GARTMORE MUTUAL FUNDS (Form: 485BPOS, Received: 02/28/2005 09:03:36)

'33 Act File No. 333-40455

'40 Act File No. 811-08495

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 25, 2005

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Post-Effective Amendment No. 72

and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 Amendment No. 73

(Check appropriate box or boxes)

GARTMORE MUTUAL FUNDS

1200 RIVER ROAD
CONSHOHOCKEN, PENNSYLVANIA 19428
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)(ZIP CODE)

Registrant's Telephone Number, including Area Code: (484) 530-1300

		Send Copies of Communications to:
	JAMES BERNSTEIN, ESQ. 1200 RIVER ROAD CONSHOHOCKEN, PENNSYLVANIA19428 (NAME AND ADDRESS OF AGENT FOR SERVICE)	BARBARA A. NUGENT, ESQ. STRADLEY RONON STEVENS AND YOUNG LLP 2600 ONE COMMERCE SQUARE PHILADELPHIA, PENNSYLVANIA 19103

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

		immediately upon filing pursuant to paragraph (b)

		on February 28, 2005 pursuant to paragraph (b)

		60 days after filing pursuant to paragraph (a)(1)

		on February 28 pursuant to paragraph (a)(1)

		75 days after filing pursuant to paragraph (a)(2)

		on [date] pursuant to paragraph (a)(2) of rule 485.

If appropriate, check the following box:

This post-effective amendment designated a new effective date for a previously filed post-effective amendment.

Explanatory Note

This Post-Effective Amendment No. 72 to Registrant's Registration Statement on Form N-1A includes thirteen prospectuses encompassing the following Funds:

Gartmore Optimal Allocations Fund: Aggressive
Gartmore Optimal Allocations Fund: Moderately Aggressive
Gartmore Optimal Allocations Fund: Moderate
Gartmore Optimal Allocations Fund: Specialty
Gartmore Asia Pacific Leaders Fund
Gartmore Bond Fund
Gartmore Bond Index Fund
Gartmore China Opportunities Fund
Gartmore Convertible Fund
Gartmore Emerging Markets Fund
Gartmore European Leaders Fund
Gartmore Global Financial Services Fund
Gartmore Global Health Sciences Fund
Gartmore Global Natural Resources Fund
Gartmore Global Technology and
Communications Fund
Gartmore Global Utilities Fund
Gartmore Government Bond Fund
Gartmore Growth Fund
Gartmore High Yield Bond Fund
Gartmore International Growth Fund
Gartmore International Index Fund
Gartmore Investor Destinations Aggressive Fund
Gartmore Investor Destinations Moderately Aggressive Fund
Gartmore Investor Destinations Moderate Fund
Gartmore Investor Destinations Moderately Conservative Fund

Gartmore Investor Destinations Conservative Fund
Gartmore Large Cap Value Fund
Gartmore Micro Cap Equity Fund
Gartmore Mid Cap Growth Fund
Gartmore Mid Cap Market Index Fund
Gartmore Mid Cap Growth Leaders Fund
Gartmore Money Market Fund
Gartmore Short Duration Bond Fund
Gartmore Morley Enhanced Income Fund
Gartmore Nationwide Fund
Gartmore Nationwide Leaders Fund
Gartmore OTC Fund
Gartmore S&P 500 Index Fund
Gartmore Small Cap Index Fund
Gartmore Tax-Free Income Fund
Gartmore Nationwide Principal Protected Fund
Gartmore Small Cap Growth Fund
Gartmore Small Cap Fund
Gartmore Small Cap Leaders Fund
Gartmore U.S. Growth Leaders Fund
Gartmore U.S. Growth Leaders
Long-Short Fund
Gartmore Value Opportunities Fund
Gartmore Worldwide Leaders Fund
NorthPointe Small Cap Growth Fund
NorthPointe Small Cap Value Fund

The filing also includes the Combined Statement of Additional Information for the Gartmore Mutual Funds and Part C.

This Amendment is being filed under Rule 485(b) for the purpose of updating the Funds' financial statements and other information and making other appropriate non-material changes.

	Concept Series
	Gartmore U.S. Growth Leaders Long-Short Fund
	(formerly Gartmore Long-Short Equity Plus Fund)

Concept Series: U.S. Growth Leaders Long-Short Fund

Managing risk with an alpha-driven specialty portfolio allocation aimed at generating

positive absolute returns.

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Fund	Class	Ticker

Gartmore U.S. Growth Leaders Long-Short Fund	Class A	MLSAX

Gartmore U.S. Growth Leaders Long-Short Fund	Class B	MLSBX

Gartmore U.S. Growth Leaders Long-Short Fund	Class C	MLSCX

Gartmore U.S. Growth Leaders Long-Short Fund	Class R	GLSRX

Gartmore U.S. Growth Leaders Long-Short Fund	Institutional Class	GGUIX

Gartmore U.S. Growth Leaders Long-Short Fund	Institutional Service Class	n/a

TABLE OF CONTENTS

	4	Section 1 – Fund Summary and Performance Gartmore U.S. Growth Leaders Long-Short Fund

	9	Section 2 – Fund Details Additional Information about Investments Investment Techniques and Risks

	11	Section 3 – Fund Management Investment Adviser Multi Manager Structure Portfolio Management

	13	Section 4 – Investing with Gartmore Choosing a Share Class Sales Charges and Fees Contacting Gartmore Funds Buying Shares Exchanging Shares Customer Identification Information Selling Shares Excessive Trading Exchange and Redemption Fees

	27	Section 5 – Distributions and Taxes Distributions and Capital Gains Selling and Exchanging Shares Other Tax Jurisdictions Tax Status for Retirement Plans and Other Tax-Deferred Accounts Backup Withholding

	28	Section 6 – Financial Highlights


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	Concept Series


	Introduction to the Concept Series

	This prospectus provides information about one fund:

	Gartmore U.S. Growth Leaders Long-Short Fund (formerly Gartmore Long-Short Equity Plus Fund).

	The Fund is primarily intended:

	•	to seek to achieve absolute returns regardless of market conditions through the purchase and short sale of U.S. securities.

	The Fund uses investment strategies, such as short selling, that may present higher risks than other mutual funds. The Fund is not appropriate for all investors.

	The following section summarizes key information about the Fund, including information regarding its investment objective, principal strategies and risks, performance and fees. As with any mutual fund, there can be no guarantee that the Fund will meet its investment objective or that the Fund’s performance will be positive for any period of time.

	The Fund’s investment objective can be changed without shareholder approval.












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A Note about Share Classes

The Fund offers five different share classes – Class A, Class B, Class C, Class R, and Institutional Class. An investment in any share class of a Fund represents an investment in the same assets of the Fund. However, the fees, sales charges, and expenses for each share class are different. The different share classes simply let you choose the cost structure that is right for you. The fees and expenses for each of the Funds are set forth in the Fund Summary.

Although the Fund is currently managed by Gartmore Mutual Fund Capital Trust, and Gartmore Mutual Fund Capital Trust intends to manage the Fund for the foreseeable future, the Fund may employ a “multi-manager” structure, which means that Gartmore Mutual Fund Capital Trust, as the Fund’s investment adviser, may hire, replace or terminate one or more subadvisers, not affiliated with Gartmore Mutual Fund Capital Trust, for the Fund without shareholder approval. Gartmore Mutual Fund Capital Trust believes that this structure gives it increased flexibility to manage the Fund in your best interests and to operate the Fund more efficiently. See Section 3, Fund Management: Multi-Manager Structure for more information.

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Key Terms

In an effort to help you better understand the many concepts involved in making an investment decision, we have defined the following terms:

Equity securities – common stock, preferred stock, securities convertible into common stock or securities (or other investments) with prices linked to the value of common stock.

Long position – The Fund actually owns a security in anticipation that its price will increase.

Short sale – selling a security the Fund does not own, but must borrow to complete the sale, in anticipation of purchasing the same security at a later date at a lower price.

Growth style – a style of investing in equity securities of companies that the Fund’s management believes have above-average rates of earnings growth and which therefore may experience above-average increases in stock price.




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SECTION 1 GARTMORE U.S. GROWTH LEADERS LONG-SHORT FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks long-term capital appreciation.


	•	Leader a company with a strong franchise capable of taking advantage of its position in the marketplace. The Fund’s management anticipates that leaders are companies that will dominate their respective industries due to their reputation for quality management and superior products and services or distribution.

Principal Strategies

The Fund seeks to achieve its objective regardless of market conditions through the purchase and short sale of equity securities of U.S. companies. Under normal conditions, the Fund will invest at least 80% of its net assets in Leaders that are organized under the laws of the United States, have their principal places of business in the U.S. or whose stock is traded primarily in the United States.

The Fund takes long positions in leaders that the Fund’s management believes will generate earnings growth exceeding market expectations. Simultaneously, the Fund intends to engage in short sales of stock of companies:

•	whose earnings appear to be reflected in the current price
•	which the portfolio managers believe are likely to fall short of expectations

•	in industries exhibiting structural weaknesses
•	which the portfolio managers believe have poor quality management
•	which the portfolio managers believe are likely to suffer an event affecting long-term earnings power.

With a long position, the Fund purchases a stock outright; with a short position, the Fund sells a security that it does not own and must borrow to meet its settlement obligations. In engaging in short sales, the Fund will profit or incur a loss depending on whether the value of the underlying stock decreases, as anticipated, or instead increases, between the time the stock is sold and when the Fund purchases its replacement.

In addition, the Fund may affect strategic paired trades, taking both long and short positions in companies in the same industry in order to remove much of the market and sector impact on performance.

The Fund typically holds 50 to 100 different securities. While these securities may be held either long or short, no security will at the same time be held both long and short.

The Fund also may invest in exchange-traded funds and derivatives.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Stock market risk – the Fund could lose value if the individual stocks in which the Fund has invested or overall stock markets in which they trade go down.

Selection risk – the portfolio manager may select securities that underperform the stock market, the Citigroup 3-month Treasury Index, or other funds with similar investment objectives and strategies.

