds performing poorly relative to their benchmark or a peer universe compiled by an independent fund data service), and receives more frequent reporting and information from DWS regarding such funds, along with DWS's remedial plans to address underperformance. The Board believes this process is an effective manner of identifying and addressing underperforming funds. Based on the information provided, the Board noted that for the one-, three- and five-year periods ended December 31, 2010, the Fund's performance (Institutional Class shares) was in the 2nd quartile, 4th quartile and 4th quartile, respectively, of the applicable Lipper universe (the 1st quartile being the best performers and the 4th quartile being the worst performers). The Board also observed that the Fund has underperformed its benchmark in the one-, three- and five-year periods ended December 31, 2010.

On the basis of this evaluation and the ongoing review of investment results by the Board, the Board concluded that the nature, quality and extent of services provided by DWS, Aberdeenand QS Investors historically have been and continue to be satisfactory.

Fees and Expenses. The Board considered the Fund's investment management fee schedule, sub-advisory fee schedule, operating expenses and total expense ratios, and comparative information provided by Lipper and the independent fee consultant regarding investment management fee rates paid to other investment advisors by similar funds (1st quartile being the most favorable and 4th quartile being the least favorable). With respect to management fees paid to other investment advisors by similar funds, the Board noted that the contractual fee rates paid by the Fund, which include a 0.10% fee paid to DWS under the Fund's administrative services agreement, were lower than the median (2nd quartile) of the applicable Lipper peer group (based on Lipper data provided as of December 31, 2010). With respect to the sub-advisory fees paid to Aberdeen and QS Investors, the Board noted that the fees are paid by DWS out of its fee and not directly by the Fund. The Board noted that the Fund's Institutional Class shares total (net) operating expenses were expected to be lower than the median (2nd quartile) of the applicable Lipper expense universe (based on Lipper data provided as of December 31, 2010) ("Lipper Universe Expenses"). The Board also reviewed data comparing each share class's total (net) operating expenses to the applicable Lipper Universe Expenses. The Board considered the Fund's management fee rate as compared to fees charged by DWS and certain of its affiliates for comparable mutual funds and considered differences in fund and fee structures between the DWS Funds. The Board also considered how the Fund's total (net) operating expenses compared to the total (net) operating expenses of a more customized peer group selected by Lipper (based on such factors as asset size). The Board also noted that the expense limitation agreed to by DWS helped to ensure that the Fund's total (net) operating expenses would remain competitive.

The information considered by the Board as part of its review of management fees included information regarding fees charged by DWS and its affiliates to similar institutional accounts and to similar funds offered primarily to European investors ("DWS Europe funds"), in each case as applicable. The Board observed that advisory fee rates for institutional accounts generally were lower than the management fees charged by similarly managed DWS U.S. mutual funds ("DWS Funds"), but also took note of the differences in services provided to DWS Funds as compared to institutional accounts. In the case of DWS Europe funds, the Board observed that fee rates for DWS Europe funds generally were higher than for similarly managed DWS Funds, but noted that differences in the types of services provided to DWS Funds relative to DWS Europe funds made it difficult to compare such fees.

On the basis of the information provided, the Board concluded that management fees were reasonable and appropriate in light of the nature, quality and extent of services provided by DWS, Aberdeen and QS Investors.

Profitability. The Board reviewed detailed information regarding revenues received by DWS under the Agreement. The Board considered the estimated costs and pre-tax profits realized by DWS from advising the DWS Funds, as well as estimates of the pre-tax profits attributable to managing the Fund in particular. The Board also received information regarding the estimated enterprise-wide profitability of DWS and its affiliates with respect to all fund services in totality and by fund. The Board and the independent fee consultant reviewed DWS's methodology in allocating its costs to the management of the Fund. Based on the information provided, the Board concluded that the pre-tax profits realized by DWS in connection with the management of the Fund were not unreasonable. The Board also reviewed information regarding the profitability of certain similar investment management firms. The Board noted that while information regarding the profitability of such firms is limited (and in some cases is not necessarily prepared on a comparable basis), DWS and its affiliates' overall profitability with respect to the DWS fund complex (after taking into account distribution and other services provided to the funds by DWS and its affiliates) was lower than the overall profitability levels of many comparable firms for which such data was available. The Board did not consider the profitability of the subadvisors with respect to the Fund. The Board noted that DWS pays the subadvisors' fee out of its management fee, and its understanding that the Fund's sub-advisory fee schedules were the product of an arm's length negotiation with DWS.

Economies of Scale. The Board considered whether there are economies of scale with respect to the management of the Fund and whether the Fund benefits from any economies of scale. The Board noted that the Fund's management fee schedule includes fee breakpoints. The Board concluded that the Fund's fee schedule represents an appropriate sharing between the Fund and DWS of such economies of scale as may exist in the management of the Fund at current asset levels.