Short sales risk – is the risk that the price of the security sold short will increase in value between the time of the short sale and the time the Fund must purchase the security to return it to the lender.

Small- and mid-cap securities risk – in general, stocks of small- and mid-cap companies may be more volatile and less liquid than larger company stocks.

If the value of the Fund’s investments goes down, you may lose money.




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SECTION 1 GARTMORE U.S. GROWTH LEADERS LONG-SHORT FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The returns for the Fund reflect the performance of the Montgomery Partners Long-Short Equity Plus Fund (the “Predecessor Fund”) until June 22, 2003 and the Fund from June 23, 2003 when the Fund acquired all of the assets, subject to stated liabilities of the Predecessor Fund. During the joint history of the Predecessor Fund and the Fund, the assets have been managed with several different strategies and the returns reflect these various strategies.

After-tax returns are shown for Class C shares only. After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Your actual after-tax return depends on your personal tax situation and may differ from what is shown here. After-tax returns are not relevant to investors in tax-deferred arrangements, such as individual retirement accounts, 401(k) plans or certain other employer-sponsored retirement plans.

Annual Total Returns – Class C Shares*
(years ended December 31)

Best Quarter: 59.92% - 4th qtr of 1999 |

Worst Quarter: -22.95% - 2nd qtr of 2000

*These annual total returns do not include sales charges and do not reflect the effect of taxes. Through June 22, 2003, the returns were attained by the Predecessor Fund. If applicable sales charges were included, the annual total returns would be lower than those shown.


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SECTION 1 GARTMORE U.S. GROWTH LEADERS LONG-SHORT FUND SUMMARY AND PERFORMANCE (con’t.)


Average annual total returns ¹
as of December 31, 2004	1 Year	5 Years	Since inception ²

Class A Shares – Before Taxes ³	-0.86%	-9.26%	12.05%

Class B Shares – Before Taxes ³	-0.50%	-8.69%	12.71%

Class C Shares – Before Taxes ⁴	3.49%	-8.91%	11.00%

Class C Shares – After Taxes on Distributions ⁴	2.07%	-13.76%	5.82%

Class C Shares – After Taxes on Distributions and Sales of Shares ⁴	2.32%	-9.53%	6.94%

Class R Shares – Before Taxes ⁵	5.03%	-8.24%	12.95%

Institutional Service Class Shares – Before Taxes ⁶	5.39%	-8.15%	13.03%

Institutional Class Shares – Before Taxes ⁶	5.39%	-8.15%	13.03%

Standard & Poor’s 500 Index (S&P 500) ⁷	10.87%	-2.30%	4.77%

Citigroup 3-Month Treasury Bill Index ⁸	1.24%	2.79%	3.39%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares.

2	The Predecessor Fund, commenced operations for its Class C shares and Class R shares on December 31, 1997, and commenced operations for its Class A shares and Class B shares on October 31, 2001. As of June 23, 2003, the Gartmore Long-Short Equity Plus Fund (which previously had not commenced operations) acquired all the assets, subject to stated liabilities, of the Predecessor Fund. At that time the Gartmore Long-Short Equity Plus Fund took on the performance of the Predecessor Fund.

3	These returns through October 31, 2001 include the performance of the Class R shares of the Predecessor Fund, and, for periods from November 1, 2001 to June 22, 2003, the returns for the Class A and Class B shares include the performance of the Class A and Class B shares, respectively, of the Predecessor Fund. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what Class A and Class B shares of the Fund would have produced because all classes of the Fund’s shares invest in the same portfolio of securities. The performance for these classes has been restated to reflect differences in sales charges, but does not reflect the differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees) applicable to Class A and Class B shares; if these fees were reflected, the performance for Class B shares would have been lower.

4	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the front-end sales charges.

5	These returns for the period through October 31, 2001 include the performance of the Class R shares of the Predecessor Fund; for the period from November 1, 2001 to June 22, 2003 include the performance of the Class B shares of the Predecessor Fund;


	and for the period from June 23, 2003 to December 31, 2003 (prior to the creation of the Fund’s Class R shares) include the performance of the Fund’s Class B shares. The returns have been adjusted for the fact that the Fund’s Class R shares do not have any applicable sales charges, but have not been adjusted for the lower expenses applicable to the Fund’s Class R shares. Excluding the effect of any fee waivers or reimbursements, such prior performance is similar to what the Fund’s Class R shares would have produced because the Class R shares will invest in the same portfolio of securities as the Fund’s other classes.

6	These returns for the period through June 22, 2003 include the performance of the Predecessor Fund Class R shares and for the period from June 23, 2003 to December 31, 2003 include the performance of the Class A shares because Institutional Service Class and Institutional Class shares had not yet commenced operations. These returns have been adjusted for the fact that Institutional Service Class and Institutional Class shares do not have any sales charges but have not been adjusted for the lower expenses applicable to Institutional Service Class and Institutional Class shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is similar to what Institutional Service Class and Institutional Class shares would have produced because Institutional Service Class and Institutional Class shares invest in the same portfolio of securities.

7	The S&P 500 Index is an unmanaged, market capitalization-weighted index of 500 widely held stocks of large-cap U.S. companies. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.

8	The Citigroup 3-Month Treasury Bill Index is an unmanaged index that is generally representative of the average of the last 3-month Treasury bill issues (excluding the current month-end bills). Effective June 29, 2004, the Fund changed its benchmark to the Citigroup 3-Month Treasury Bill Index because a number of changes to the Fund’s strategies were implemented at that time. Gartmore Mutual Funds Capital Trust believes the new index will be a better comparison for the Fund’s performance because the Fund will attempt to return positive returns regardless of market conditions and will no longer be correlated with the overall markets. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.


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SECTION 1 GARTMORE U.S. GROWTH LEADERS LONG-SHORT FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and expenses

This table describes the fees and expenses that you may pay when buying and holding shares of the Fund depending on the share class you select.

Shareholder Fees	Class A	Class B	Class C	Class R	Institutional	Institutional
(paid directly from your investment) ¹	Shares	Shares	Shares	Shares	Service Class Shares	Class Shares

Maximum Sales Charge (Load) imposed on purchases (as a percentage of offering price)	5.75% ²	None	None	None	None	None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)	None ³	5.00% ⁴	1.00% ⁵	None	None	None

Redemption/Exchange Fee (as a percentage of amount redeemed or exchanged) ⁶	2.00%	2.00%	2.00%	2.00%	2.00%	2.00%

Applies only to exchanges and redemptions within 90 days after purchase.

Annual Fund Operating	Class A	Class B	Class C	Class R	Institutional	Institutional
Expenses (deducted from Fund assets)	Shares	Shares	Shares	Shares	Service Class Shares	Class Shares
Expenses (deducted from Fund assets)	Shares	Shares	Shares	Shares	Service Class Shares	Class Shares

Management Fees (fees paid to have the Fund’s investments professionally managed)	1.50%	1.50%	1.50%	1.50%	1.50%	1.50%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)	0.25%	1.00%	1.00%	0.40% ⁷	None	None

Other Expenses

Short Sale Dividend Expenses ⁸	0.73%	0.73%	0.73%	0.73%	0.73%	0.73%

Remainder of Other Expenses	0.50%	0.50%	0.50%	0.70%	0.50%	0.50%

Total of Other Expenses	1.23%	1.23%	1.23%	1.43%	1.23%	1.23%

Total Annual Fund
Operating Expenses	2.98%	3.73%	3.73%	3.33%	2.73%	2.73%

Amount of Fee Waiver/
Expense Reimbursement ⁹	0.05%	0.05%	0.05%	0.05%	0.05%	0.05%

Total Annual Fund
Operating Expenses (After
Waivers/Reimbursements)	2.93%	3.68%	3.68%	3.28%	2.68%	2.68%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.

2	The sales charge on purchases of Class A shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class–Reduction and Waiver of Class A Sales Charges.


3	A contingent deferred sales charge (CDSC) of up to 1.00% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.


4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class–Class B Shares.


5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class–Class C Shares.

A redemption/exchange fee of 2.00% applies to shares redeemed or exchanged within 90 days after the date they were purchased. This fee is intended to discourage frequent trading of Fund shares that can negatively affect the Fund’s performance. The fee does not apply to shares purchased through reinvested dividends or capital gains or shares held in certain omnibus accounts or retirement plans that cannot implement the fee. See Section 4, Investing with Gartmore: Selling Shares–Exchange and Redemption Fees.


7	Pursuant to the Fund’s 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.


8	The Fund’s principal investment strategies include selling securities short. When a cash dividend is declared on a security for which the Fund has a short position, the Fund incurs the obligation to pay an amount equal to that dividend to the lender of the shorted security (“short sale dividend expense”), and this obligation must be disclosed as a Fund expense under “Total of Other Expenses” and “Total Annual Fund Operating Expenses.” However, any such dividend on a security sold short generally reduces the market value of the shorted security – thus increasing the Fund’s unrealized gain or reducing the Fund’s unrealized loss on its short sale transaction.

Gartmore Mutual Funds (the “Trust”) and Gartmore Mutual Fund Capital Trust (the “Adviser”) have entered into a written contract limiting operating expenses to 1.90% at least through February 28, 2005 for all share classes. This limit excludes certain Fund expenses, including any taxes, interest, brokerage fees, extraordinary expenses, Rule 12b-1 fees, short sale dividend expenses, and administrative service fees and may exclude other expenses as well. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, as long as the reimbursements do not cause the Fund to exceed the expense limitation in the agreement. Any reimbursements to the Adviser must be paid no more than three years of the end of the fiscal year in which the Adviser made or waived the payment for which it is being reimbursed. If the maximum amount of 12b-1 fees and administrative service fees were charged, the “Total Annual Fund Operating Expenses (After Waivers/ Reimbursements)” could increase to 3.18% for Class A shares, 3.33% for Class R shares and 3.03% for Institutional Service Class shares before the Adviser would be required to further limit the Fund’s expenses.

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SECTION 1 GARTMORE U.S. GROWTH LEADERS LONG-SHORT FUND SUMMARY AND PERFORMANCE (con’t.)

Example

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

The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$854	$1,439	$2,048	$3,681

Class B shares	$870	$1,436	$2,121	$3,733

Class C shares	$470	$1,136	$1,921	$3,972

Class R shares	$331	$1,020	$1,732	$3,618

Institutional Service Class shares	$271	$843	$1,440	$3,057

Institutional Class shares	$271	$843	$1,440	$3,057

*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:

	1 Year	3 Years	5 Years	10 Years

Class B shares	$370	$1,136	$1,921	$3,733

Class C shares	$370	$1,136	$1,921	$3,972


**Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class R, Institutional Service Class and Institutional Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.


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SECTION 2 FUND DETAILS

Additional Information About Investments, Investment Techniques
and Risks

Stock market risk – The Fund could lose value if the individual stocks in which it has invested and/or the overall stock markets on which the stocks trade decline in price. Stocks and stock markets may experience short-term volatility (price fluctuation) as well as extended periods of price decline or little growth. Individual stocks are affected by many factors, including:

•	corporate earnings
•	production
•	management
•	sales, and
•	market trends, including investor demand for a particular type of stock, such as growth or value stocks, small or large stocks, or stocks within a particular industry.

Stock markets are affected by numerous factors, including interest rates, the outlook for corporate profits, the health of the national and world economies, national and world social and political events, and the fluctuation of other stock markets around the world.

Depositary receipts – The Fund may invest in securities of foreign issuers in the form of depositary receipts, such as American Depositary Receipts (“ADRs”), European Depositary Receipts (“EDRs”) and Global Depositary Receipts (“GDRs”), which typically are issued by local financial institutions and evidence ownership of the underlying securities. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted. Depositary receipts may or may not be jointly sponsored by the underlying issuer. The issuers of unsponsored depositary receipts are not obligated to disclose information that is, in the United States, considered material. Therefore, there may be less information available regarding these issuers and there may not be a correlation between such information and the market value of the depositary receipts. Certain depositary receipts are not listed on an exchange and therefore may be considered to be illiquid securities.

Short sales risk – The Fund may sell a security the Fund does not own in the hope of buying the same security at a later date at a lower price. The Fund is required to borrow the security to deliver it to the buyer and is obligated to return the security to the lender at some later date. Short sales involve the risk that the price of the security sold short increases from the time the security is sold short to the date the Fund purchases the security to replace the borrowed security. Any such loss is increased by the amount of the premium or interest the Fund must pay to the lender of the security. Likewise, any gain will be decreased by the amount of premium or interest the Fund must pay to the lender of the security. The Fund is also required to segregate other assets on its books to cover its obligation to return the security to the lender which means that those other assets may not be available to meet the Fund’s needs for immediate cash or other liquidity.

The Fund’s performance may also suffer if it is required to close out a short position earlier than it had intended. This would occur if the securities lender required the Fund to deliver the securities the Fund borrowed at the commencement of the short sale and the Fund was unable to borrow the securities from another securities lender.

Derivatives – The Fund may invest in derivatives, which are contracts whose value are based on the performance of an underlying financial asset, index or other measure. For example, an option is a derivative because its value changes in relation to the performance of an underlying stock. The value of an option on a futures contract varies with the value of the underlying futures contract, which in turn varies with the value of the underlying commodity or security. Derivatives present the risk of disproportionately increased losses and/or reduced opportunities for gains when the financial asset to which the derivative is linked changes in unexpected ways. Some risks of investing in derivatives include the risk that:

•	The other party to the derivatives contract may fail to fulfill its obligations
•	Their use may reduce liquidity and make the Fund harder to value, especially in declining markets
•	The Fund may suffer disproportionately heavy losses relative to the amount invested
•	Changes in the value of derivatives may not match or fully offset changes in the value of the hedged portfolio securities, thereby failing to achieve the original purpose for using the derivatives.

Securities lending – The Fund may lend securities, which involves the risk that the borrower may fail to return the securities in a timely manner or at all. Consequently, a Fund may lose money and there could be a delay in recovering the loaned securities. A Fund could also lose money if it does not recover the loaned securities and/or the value of the collateral falls, including the value of investments made with cash collateral. These events could under certain circumstances trigger adverse tax consequences to the Fund.

Portfolio turnover – The Fund may engage in active and frequent trading of portfolio securities. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Fund’s performance and may:

•	Increase share price volatility, and
•	Result in additional tax consequences for Fund shareholders.

Depositary receipts represent ownership interest in an underlying security that is held by a depositary, typically a financial institution such as a bank or trust company. They may be denominated in a currency other than that of the security they represent. Generally, the holder of the depositary receipt receives all payments of interest, dividends or capital gains that are made on the underlying security. American Depositary Receipts are issued by a U.S. depositary (usually a U.S. bank), while European and Global Depositary Receipts are issued by a depositary outside of the U.S., (usually a non-U.S. bank or trust company

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SECTION 2 FUND DETAILS (con’t.)

or a foreign branch of a U.S. bank). Sponsored depositary receipts are issued jointly by the financial institutional and the issuer of the underlying security; unsponsored depositary receipts are issued only by the financial institution.

Money market obligations. These include:

•	U.S. government securities with remaining maturities of 397 days or less
•	commercial paper rated in one of the two highest categories of any nationally recognized statistical rating organization (rating agency)
•	asset-backed commercial paper whose own rating or the rating or any guarantor is one of the two highest categories by any rating agency (with respect to obligations maturing in one year or less)
•	repurchase agreements relating to debt obligations that the Fund could purchase directly
•	unrated debt obligations with remaining maturities of 397 days or less that are determined by Gartmore Mutual Fund Capital Trust to be of comparable quality to the securities described above.

Generally, money market obligations will not increase in value, but they are high quality investments that offer a fixed rate of return, as well as liquidity.

Temporary investments – The Fund generally will be fully invested in accordance with its objective and strategies. However, pending investment of cash balances, or if the Fund’s management believes that business, economic, political or financial conditions warrant, the Fund may invest without limit in cash or money market cash equivalents, including:

•	Short-term U.S. government securities
•	Certificates of deposit, bankers’ acceptances, and interest-bearing savings deposits of commercial banks
•	Prime quality commercial paper
•	Repurchase agreements covering any of the securities in which the Fund may invest in directly, and
•	Shares of other investment companies that invest in securities in which the Fund may invest, to the extent permitted by applicable law

The use of temporary investments prevents a Fund from fully pursuing its investment objective, and the Fund may miss potential market upswings.

To implement the principal investment strategies described in the Fund Summary, the Fund may use the following types of securities. The Statement of Additional Information contains more information on the Fund’s principal investments and strategies and can be requested using the addresses and telephone numbers on the back of this Prospectus.

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A description of the Fund’s policies and procedures regarding the release of portfolio holdings information is available in the Fund’s Statement of Additional Information.

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SECTION 3 FUND MANAGEMENT

Investment Adviser

Gartmore Mutual Fund Capital Trust (the “Adviser”), located at 1200 River Road, Suite 1000, Conshohocken, Pennsylvania 19428, is the Fund’s investment adviser. The adviser manages the investment of the Fund’s assets and supervises the daily business affairs of the Fund. The Fund pays the Adviser a management fee based on the Fund’s average daily net assets. The management fee paid by the Fund for the fiscal period ended October 31, 2004, expressed as a percentage of the Fund’s daily net assets, was 1.50%.

The Adviser was organized in 1999 as an investment adviser for mutual funds. The adviser is part of the Gartmore Group, the asset management arm of Nationwide Mutual Insurance Company. Gartmore Group represents a unified global marketing and investment platform featuring 10 affiliated investment advisers. Collectively, these affiliates (located in the U.S., U.K. and Japan) had over $80.2 billion in net assets under management as of December 31, 2004.

Multi-Manager Structure

The Adviser and the Trust have received an exemptive order from the Securities and Exchange Commission for a multi-manager structure that allows the Adviser to hire, replace or terminate a subadviser (excluding hiring a subadviser which is an affiliate of the Adviser) without the approval of shareholders. The order also allows the Adviser to revise a subadvisory agreement with a non-affiliate subadviser with the approval of the Trustees but without shareholder approval. Currently, the Fund is managed by the Adviser, but if a new non-affiliate subadviser is hired for the Fund, shareholders will receive information about the new subadviser within 90 days of the change. The exemptive order allows these Funds greater flexibility enabling them to operate efficiently.

The Adviser performs the following oversight and evaluation services to these Funds:

•	initial due diligence on prospective Fund subadvisers.
•	monitoring subadviser performance, including ongoing analysis and periodic consultations.
•	communicating performance expectations and evaluations to the subadvisers.
•	making recommendations to the Board of Trustees regarding renewal, modification or termination of a subadviser’s contract.

The Adviser does not expect to recommend subadviser changes frequently, however the Adviser will periodically provide written reports to the Board of Trustees regarding its evaluation and monitoring. Although the Adviser will monitor the subadviser performance, there is no certainty that any subadviser or either of these Funds will obtain favorable results at any given time.

Portfolio Management

Christopher Baggini, senior portfolio manager, and Douglas Burtnick, portfolio manager, are responsible for the day-to-day management of the Fund and the selection of the Fund’s investments. They also manage the Gartmore U.S. Growth Leaders Fund, Gartmore Growth Fund, Gartmore GVIT U.S. Growth Leaders Fund and Gartmore GVIT Growth Fund.

Mr. Baggini joined Gartmore in March 2000. Prior to joining Gartmore, Mr. Baggini was a Portfolio Manager for Allied Investment Advisors from November 1996 to March 2000.

Mr. Burtnick joined Gartmore in May 2002. Prior to joining Gartmore, Mr. Burtnick was a portfolio manager for Brown Brothers Harriman & Company from 2000 to 2002. From 1998 to 2000, Mr. Burtnick worked at Barra, Inc., where he led the Professional Education focus group focusing on portfolio construction and risk management issues.