Other Benefits to DWS, Aberdeen and QS Investors and Their Affiliates.The Board also considered the character and amount of other incidental benefits received by DWS, Aberdeen and QS Investors and their affiliates, including any fees received by DWS for administrative services provided to the Fund and any fees received by an affiliate of DWS for distribution services. The Board also considered benefits to DWS, Aberdeen and QS Investors related to brokerage and soft-dollar allocations, including allocating brokerage to pay for research generated by parties other than the executing broker dealers, which pertain primarily to funds investing in equity securities, along with the incidental public relations benefits to DWS, Aberdeen and QS Investors related to DWS Funds advertising and cross-selling opportunities among DWS products and services. The Board concluded that management fees were reasonable in light of these fallout benefits.

Compliance. The Board considered the significant attention and resources dedicated by DWS to documenting and enhancing its compliance processes in recent years. The Board noted in particular (i) the experience and seniority of both DWS's chief compliance officer and the Fund's chief compliance officer; (ii) the large number of DWS compliance personnel; and (iii) the substantial commitment of resources by DWS and its affiliates to compliance matters. The Board also considered the attention and resources dedicated by DWS to the oversight of each investment sub-advisor's compliance program and compliance with the applicable fund policies and procedures.

Based on all of the information considered and the conclusions reached, the Board unanimously determined that the continuation of the Agreements is in the best interests of the Fund. In making this determination, the Board did not give particular weight to any single factor identified above. The Board considered these factors over the course of numerous meetings, certain of which were in executive session with only the Independent Trustees and their counsel present. It is possible that individual Trustees may have weighed these factors differently in reaching their individual decisions to approve the continuation of the Agreements.

Summary of Management Fee Evaluation by Independent Fee Consultant

September 26, 2011

Pursuant to an Order entered into by Deutsche Investment Management Americas and affiliates (collectively, "DeAM") with the Attorney General of New York, I, Thomas H. Mack, have been appointed the Independent Fee Consultant for the DWS Funds (formerly the DWS Scudder Funds). My duties include preparing an annual written evaluation of the management fees DeAM charges the Funds, considering among other factors the management fees charged by other mutual fund companies for like services, management fees DeAM charges other clients for like services, DeAM's costs of supplying services under the management agreements and related profit margins, possible economies of scale if a Fund grows larger, and the nature and quality of DeAM's services, including fund performance. This report summarizes my evaluation for 2011, including my qualifications, the evaluation process for each of the DWS Funds, consideration of certain complex-level factors, and my conclusions. I served in substantially the same capacity in 2007, 2008, 2009 and 2010.

Qualifications

For more than 35 years I have served in various professional capacities within the investment management business. I have held investment analysis and advisory positions, including securities analyst, portfolio strategist and director of investment policy with a large investment firm. I have also performed business management functions, including business development, financial management and marketing research and analysis.

Since 1991, I have been an independent consultant within the asset management industry. I have provided services to over 125 client organizations, including investment managers, mutual fund boards, product distributors and related organizations. Over the past ten years I have completed a number of assignments for mutual fund boards, specifically including assisting boards with management contract renewal.

I hold a Master of Business Administration degree, with highest honors, from Harvard University and Master of Science and Bachelor of Science (highest honors) degrees from the University of California at Berkeley. I am an independent director and audit committee financial expert for two closed-end mutual funds and have served in various leadership and financial oversight capacities with non-profit organizations.

Evaluation of Fees for each DWS Fund

My work focused primarily on evaluating, fund-by-fund, the fees charged to each of the 109 mutual fund portfolios in the DWS Fund family. For each Fund, I considered each of the key factors mentioned above, as well as any other relevant information. In doing so I worked closely with the Funds' Independent Directors in their annual contract renewal process, as well as in their approval of contracts for several new funds (documented separately).

In evaluating each Fund's fees, I reviewed comprehensive materials provided by or on behalf of DeAM, including expense information prepared by Lipper Analytical, comparative performance information, profitability data, manager histories, and other materials. I also accessed certain additional information from the Lipper and Morningstar databases and drew on my industry knowledge and experience.

To facilitate evaluating this considerable body of information, I prepared for each Fund a document summarizing the key data elements in each area as well as additional analytics discussed below. This made it possible to consider each key data element in the context of the others.

In the course of contract renewal, DeAM agreed to implement a number of fee and expense adjustments requested by the Independent Directors which will favorably impact future fees and expenses, and my evaluation includes the effects of these changes.

Fees and Expenses Compared with Other Funds

The competitive fee and expense evaluation for each fund focused on two primary comparisons:

The Fund's contractual management fee (the advisory fee plus the administration fee where applicable) compared with those of a group of typically 12-15 funds in the same Lipper investment category (e.g. Large Capitalization Growth) having similar distribution arrangements and being of similar size.