Prior Historical Performance of the Portfolio Manager

Although the Fund changed strategies on June 29, 2004 and has only been operating with this new strategy for a limited time, Gartmore SA Capital Trust, an affiliate of the Adviser, has managed similar private investment companies utilizing the same employees for a longer period. These other private investment companies have investment objectives and strategies that are substantially similar, but not necessarily identical, to those of the Fund.

The following chart shows the average annual total returns of the Leaders Long/Short Fund LLC and Leaders Long/Short Fund LDC. Each of these private investment companies is managed in a manner substantially similar to the way the Fund will be managed. The historical investment performance of the composite reflects the deduction of 2.5% in fees of the private investment companies, which is the current expense cap for the private investment companies. These fees are lower than the total annual operating expenses of the Fund for the last fiscal year. If the Fund’s higher expenses and any applicable sales charges were deducted, the performance of the private investment companies would have been lower.

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SECTION 3 FUND MANAGEMENT (con’t.)

Average annual total return for periods ended May 31, 2004	1 Year	Since Inception*

Leaders Long/Short Fund LLC	6.65%	7.26%

Leaders Long/Short Fund LDC	6.48%	7.22%

Citigroup 3-Month Treasury Bill Index	0.97%	1.01%

*March 1, 2003

We have included performance information about these other private investment companies for comparison purposes, but these other private investment companies are separate and distinct from the Fund. Their performance does not guarantee similar results for the Fund and should not be viewed as a substitute for the Fund’s own performance.

Also included for comparison are performance figures for the Citigroup 3-Month Treasury Bill Index, the Fund’s new benchmark.

The performance of the private investment companies managed by Gartmore Mutual Fund Capital Trust’s affiliate may not be comparable to the performance of the Fund because of the following differences:

•	brokerage commissions and dealer spreads
•	expenses (including management fees)
•	the size of the investment in a particular security in relation to the portfolio size
•	the timing of purchases and sales (including the effect of market conditions at that time)
•	the timing of cash flows into the portfolio
•	the availability of cash for new investments.

The performance may also not be comparable to the performance of the Fund because, unlike the Fund, the private investment companies are not registered mutual funds under the Investment Company Act of 1940 and may not be required to do the following:

•	redeem shares upon request
•	meet the same diversification requirements as mutual funds
•	follow the same tax restrictions and investment limitations as mutual funds.

Average annual total return represents the average change over a specified period of time in the value of an investment after reinvesting all income and capital gains distributions.

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SECTION 4 INVESTING WITH GARTMORE

Choosing a Share Class

When selecting a share class, you should consider the following:

• which share classes are available to you,


	• how long you expect to own your shares,


	• how much you intend to invest,


	• total costs and expenses associated with a particular share class, and


	• whether you qualify for any reduction or waiver of sales charges.

Your financial adviser can help you to decide which share class is best suited to your needs.

The Gartmore Funds offer several different share classes each with different price and cost features. The table below compares Class A, Class B and Class C shares, which are available to all investors.

Class R, Institutional Service Class and Institutional Class shares are available only to certain investors. For eligible investors, Class R, Institutional Service Class shares and Institutional Class shares may be more suitable than Class A, Class B or Class C shares.

Before you invest, compare the features of each share class, so that you can choose the class that is right for you. We describe each share class in detail on the following pages. Your financial adviser can help you with this decision.


Comparing Class A, Class B and Class C Shares

Classes and Charges	Points to Consider

Class A Shares


Front-end sales charge up to 5.75%	A	front-end sales charge means that a portion of your initial investment goes toward the sales charge and is not invested.

Contingent deferred sales charge (CDSC) ¹	Reduction and waivers of sales charges may be available.

Annual service and/or 12b-1 fee up to 0.25%	Total annual operating expenses are lower than Class B and Class C charges which means higher dividends and/or NAV per share.

	No conversion feature.
	No maximum investment amount.

Class B Shares

CDSC up to 5.00%	No front-end sales charge means your full investment immediately goes toward buying shares.

Annual service and/or	No reduction of CDSC, but waivers may be available.
12b-1 fee up to 1.00%	The CDSC declines 1% in most years to zero after six years.
	Total annual operating expenses are higher than Class A charges which means lower dividends per share are paid.
	Automatic conversion to Class A shares after seven years, which means lower annual expenses in the future.
	Maximum investment amount of $100,000. Larger investments may be rejected.

Class C Shares

CDSC of 1.00%	No front-end sales charge means your full investment immediately goes toward buying shares.

Annual service and/or	No reduction of CDSC, but waivers may be available.
12b-1 fee up to 1.00%	The CDSC declines to zero after one year.
	Total annual operating expenses are higher than Class A charges which means lower dividends and/or NAV per share.
	No conversion feature.
	Maximum investment amount of $1,000,000 ² . Larger investments may be rejected.


1	A CDSC of up to 1.00% will be charged on redemptions of Class A shares within 18 months of purchase if you paid no sales charge on the original purchase and for which a finders fee was paid. The CDSC covers any finders fee paid to your financial adviser or other intermediary.


2	This limit was calculated based on a one-year holding period.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Class A Shares

Class A shares may be most appropriate for investors who want lower fund expenses or those who qualify for reduced front-end sales charges or a waiver of sales charges.

Front-end Sales Charges for Class A Shares

	Sales Charge as a percentage of		Dealer
		Net Amount	Commission as
	Offering	Invested	Percentage of
Amount of Purchase	Price	(approximately)	Offering Price

Less than $50,000	5.75%	6.10%	5.00%

$50,000 to $99,999	4.75	4.99	4.00

$100,000 to $249,999	3.50	3.63	3.00

$250,000 to $499,999	2.50	2.56	2.00

$500,000 to $999,999	2.00	2.04	1.75

$1 million or more	None	None	None*


*	Dealer may be eligible for a finder’s fee as described in “Purchasing Class A Shares without a Sales Charge” below.

Reduction and Waiver of Class A Sales Charges

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for aggregation. Such information may include account statements or other records regarding shares of the Funds held in (i) all accounts (e.g., retirement accounts) with the Funds and your financial intermediary; (ii) accounts with other financial intermediaries; and (iii) accounts in the name of immediate family household members (spouse and children under 21). You should retain any records necessary to substantiate historical costs because the Fund, its transfer agent, and financial intermediaries may not maintain this information. Otherwise, you may not receive the reduction or waiver. See “Reduction of Class A Sales Charges” and “Waiver of Class A Sales Charges” below and “Reduction of Class A Sales Charges” and “Net Asset Value Purchase Privilege (Class A Shares Only)” in the SAI for more information. This information regarding breakpoints is also available free of charge at www.gartmorefunds.com/buy/ptbreak.jsp.

Reduction of Class A Sales Charges

Investors may be able to reduce or eliminate front-end sales charges on Class A shares through one or more of these methods:

•	A larger investment. The sales charge decreases as the amount of your investment increases.


•	Rights of accumulation. You and other family members living at the same address can combine the current value of your Class A investments in all Gartmore Funds (except Gartmore Money Market Fund), in order to qualify for a reduced sales charge. If you are eligible to purchase Class D shares of another Gartmore Fund, these purchases may also be included.


•	Insurance proceeds or benefits discount privilege. If you use the proceeds of an insurance policy issued by any Nationwide Insurance company to purchase Class A shares, you pay one-half of the published sales charge, as long as you make your investment within 60 days of receiving the proceeds.

•

Share repurchase privilege. If you sell Fund shares from your account, you qualify for a one-time reinvestment privilege. You may reinvest some or all of the proceeds in shares of the same class without paying an additional sales charge within 30 days of selling shares on which you previously paid a sales charge. (Reinvestment does not affect the amount of any capital gains tax due. However, if you realize a loss on your sale and then reinvest all or some of the proceeds, all or a portion of that loss may not be tax deductible.)

•

Letter of Intent discount. If you declare in writing that you or a group of family members living at the same address intend to purchase at least $50,000 in Class A shares (except the Gartmore Money Market Fund) during a 13-month period, your sales charge is based on the total amount you intend to invest. You are permitted to backdate the letter in order to include purchases made during the previous 90 days. You are not legally required to complete the purchases indicated in your Letter of Intent. However, if you do not fulfill your Letter of Intent, additional sales charges may be due and shares in your account would be liquidated to cover those sales charges.

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SECTION 4

INVESTING WITH GARTMORE (con’t.)

Waiver of Class A Sales Charges

Front-end sales charges on Class A shares are waived for the following purchasers:

•	people purchasing shares through an unaffiliated brokerage firm that has an agreement with the Distributor to waive sales charges.
•	directors, officers, full-time employees, sales representatives and their employees and investment advisory clients of a broker-dealer that has a dealer/selling agreement with the Distributor.
•	retirement plans.
•	investment advisory clients of Gartmore Mutual Funds Trust, Gartmore SA Capital Trust and their affiliates.
•	directors, officers, full-time employees (and their spouses, children or immediate relatives) of sponsor groups that may be affiliated with the Nationwide Insurance and Nationwide Financial companies from time to time.

The Statement of Additional Information lists other investors eligible for sales charge waivers.

Purchasing Class A Shares without a Sales Charge

Purchases of $1 million or more of Class A shares have no front-end sales charge. You can purchase $1 million or more in Class A shares in one or more of the funds offered by Gartmore Mutual Funds and Gartmore Mutual Funds II, Inc. (including the Funds in this prospectus) at one time. Or, you can utilize the Rights of Accumulation Discount and Letter of Intent Discount as described above. However, a contingent deferred sales charge (CDSC) of up to 1.00% applies if a “finder’s fee” is paid by the Distributor to your financial adviser or intermediary and you redeem your shares within 18 months of purchase. The CDSC covers the finder’s fee paid to the selling dealer.

The CDSC does not apply:

•	if you are eligible to purchase Class A shares without a sales charge for another reason.
•	to shares acquired through reinvestment of dividends or capital gain distributions.

Contingent Deferred Sales Charge on Certain Sales of Class A Shares

Amount of Purchase	$1 million to $3,999,999		$4 million to $24,999,999		$25 million or more

If sold within	18 months		18 months		18 months

Amount of CDSC	1.00	%	0.50	%	0.25	%

Any CDSC is based on the original purchase price or the current market value of the shares being sold, whichever is less. If you sell a portion of your shares, shares that are not subject to a CDSC are sold first, followed by shares that you have owned the longest. This minimizes the CDSC you pay. Please see “Waiver of Contingent Deferred Sales Charges-Class A, Class B, and Class C Shares” for a list of situations where a CDSC is not charged.

The CDSC for Class A shares of the Fund(s) is described above; however, the CDSC for Class A shares of other Gartmore Funds may be different and are described in their respective prospectuses. If you purchase more than one Gartmore Fund and subsequently redeem those shares, the amount of the CDSC is based on the specific combination of Gartmore Funds purchased and is proportional to the amount you redeem from each Gartmore Fund.



	Waiver of Contingent Deferred Sales Charges Class A, Class B and Class C Shares

	The CDSC is waived on:
	•	the sale of Class A, Class B or Class C shares purchased through reinvested dividends or distributions. However, a CDSC is charged if you sell your Class B or Class C shares and then reinvest the proceeds in Class B or Class C shares within 30 days. The CDSC is re-deposited into your new account.
	•	Class B or Class C shares sold following the death or disability of a shareholder, provided the sale occurs within one year of the shareholder’s death or disability.
	•	mandatory withdrawals from traditional IRA accounts after age 70 1/2 and for other required distributions from retirement accounts.
	•	sales of Class C shares from retirement plans offered by the Nationwide Trust Company
	For more complete information, see the Statement of Additional Information.

Class B Shares

Class B shares may be appropriate if you do not want to pay a front-end sales charge and anticipate holding your shares for longer than six years.

If you sell Class B shares within six years of purchase you must pay a CDSC (if you are not entitled to a waiver). The amount of the CDSC decreases as shown in the following table:

Sale within	1 year		2 years		3 years		4 years		5 years		6 years		7 years or more

Sales charge	5	%	4	%	3	%	3	%	2	%	1	%	0	%

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SECTION 4

INVESTING WITH GARTMORE (con’t.)

Conversion of Class B shares

After you hold your Class B shares for seven years, they automatically convert at no charge into Class A shares, which carry the lower Rule 12b-1 fee. Shares purchased through the reinvestment of dividends and other distributions are also converted. Because the share price of Class A shares is usually higher than that of Class B shares, you may receive fewer Class A shares than the number of Class B shares converted; however, the total dollar value will be the same.

Class C Shares

Class C shares may be appropriate if you are uncertain how long you will hold your shares. If you sell your Class C shares within the first year after you purchase them you must pay a contingent deferred sales charge of 1%.

For both B and C shares, the contingent deferred sales charge is based on the original purchase price or the current market value of the shares being sold, whichever is less. If you sell a portion of your shares, shares that are not subject to a contingent deferred sales charge are sold first, followed by shares that you have owned the longest. This minimizes the CDSC that you pay. See “Waiver of Contingent Deferred Sales Charges-Class A, Class B, and Class C Shares” for a list of situations where a CDSC is not charged.

Class R Shares

Class R Shares are available to retirement plans including:

•	401(k) plans,
•	457 plans,
•	403(b) plans,
•	profit sharing and money purchase pension plans,
•	defined benefit plans,
•	non-qualified deferred compensation plans, and
•	other retirement accounts in which the retirement plan or the retirement plan’s financial service firm has an agreement with the Distributor to use Class R shares.

The above-referenced plans are generally small and mid-sized retirement plans, having at least $1 million in assets, where shares are held through omnibus accounts that are represented by an intermediary such as a broker, third-party administrator, registered investment adviser or other plan service provider.

Class R shares are not available to:

•	retail retirement accounts,
•	institutional non-retirement accounts,
•	traditional and Roth IRAs,
•	Coverdell Education Savings Accounts,
•	SEPs and SAR-SEPs,
•	SIMPLE IRAs,
•	one-person Keogh plans,
•	individual 403(b) plans, or
•	529 Plan accounts.


	Share Classes Available Only To Institutional Accounts

	The Fund(s) offer Institutional Service Class, Institutional Class and Class R shares. Only certain types of entities and selected individuals are eligible to purchase shares of these classes.

	If an institution or retirement plan has hired an intermediary and is eligible to invest in more than one class of shares, the intermediary can help determine which share class is appropriate for that retirement plan or other institutional account. Plan fiduciaries should consider their obligations under ERISA when determining which class is appropriate for the retirement plan.

	Other fiduciaries should also consider their obligations in determining the appropriate share class for a customer including:

	•	the level of distribution and administrative services the plan requires,
	•	the total expenses of the share class, and
	•	the appropriate level and type of fee to compensate the intermediary. An intermediary may receive different compensation depending on which class is chosen.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Institutional Service Class Shares

Institutional Service Class shares are available for purchase only by the following:

•	retirement plans advised by financial professionals who are not associated with brokers or dealers primarily engaged in the retail securities business and rollover individual retirement accounts from such plans;

•	retirement plans for which third-party administrators provide recordkeeping services and are compensated by the Fund(s) for these services;

•	a bank, trust company or similar financial institution investing for its own account or for trust accounts for which it has authority to make investment decisions as long as the accounts are part of a program that collects an administrative service fee;

•	registered investment advisers investing on behalf of institutions and high net-worth individuals where the adviser is compensated by the Fund(s) for providing services; or

•	life insurance separate accounts using the investment to fund benefits for variable annuity contracts issued to governmental entities as an investment option for 457 or 401(k) plans.

Institutional Class Shares

Institutional Class shares are available for purchase only by the following:

•	funds of funds offered by the Distributor or other affiliates of the Fund;

•	retirement plans for which no third-party administrator receives compensation from the Fund(s);

•	institutional advisory accounts of Gartmore Mutual Funds Trust or its affiliates, those accounts which have client relationships with an affiliate of Gartmore Mutual Funds Trust, its affiliates and their corporate sponsors, subsidiaries, and related retirement plans;

•	rollover individual retirement accounts from such institutional advisory accounts;

•	a bank, trust company or similar financial institution investing for its own account or for trust accounts for which it has authority to make investment decisions as long as the accounts are not part of a program that requires payment of Rule 12b-1 or administrative service fees to the financial institution;

•	registered investment advisers investing on behalf of institutions and high net-worth individuals where advisers derive compensation for advisory services exclusively from clients; or

•	high net-worth individuals who invest directly without using the services of a broker, investment adviser or other financial intermediary.

Sales Charges and Fees

Sales Charges

Sales charges, if any, are paid to the Funds’ distributor, Gartmore Distribution Services, Inc. (“Distributor”). These fees are either kept or paid to your financial adviser or other intermediary.

Distribution and Service Fees

The Funds have adopted a Distribution Plan under Rule 12b-1 of the Investment Company Act of 1940, which permits Class A, Class B, Class C and Class R shares of the Fund(s) to compensate the Distributor for expenses associated with distributing and selling shares and providing shareholder services. Class A, Class B, Class C and Class R shares pay distribution and/or service fees to the Distributor. These fees are either kept or paid to your financial adviser or other intermediary for distribution and shareholder services. Institutional Class and Institutional Service Class shares pay no 12b-1 fees.

These 12b-1 fees are in addition to applicable sales charges and are paid from the Funds’ assets on an ongoing basis. (The fees are accrued daily and paid monthly.) As a result, 12b-1 fees increase the cost of your investment and over time may cost more than other types of sales charges. Under the Distribution Plan, Class A, Class B, Class C and Class R shares pay the Distributor annual amounts not exceeding the following:

	Class		As a % of daily net assets

	Class A shares		0.25% (distribution or service fee)

	Class B shares		1.00% (0.25% service fee)

	Class C shares		1.00% (0.25% service fee)

	Class R shares		0.50% (0.25% of which may be either a distribution or service fee)

Administrative Service Fees

Class A, Class R and Institutional Service Class shares may also pay administrative service fees. The Trust pays these fees to providers of recordkeeping and/or other administrative support services. Administrative service fees from Class R shares are paid to those who provide recordkeeping and/or other administrative services to retirement plans and their participants.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Revenue Sharing

The Distributor and/or its affiliates may make payments for distribution and/or shareholder servicing activities out of their past profits and other available sources. The Distributor may make payments for marketing, promotional, or related services provided by dealers and other financial intermediaries, and may be in exchange for factors that include, without limitation, differing levels or types of services provided by the intermediary, the expected level of assets or sales of shares, the placing of some or all of the Funds on a preferred or recommended list, access to an intermediary’s personnel, and other factors. The amount of these payments is determined by the Distributor. The manager or an affiliate may make similar payments under similar arrangements.

In addition to the payments described above, the Distributor or its affiliates may offer other sales incentives in the form of sponsorship of educational or client seminars relating to current products and issues, assistance in training and educating the intermediary’s personnel, and/or entertainment or meals. These payments also may include, at the direction of a retirement plan’s named fiduciary, amounts to intermediaries for certain plan expenses or otherwise for the benefit of plan participants and beneficiaries. As permitted by applicable law, the Distributor or its affiliates may pay or allow other incentives or payments to intermediaries.

The payments described above are often referred to as “revenue sharing payments.” The recipients of such payments may include:

•	the Funds’ Distributor and other affiliates of the manager,
•	broker-dealers,
•	financial institutions, and
•	other financial intermediaries through which investors may purchase shares of a Fund.

Payments may be based on current or past sales; current or historical assets; or a flat fee for specific services provided. In some circumstances, such payments may create an incentive for an intermediary or its employees or associated persons to recommend or sell shares of a Fund to you.

Contact your financial intermediary for details about revenue sharing payments it may receive.