The Fund's total expenses compared with a broader universe of funds from the same Lipper investment category and having similar distribution arrangements.

These two comparisons provide a view of not only the level of the fee compared with funds of similar scale but also the total expense the Fund bears for all the services it receives, in comparison with the investment choices available in the Fund's investment category and distribution channel. The principal figure-of-merit used in these comparisons was the subject Fund's percentile ranking against peers.

DeAM's Fees for Similar Services to Others

DeAM provided management fee schedules for all of its US domiciled fund and non-fund investment management accounts in any of the investment categories where there is a DWS Fund. These similar products included the other DWS Funds, non-fund pooled accounts, institutional accounts and sub-advisory accounts. Using this information, I calculated for each Fund the fee that would be charged to each similar product, at the subject Fund's asset level.

Evaluating information regarding non-fund products is difficult because there are varying levels of services required for different types of accounts, with mutual funds generally requiring considerably more regulatory and administrative types of service as well as having more frequent cash flows than other types of accounts. Also, while mutual fund fees for similar fund products can be expected to be similar, there will be some differences due to different pricing conditions in different distribution channels (e.g. retail funds versus those used in variable insurance products), differences in underlying investment processes and other factors.

Costs and Profit Margins

DeAM provided a detailed profitability analysis for each Fund. After making some adjustments so that the presentation would be more comparable to the available industry figures, I reviewed profit margins from investment management alone, from investment management plus other fund services (excluding distribution) provided to the Funds by DeAM (principally shareholder services), and DeAM profits from all sources, including distribution. A later section comments on overall profitability.

Economies of Scale

Economies of scale — an expected decline in management cost per dollar of fund assets as fund assets grow — are very rarely quantified and documented because of inherent difficulties in collecting and analyzing relevant data. However, in virtually every investment category that I reviewed, larger funds tend to have lower fees and lower total expenses than smaller funds. To see how each DWS Fund compares with this industry observation, I reviewed:

The trend in Fund assets over the last five years and the accompanying trend in total expenses. This shows if the Fund has grown and, if so, whether total expense (management fees as well as other expenses) have declined as a percent of assets.

Whether the Fund has break-points in its management fee schedule, the extent of the fee reduction built into the schedule and the asset levels where the breaks take effect, and in the case of a sub-advised Fund how the Fund's break-points compare with those of the sub-advisory fee schedule.

How the Fund's contractual fee schedule compares with trends in the industry data. To accomplish this, I constructed a chart showing how actual latest-fiscal-year contractual fees of the Fund and of other similar funds relate to average fund assets, with the subject Fund's contractual fee schedule superimposed.

Quality of Service — Performance

The quality-of-service evaluation focused on investment performance, which is the principal result of the investment management service. Each Fund's performance was reviewed over the past 1, 3, 5 and 10 years, as applicable, and compared with that of other funds in the same investment category and with a suitable market index.

In addition, I calculated and reviewed risk-adjusted returns relative to an index of similar mutual funds' returns and a suitable market index. The risk-adjusted returns analysis provides a way of determining the extent to which the Fund's return comparisons are mainly the product of investment value-added (or lack thereof) or alternatively taking considerably more or less risk than is typical in its investment category.

I also received and considered the history of portfolio manager changes for each Fund, as this provided an important context for evaluating the performance results.

Complex-Level Considerations

While this evaluation was conducted mainly at the individual fund level, there are some issues relating to the reasonableness of fees that can alternatively be considered across the whole fund complex:

I reviewed DeAM's profitability analysis for all DWS Funds, with a view toward determining if the allocation procedures used were reasonable and how profit levels compared with public data for other investment managers.

I considered whether DeAM and affiliates receive any significant ancillary or "fall-out" benefits that should be considered in interpreting the direct profitability results. These would be situations where serving as the investment manager of the Funds is beneficial to another part of the Deutsche Bank organization.

I considered how aggregated DWS Fund expenses had varied over the years, by asset class and in the context of trends in asset levels.

I reviewed the structure of the DeAM organization, trends in staffing levels, and information on compensation of investment management and other professionals compared with industry data.

Findings

Based on the process and analysis discussed above, which included reviewing a wide range of information from management and external data sources and considering among other factors the fees DeAM charges other clients, the fees charged by other fund managers, DeAM's costs and profits associated with managing the Funds, economies of scale, possible fall-out benefits, and the nature and quality of services provided, in my opinion the management fees charged the DWS Funds are reasonable.

Thomas H. Mack

President, Thomas H. Mack & Co., Inc.