Contacting Gartmore Funds

Customer Service Representatives are available 8 a.m. to 9 p.m. Eastern Time, Monday through Friday at 800-848-0920.

Automated Voice Response Call 800-848-0920, 24 hours a day, seven days a week, for easy access to mutual fund information. Choose from a menu of options to:

•	make transactions
•	hear fund price information
•	obtain mailing and wiring instructions

Internet Go to www.gartmorefunds.com 24 hours a day, seven days a week, for easy access to your mutual fund accounts. The website provides instructions on how to select a password and perform transactions. On the website, you can:

•	download Fund prospectuses
•	obtain information on the Gartmore Funds
•	access your account information
•	request transactions, including purchases, redemptions and exchanges

By Regular Mail Gartmore Funds, P.O. Box 182205, Columbus, Ohio 43218-2205.

By Overnight Mail Gartmore Funds, 3435 Stelzer Road, Columbus Ohio 43219.

By Fax 614-428-3278

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Fund Transactions—Class A, Class B, and Class C Shares

All transaction orders must be received by the Funds’ agent in Columbus, Ohio or an authorized intermediary prior to the calculation of each Fund’s net asset value (NAV) to receive that day’s NAV

How to Buy Shares Be sure to specify the class of shares you wish to purchase			*How to Exchange or Sell Shares Exchange privileges may be amended or discontinued upon 60-day written notice to shareholders. *A medallion signature guarantee may be required. See “Medallion Signature Guarantee” below.

Through an authorized intermediary. The Funds’ Distributor has relationships with certain brokers and other financial intermediaries who are authorized to accept purchase, exchange, and redemption orders for the Funds. Your transaction is processed at the NAV next calculated after the Funds’ agent or an authorized intermediary receives your order.		Through an authorized intermediary. The Funds’ Distributor has relationships with certain brokers and other financial intermediaries who are authorized to accept purchase, exchange, and redemption orders for the Funds. Your transaction is processed at the NAV next calculated after the Funds’ agent or an authorized intermediary receives your order.



By mail. Complete an application and send with a check made payable to: Gartmore Funds. Payment must be made in U.S. dollars and drawn on a U.S. bank. The Funds do not accept third-party checks, travelers’ checks, credit card checks or money orders.		By mail or fax. You may request an exchange or redemption by mailing or faxing a letter to Gartmore Funds. The letter must include your account numbers and the names of the Fund you wish to exchange from and to. The letter must be signed by all account owners. We reserve the right to request original documents for any faxed requests.

By telephone. You will have automatic telephone privileges unless you decline this option on your application.		By telephone. You will have automatic telephone privileges unless you decline this option on your application.

The Fund follows procedures to confirm that telephone instructions are genuine and will not be liable for any loss, injury, damage or expense that results from executing such instructions. The Fund may revoke telephone privileges at any time, without notice to shareholders.		The Fund follows procedures to confirm that telephone instructions are genuine and will not be liable for any loss, injury, damage or expense that results from executing such instructions. The Fund may revoke telephone privileges at any time, without notice to shareholders.

		Additional information for selling shares: The following types of accounts can use the voice-response system to sell shares: Individual, Joint, Transfer on Death, Trust, and Uniform Gift/Transfer to Minors.

		A check made payable to the shareholder of record will be mailed to the address of record.

		The Fund may record telephone instructions to sell shares and may request sale instructions in writing, signed by all shareholders on the account.


On-line. Transactions may be made through the Gartmore funds website. However, the Funds may discontinue on-line transactions of Fund shares at any time.		On-line. Transactions may be made through the Gartmore funds website. However, the Funds may discontinue on-line transactions of Fund shares at any time.

By bank wire. You may have your bank transmit funds by (federal funds) wire to the Funds’ custodian bank, unless you declined automatic telephone privileges on your application. (The authorization will be in effect unless you give the Fund written notice of its termination.) • If you choose this method to open a new account, you must call our toll-free number before you wire your investment and arrange to fax your completed application. • Your bank may charge a fee to wire funds.		By bank wire. The Funds can wire the proceeds of your sale directly to your account at a commercial bank (a voided check must be attached to your application), unless you declined telephone privileges on your application. (The authorization will be in effect unless you give the Fund written notice of its termination.) • Your proceeds will be wired to your bank on the next business day after your order has been processed. • Gartmore deducts a $20 service fee from the sale proceeds for this service. • Your financial institution may also charge a fee for receiving the wire. • Funds sent outside the U.S. may be subject to higher fees Bank wire is not an option for exchanges.

By Automated Clearing House (ACH). You can fund your Gartmore Funds account with proceeds from your bank via ACH on the second business day after your purchase order has been processed (a voided check must be attached to your application). Money sent through ACH typically reaches Gartmore Funds from your bank in two business days. There is no fee for this service. (The authorization will be in effect unless you give the fund written notice of its termination.)		By Automated Clearing House (ACH). Your redemption proceeds can be sent to your bank via ACH on the second business day after your order has been processed (a voided check must be attached to your application). Money sent through ACH should reach your bank in two business days. There is no fee for this service. (The authorization will be in effect unless you give the Fund written notice of its termination.) ACH is not an option for exchanges.

Retirement plan participants should contact their retirement plan administrator regarding transactions. Retirement plans or their administrators wishing to conduct transactions should call our toll-free number. Eligible entities or individuals wishing to conduct transactions in Institutional Service Class or Institutional Class shares should call our toll-free number.		Retirement plan participants should contact their retirement plan administrator regarding transactions. Retirement plans or their administrators wishing to conduct transactions should call our toll-free number. Eligible entities or individuals wishing to conduct transactions in Institutional Service Class or Institutional Class shares should call our toll-free number.


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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Buying Shares

Share Price

The net asset value or “NAV” is the value of a single share. A separate NAV is calculated for each share class of a Fund. The NAV is:

•	calculated at the close of regular trading (usually 4 p.m. Eastern Time) each day the New York Stock Exchange is open.


•	generally determined by dividing the total net market value of the securities and other assets owned by a Fund allocated to a particular class, less the liabilities allocated to that class, by the total number outstanding shares of that class.

The purchase or “offering” price for Fund shares is the NAV (for a particular class) next determined after the order is received, plus any applicable sales charge.

In determining net asset value, the Fund’s assets are valued primarily on the basis of market quotations. However, the Trust’s Board of Trustees has adopted procedures for making “fair value” determinations if market quotations are not readily available or if the Fund(s)’ administrator or agent believes a market price does not represent fair value. Fair value determinations are required for securities whose value is affected by a “significant” event that materially affects the value of a domestic or a foreign security and which occurs subsequent to the time of the close of the principal market on which such domestic or foreign security trades but prior to the calculation of the Fund’s NAV.

The Fund, to the extent that it holds foreign equity securities, will also value securities at fair value in the circumstances described below. Generally, trading in foreign securities markets is completed each day at various times prior to the time a Fund’s NAV is calculated. Due to the time differences between the closings of the relevant foreign securities exchanges and the time the Fund’s NAV is calculated, a Fund will fair value its foreign investments when the market quotations for the foreign investments either are not readily available or are unreliable and, therefore, do not represent fair value. When fair value prices are utilized, these prices will attempt to reflect the impact of the U.S. financial markets’ perceptions and trading activities on the Funds’ foreign investments since the last closing prices of the foreign investments were calculated on their primary foreign securities markets or exchanges. For these purposes, the Board of Trustees of the Trust have determined that movements in relevant indices or other appropriate market indicators, after the close of the foreign securities exchanges, may demonstrate that market quotations are unreliable, and may trigger fair value pricing for certain securities. Consequently, fair value pricing of securities may occur on a daily basis. The fair value pricing by the Trust utilizes data furnished by an independent pricing service (and that data draws upon, among other information, the market values of foreign investments).

The fair value prices of portfolio securities generally will be used when it is determined that the use of such prices will have a material impact on the net asset value of the Fund. When a Fund uses fair value pricing, the values assigned to the Fund’s foreign investments may not be the quoted or published prices of the investments on their primary markets or exchanges.


	MINIMUM INVESTMENTS

	Minimum Investments – Class A, Class B and Class C Shares

	To open an account	$2,000 (per Fund)
	To open an IRA account	$1,000 (per Fund)
	Additional investments	$100 (per Fund) To start an Automatic Asset
	Accumulation Plan	$1,000
	Additional Investments
	(Automatic Asset Accumulation Plan)	$50

	Minimum Investments – Institutional Service Class Shares

	To open an account	$50,000 (per Fund)
	Additional investments	No Minimum

	Minimum Investments – Institutional Class Shares
	To open an account	$1,000,000 (per Fund)
	Additional investments	No Minimum

	Minimum investment requirements do not apply to certain retirement plans or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. The Distributor reserves the right to waive the investment minimums under certain circumstances.


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SECTION 4 INVESTING WITH GARTMORE (con’t.)


	The Funds do not calculate NAV on days when the New York Stock Exchange is closed.

	•	New Year’s Day
	•	Martin Luther King, Jr. Day
	•	Presidents’ Day
	•	Good Friday
	•	Memorial Day
	•	Independence Day
	•	Labor Day
	•	Thanksgiving Day
	•	Christmas Day
	•	Other days when the New York Stock Exchange is closed.

Accounts with Low Balances – Class A, Class B and Class C Shares

Maintaining small accounts is costly for the Fund(s) and may have a negative effect on performance. Shareholders are encouraged to keep their accounts above the Fund(s)’ minimum.

	•	If the value of your account (Class A, Class B or Class C shares only) falls below $2000 ($1000 for IRA accounts), you are generally subject to a $5 quarterly fee. Shares from your account are sold each quarter to cover the fee, which is returned to the Fund to offset small account expenses. Under some circumstances, the Fund(s) may waive the quarterly fee.
	•	The Fund(s) reserve the right to sell your remaining shares and close your account if a sale of shares brings the value of your account below $2,000 ($1,000 for IRA accounts). In such cases, you will be notified and given 60 days to purchase additional shares before the account is closed.

In-Kind Purchases

The Fund(s) may accept payment for shares in the form of securities that are permissible investments for the Funds.

Exchanging Shares

You may exchange your Fund shares for shares of any Gartmore Fund that is currently accepting new investments as long as:

•	both accounts have the same owner,
•	your first purchase in the new fund meets its minimum investment requirement,
•	you purchase the same class of shares. For example, you may exchange between Class A shares of any Gartmore Funds, but may not exchange between Class A shares and Class B shares.

The exchange privileges may be amended or discontinued upon 60 days’ written notice to shareholders.

Generally, there are no sales charges for exchanges of Class B, Class C, Class R, Institutional Class or Institutional Service Class shares. However,

•	if you exchange from Class A shares of a Fund with a lower sales charge to a Fund with a higher sales charge, you may have to pay the difference in the two sales charges.
•	if you exchange Class A shares that are subject to a CDSC, and then redeem those shares within 18 months of the original purchase, the CDSC applicable to the original fund is charged.

For purposes of calculating a CDSC, the length of ownership is measured from the date of original purchase and is not affected by any permitted exchange (except exchanges to Gartmore Money Market Fund.)

Exchanges into Gartmore Money Market Fund

You may exchange between Class A, Class B, Class C or Institutional Service Class shares and the Prime Shares of the Gartmore Money Market Fund. However, if a sales charge was never paid on your Prime Shares, applicable sales charges apply to exchanges into other fund(s). In addition, if you exchange shares subject to a contingent deferred sales charge, the length of time you own Prime Shares of the Gartmore Money Market Fund is not included for purposes of determining the CDSC. Redemptions from the Gartmore Money Market Fund are subject to any CDSC that applies to the original purchase.

Customer Identification Information

To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person that opens a new account, and to determine whether such person’s name appears on government lists of known or suspected terrorists and terrorist organizations.

As a result, unless the broker-dealer or other financial intermediary agrees to do so, the Funds must obtain the following information for each person that opens a new account:

•	name;
•	date of birth (for individuals);
•	residential or business street address (although post office boxes are still permitted for mailing); and
•	Social Security number, taxpayer identification number, or other identifying number.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

You may also be asked for a copy of your driver’s license, passport or other identifying document in order to verify your identity. In addition, it may be necessary to verify your identity by cross-referencing your identification information with a consumer report or other electronic database. Additional information may be required to open accounts for corporations and other entities. Federal law prohibits the Funds and other financial institutions from opening a new account unless they receive the minimum identifying information listed above. After an account is opened, the Funds may restrict your ability to purchase additional shares until your identity is verified. The Funds may close your account or take other appropriate action if they are unable to verify your identity within a reasonable time. If your account is closed for this reason, your shares will be redeemed at the NAV next calculated after the account is closed.

Selling Shares

You can sell or, in other words redeem, your Fund shares at any time, subject to the restrictions described below. The price you receive when you sell your shares is the net asset value (minus any applicable sales charges) next determined after the Fund’s authorized intermediary or an agent of the Fund receives your properly completed redemption request. The value of the shares you sell may be worth more or less than their original purchase price depending on the market value of the Fund’s investments at the time of the sale.

You may not be able to sell your Fund shares or Gartmore Funds may delay paying your redemption proceeds if:

•	the New York Stock Exchange is closed (other than customary weekend and holiday closings),
•	trading is restricted, or
•	an emergency exists (as determined by the Securities and Exchange Commission).

Generally, the Fund will pay you for the shares that you sell within three days after your redemption request is received. Payment for shares that you recently purchased may be delayed up to 15 business days from the purchase date to allow time for your payment to clear. The Fund may delay forwarding redemption proceeds for up to seven days if the account holder:

•	is engaged in excessive trading or
•	if the amount of the redemption request would disrupt efficient portfolio management or adversely affect the Fund.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Under extraordinary circumstances, the Fund, in its sole discretion, may elect to honor redemption requests by transferring some of the securities held by the Fund directly to an account holder as a redemption in-kind. For more about Gartmore Funds’ ability to make a redemption-in-kind, see the Statement of Additional Information.

The Board of Trustees of the Trust has adopted procedures for redemptions in-kind of affiliated persons of a Fund. Affiliated persons of a Fund include shareholders who are affiliates of a Fund’s investment adviser and shareholders of a Fund owning 5% or more of the outstanding shares of that Fund. These procedures provide that a redemption in-kind shall be effected at approximately the affiliated shareholder’s proportionate share of the Fund’s current net assets, and are designed so that such redemptions will not favor the affiliated shareholder to the detriment of any other shareholder.



	Medallion Signature Guarantee

	A medallion signature guarantee is required for sales of any Class of shares in any of the following instances:

	•	your account address has changed within the last 15 calendar days,
	•	the redemption check is made payable to anyone other than the registered shareholder,
	•	the proceeds are mailed to any address other than the address of record, or
	•	the redemption proceeds are being wired to a bank for which instructions are currently not on your account.

	A medallion signature guarantee is a certification by a bank, brokerage firm or other financial institution that a customer’s signature is valid. Medallion signature guarantees can be provided by members of the STAMP program. We reserve the right to require a medallion signature guarantee in other circumstances, without notice.




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SECTION 4 INVESTING WITH GARTMORE (con’t.)





Excessive Trading		Restrictions on Transactions

The Fund seeks to deter short-term or excessive trading (often described as “market timing”). Excessive trading (either frequent exchanges between Gartmore Funds or sales and repurchases of Gartmore Funds within a short time period) may:		The Fund has broad authority to take discretionary action against market timers and against particular trades. They also have sole discretion to:
		•	restrict purchases or exchanges that they or their agents believe constitute excessive trading.
•	disrupt portfolio management strategies,	•	reject transactions that violate a Fund’s excessive trading policies or its
•	increase brokerage and other transaction costs, and		exchange limits
•	negatively affect fund performance.
A Fund that invests in foreign securities may be at greater risk for excessive			The Fund has also implemented redemption and exchange fees to discourage excessive trading and to help offset the expense of such trading.
trading. Investors may attempt to take advantage of anticipated price movements in securities held by the Funds based on events occurring after the close of a foreign market that may not be reflected in a Fund’s NAV (referred to as “arbitrage market timing”). Arbitrage market timing may also be attempted in funds that hold significant investments in small-cap securities, high-yield (junk) bonds and other types of investments that may not be frequently traded. There is the possibility that arbitrage market timing, under certain circumstances, may dilute the value of Fund shares if redeeming shareholders receive proceeds (and buying shareholders receive shares) based on NAVs that do not reflect appropriate fair value prices.
			In general:

		•	an exchange equaling 1% or more of a Fund’s NAV may be rejected and
		•	redemption and exchange fees are imposed on certain Gartmore Funds. These Gartmore Funds will assess either a redemption fee if you sell your Fund shares or an exchange fee if you exchange your Fund shares into another Gartmore Fund.

		Fair Valuation

The Fund’s Board of Trustees has adopted and implemented the following		The Fund has fair value pricing procedures in place as described above in Section 4, Investing with Gartmore, Buying Shares, Share Pricing.
policies and procedures to detect, discourage and prevent excessive short-term trading in the Funds:
		Despite its best efforts, the Fund may be unable to identify or deter excessive
Monitoring of Trading Activity		trades conducted through intermediaries or omnibus accounts that transmit aggregate purchase, exchange and redemption orders on behalf of their customers. In short, the Fund may not be able to prevent all market timing and its potential negative impact.

The Fund, through its investment adviser and/or subadviser and their agents, monitor selected trades and flows of money in and out of the Fund in an effort to detect excessive short-term trading activities. If a shareholder is found to have engaged in excessive short-term trading, the Fund may, in its discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder’s account.





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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Exchange and Redemption Fees

In order to discourage excessive trading, the Gartmore Funds impose redemption and exchange fees on certain funds if you sell or exchange your shares within a designated holding period. The exchange fee is paid directly to the fund from which the shares are being redeemed and is designed to offset brokerage commissions, market impact and other costs associated with short-term trading of fund shares. For purposes of determining whether an exchange fee applies, shares that were held the longest are redeemed first. If you exchange assets into a Fund with a redemption/exchange fee, a new period begins at the time of the exchange.

The following Gartmore Funds may assess the fee listed below on the total value of shares that are exchanged out of one of these Funds into another Gartmore Fund if you have held the shares of the fund with the exchange for less than the minimum holding period listed below:


Fund	Exchange/	Minimum Holding
	Redemption Fee	Period (days)

Gartmore China Opportunities Fund	2.00%	90

Gartmore Emerging Markets Fund	2.00%	90

Gartmore Global Financial Services Fund	2.00%	90

Gartmore Global Health Sciences Fund	2.00%	90

Gartmore Global Natural Resources Fund	2.00%	90

Gartmore Global Technology and Communications Fund	2.00%	90

Gartmore Global Utilities Fund	2.00%	90

Gartmore International Growth Fund	2.00%	90

Gartmore Micro Cap Equity Fund	2.00%	90

Gartmore Mid Cap Growth Fund	2.00%	90

Gartmore Mid Cap Growth Leaders Fund	2.00%	90

Gartmore Small Cap Fund	2.00%	90

Gartmore Small Cap Growth Fund	2.00%	90

Gartmore Small Cap Leaders Fund	2.00%	90

Gartmore U.S. Growth Leaders Long-Short Fund	2.00%	90

Gartmore Value Opportunities Fund	2.00%	90

Gartmore Worldwide Leaders Fund	2.00%	90

Gartmore Focus Fund	2.00%	30

Gartmore Growth Fund	2.00%	30

Gartmore Large Cap Value Fund	2.00%	30

Gartmore Nationwide Fund	2.00%	30

Gartmore Nationwide Leaders Fund	2.00%	30

Gartmore U.S. Growth Leaders Fund	2.00%	30

Gartmore Bond Fund	2.00%	5

Gartmore Bond Index Fund	2.00%	5

Gartmore Convertible Fund	2.00%	5

Gartmore Government Bond Fund	2.00%	5

Gartmore High Yield Bond Fund	2.00%	5

Gartmore International Index Fund	2.00%	5

Gartmore Mid Cap Market Index Fund	2.00%	5

Gartmore S&P 500 Index Fund	2.00%	5

Gartmore Small Cap Index Fund	2.00%	5

Gartmore Short Duration Bond Fund	2.00%	5

Gartmore Tax-Free Fund	2.00%	5

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Redemption and exchange fees do not apply to:

•	shares sold or exchanged under regularly scheduled withdrawal plans.
•	shares purchased through reinvested dividends or capital gains.
•	shares sold (or exchanged into the Gartmore Money Market Fund) following the death or disability of a shareholder. The disability, determination of disability, and subsequent sale must have occurred during the period the fee applied.
•	shares sold in connection with mandatory withdrawals from traditional IRAs after age 70 ¹ / ₂ and other required distributions from retirement accounts.
•	shares sold or exchanged from retirement accounts within 30 days of an automatic payroll deduction.
•	shares sold or exchanged by any “Fund of Funds” that is affiliated with a Fund.