Account Management Resources

For More Information	The automated telephone system allows you to access personalized account information and obtain information on other DWS funds using either your voice or your telephone keypad. Certain account types within Class S also have the ability to purchase, exchange or redeem shares using this system. For more information, contact your financial advisor. You may also access our automated telephone system or speak with a DWS Investments representative by calling the appropriate number below: For shareholders of Institutional Class: (800) 621-1048 For shareholders of Class S: (800) 728-3337
Web Site	www.dws-investments.com View your account transactions and balances, trade shares, monitor your asset allocation, and change your address, 24 hours a day. Obtain prospectuses and applications, blank forms, interactive worksheets, news about DWS funds, subscription to fund updates by e-mail, retirement planning information, and more.
Written Correspondence	DWS Investments PO Box 219151 Kansas City, MO 64121-9151
Proxy Voting	The fund's policies and procedures for voting proxies for portfolio securities and information about how the fund voted proxies related to its portfolio securities during the 12-month period ended June 30 are available on our Web site — www.dws-investments.com (click on "proxy voting"at the bottom of the page) — or on the SEC's Web site — www.sec.gov. To obtain a written copy of the fund's policies and procedures without charge, upon request, call us toll free at (800) 621-1048.
Principal Underwriter	If you have questions, comments or complaints, contact: DWS Investments Distributors, Inc. 222 South Riverside Plaza Chicago, IL 60606-5808 (800) 621-1148

	Class S	Institutional Class
Nasdaq Symbol	BTILX	BTAMX
CUSIP Number	23336W 809	23336W 882
Fund Number	812	567

Privacy Statement

FACTS	What Does DWS Investments 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 can include: • Social Security number • Account balances • Purchase and transaction history • Bank account information • Contact information such as mailing address, e-mail address and telephone number
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 DWS Investments chooses to share and whether you can limit this sharing.

Reasons we can share your personal information	Does DWS Investments 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 or legal investigations	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 do not share
For our affiliates' everyday business purposes — information about your transactions and experiences	No	We do not share
For our affiliates' everyday business purposes — information about your creditworthiness	No	We do not share
For non-affiliates to market to you	No	We do not share

Questions? Call (800) 621-1048 or e-mail us at dws-investments.info@dws.com

Who we are
Who is providing this notice?	DWS Investments Distributors, Inc.; Deutsche Investment Management Americas, Inc.; DeAM Investor Services, Inc.; DWS Trust Company; the DWS Funds
What we do
How does DWS Investments 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 DWS Investments collect my personal information?	We collect your personal information, for example. When you: • open an account • give us your contact information • provide bank account information for ACH or wire transactions • tell us where to send money • seek advice about your investments
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 or non-financial companies. Our affiliates include financial companies with the DWS or Deutsche Bank ("DB") name, such as DB AG Frankfurt and DB Alex Brown.
Non-affiliates	Companies not related by common ownership or control. They can be financial and non-financial companies. Non-affiliates we share with include account service providers, service quality monitoring services, mailing service providers and verification services to help in the fight against money laundering and fraud.
Joint marketing	A formal agreement between non-affiliated financial companies that together market financial products or services to you. DWS Investments does not jointly market.

Rev. 09/2011

Notes

Notes

Notes

Notes

Notes

Notes

ITEM 2.	CODE OF ETHICS
	Not applicable.
ITEM 3.	AUDIT COMMITTEE FINANCIAL EXPERT
	Not applicable
ITEM 4.	PRINCIPAL ACCOUNTANT FEES AND SERVICES
	Not applicable
ITEM 5.	AUDIT COMMITTEE OF LISTED REGISTRANTS
	Not applicable
ITEM 6.	SCHEDULE OF INVESTMENTS
	Not applicable
ITEM 7.	DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES
	Not applicable
ITEM 8.	PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES
	Not applicable
ITEM 9.	PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS
	Not applicable
ITEM 10.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
	There were no material changes to the procedures by which shareholders may recommend nominees to the Fund’s Board.  The primary function of the Nominating and Governance Committee is to identify and recommend individuals for membership on the Board and oversee the administration of the Board Governance Guidelines. Shareholders may recommend candidates for Board positions by forwarding their correspondence by U.S. mail or courier service to Paul K. Freeman, Independent Chairman, DWS Funds, P.O. Box 101833, Denver, CO 80250-1833.
ITEM 11.	CONTROLS AND PROCEDURES
	(a)	The Chief Executive and Financial Officers concluded that the Registrant’s Disclosure Controls and Procedures are effective based on the evaluation of the Disclosure Controls and Procedures as of a date within 90 days of the filing date of this report.
	(b)	There have been no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal controls over financial reporting.
ITEM 12.	EXHIBITS
	(a)(1)	Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.
	(b)	Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

Form N-CSRS Item F

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:	DWS Lifecycle Long Range Fund, a series of DWS Market Trust
By:	/s/W. Douglas Beck W. Douglas Beck President
Date:	November 30, 2011

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/W. Douglas Beck W. Douglas Beck President
Date:	November 30, 2011
By:	/s/Paul Schubert Paul Schubert Chief Financial Officer and Treasurer
Date:	November 30, 2011