Only certain intermediaries have agreed to collect the exchange and redemption fees from their customer accounts. In addition, the fees do not apply to certain types of accounts held through intermediaries, including certain:

•	broker wrap fee and other fee-based programs;
•	omnibus accounts where this is no capability to impose an exchange fee on underlying customers’ accounts; and
•	intermediaries that do not or cannot report sufficient information to impose an exchange fee on their customer accounts.

To the extent that exchange and redemption fees cannot be collected on particular transactions and excessive trading occurs, the remaining Fund shareholders bear the expense of such frequent trading.

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SECTION 5

DISTRIBUTIONS AND TAXES

The following information is provided to help you understand the income and capital gains you can earn while you own Fund shares, as well as the federal income taxes you may have to pay. The amount of any distributions varies and there is no guarantee a Fund will pay either income dividends or a capital gain distribution. For tax advice about your personal tax situation, please speak with your tax adviser.

Distributions and Capital Gains

The Fund(s) intend to distribute income dividends to you quarterly. All income and capital gains distributions (which are paid annually) are automatically reinvested in shares of the applicable Fund. You may request a payment in cash in writing if the distribution is in excess of $5.

Dividends and capital gain distributions you receive from the Funds may be subject to Federal income tax, state taxes or local taxes:

•	any taxable dividends, as well as distributions of short-term capital gains, are federally taxable at applicable ordinary income tax rates.

•	distributions of net long-term capital gains are taxable to you as long-term capital gains.

•	for individuals, a portion of the income dividends paid may be qualified dividend income eligible for long-term capital gain tax rates, provided that certain holding period requirements are met.

•	for corporate shareholders, a portion of income dividends may be eligible for the corporate dividend-received deduction.

•	distributions declared in December but paid in January are taxable as if they were paid in December.

The amount and type of income dividends and the tax status of any capital gains distributed to you are reported on Form 1099, which we send to you annually during tax season (unless you hold your shares in a qualified tax-deferred plan or account or are otherwise not subject to federal income tax).

Distributions from the Fund (both taxable dividends and capital gains) are normally taxable to you when made, regardless of whether you reinvest these distributions or receive them in cash (unless you hold your shares in a qualified tax-deferred plan or account or are otherwise not subject to federal income tax.)

If you invest in a Fund shortly before it makes a capital gain distribution, some of your investment may be returned to you in the form of a taxable distribution. This is commonly known as “buying a dividend.”

Selling and Exchanging Shares

Selling your shares may result in a realized capital gain or loss, which is subject to federal income tax. For tax purposes, an exchange from one Gartmore Fund to another is the same as a sale. For individuals, any long-term capital gains you realize from selling Fund shares are taxed at a maximum rate of 15% (or 5% for individuals in the 10% and 15% federal income tax rate brackets). Short-term capital gains are taxed as ordinary income. You or your tax adviser should track your purchases, tax basis, sales and any resulting gain or loss. If you sell Fund shares for a loss, you may be able to use this capital loss to offset any other capital gains you have.

Other Tax Jurisdictions

Distributions may be subject to state and local taxes, even if not subject to federal income taxes. State and local tax laws vary; please consult your tax adviser. Non-U.S. investors may be subject to U.S. withholding or estate tax, and are subject to special U.S. tax certification requirements.

Tax Status for Retirement Plans and Other Tax-Deferred Accounts

When you invest in a Fund through a qualified employee benefit plan, retirement plan or some other tax-deferred account, dividend and capital gain distributions generally are not subject to current federal income taxes. In general, these entities are governed by complex tax rules. You should ask your tax adviser or plan administrator for more information about your tax situation, including possible state or local taxes.

Backup Withholding

You may be subject to backup withholding on a portion of your taxable distributions and redemption proceeds unless you provide your correct social security or taxpayer identification number and certify that (1) this number is correct, (2) you are not subject to backup withholding, and (3) you are a U.S. person (including a U.S. resident alien). You may also be subject to withholding if the Internal Revenue Service instructs us to withhold a portion of your distributions and proceeds. When withholding is required, the amount is 28% of any distributions or proceeds paid.

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SECTION 6

GARTMORE U.S. GROWTH LEADERS LONG-SHORT FUND FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Outstanding

The financial highlights table is intended to help you understand the Fund’s financial performance for the life of the Fund or class. Certain information reflects financial results for a single Fund share. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in the Fund (assuming reinvestment of all dividends and distributions and no sales charges). Information for the years ended October 31, 2002, 2003 and 2004 has been audited by PricewaterhouseCoopers LLP, whose report, along with the Fund’s financial statements, are included in the Trust’s annual reports, which are available upon request. All other information has been audited by other auditors.

					Investment Activities							Distributions						Ratios/Supplemental Data

		Net Asset Value, Beginning of Period	Net Invest-ment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Inves-tments		Total from Invest- ment Activities		Net Invest- ment Income		Net Realized Gains	Total Distrib-utions		Net Asset Value, End of Period	Total Return (a)		Net Assets at End of Period (000s)	Ratio of Expenses to Average Net Assets	Ratio of Net Invest-ment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimburs-ements) to Average Net Assets (b)	Ratio of Net Investment Income (Loss) (Prior to Reimbur- sements) to Average Net Assets (b)	Portfolio Turnover (c)

Class A Shares
Period Ended June 30, 2002 (d)	$	11.14	6.65		(6.90	)	(0.25	)	—		—	—	$	10.89	(2.24%)(i)	$	144	1.95%(j)	122.95%(j)		2.26%(j)	122.64%(j)	425%
Year Ended June 30, 2003 (f)	$	10.89	(0.08	)	0.14		0.06		—		—		$	10.95	0.55%	$	29,561	3.47%	(2.04%	)	3.66%	(2.23%)	424%
Period Ended October 31, 2003 (e)	$	10.95	(0.07)		1.12		1.05		—		—	—	$	12.00	9.59%(i)	$	29,468	3.23%(j)	(1.77%)(j)		(k)	(k)	126.69%
Year Ended October 31, 2004	$	12.00	0.11		0.77		0.88		(3.32	)	—	(3.32)	$	9.56	9.03%	$	24,411	2.20%	(1.65%)		2.25%	(1.70%)	577.36%

Class B Shares
Period Ended June 30, 2002 (d)	$	11.14	(0.07)		(0.17)		(0.24)		—		—	—	$	10.90	(2.15%)(i)	$	121	2.74%(j)	(1.45%)(j)		2.86%(j)	(1.57%)(j)	425%
Year Ended June 30, 2003 (f)	$	10.90	(0.23)		0.19		(0.04)		—		—		$	10.86	(0.37%)	$	141	3.73%	(2.31%)		4.54%	(3.12%)	424%
Period Ended October 31, 2003 (e) (f)	$	10.86	(0.10)		1.12		1.02		—		—	—	$	11.88	9.39%(i)	$	414	3.98%(j)	(2.54%)(j)		(k)	(k)	126.69%
Year Ended October 31, 2004	$	11.88	0.22		0.58		0.80		(3.30)		—	(3.30)	$	9.38	8.22%	$	653	2.93%	(2.30%)		3.00%	(2.36%)	577.36%

Class C Shares
Year Ended June 30, 2000	$	18.01	(0.71)		12.41		11.70		—		(1.99)	(1.99)	$	27.72	65.61%	$	9,927	2.82%	(2.65%)		4.67%	(4.50%)	204%
Year Ended June 30, 2001	$	27.72	(0.15)		(8.43)		(8.58)		—		(9.12)	(9.12)	$	10.02	(40.62%)	$	3,102	3.04%	(1.51%)		3.82%	(2.29%)	143%
Year Ended June 30, 2002	$	10.02	(0.66)		(0.31)		(0.97)		—		—	—	$	9.05	(17.65%)	$	1,819	3.28%	(5.41%)		3.71%	(5.87%)	425%
Year Ended June 30, 2003	$	9.05	(0.19)		0.17		(0.02)		—		—	—	$	9.03	(0.22%)	$	1,323	3.72%	(2.31%)		4.54%	(3.13%)	424%
Period Ended October 31, 2003 (e)	$	9.03	(0.08)		0.93		0.85		—		—	—	$	9.88	9.41%(i)	$	1,487	3.98%(j)	(2.52%)(j)		(k)	(k)	126.69%
Year Ended October 31, 2004	$	9.88	0.64		(0.01)		0.63		(3.30)		—	(3.30)	$	7.21	8.20%	$	2,641	2.92%	(2.29%)		3.00%	(2.37%)	577.36%

Class R Shares
Period Ended October 31, 2004 (g)	$	9.21	(0.11)		0.31		0.20		—		—	—	$	9.41	2.17%(i)	$	1	2.45%(j)	(1.74%)(j)		2.49%(j)	(1.78%)(j)	577.36%

Institutional Class Shares
Period Ended October 31, 2004 (h)	$	9.28	(0.02)		0.31		0.29		—		—	—	$	9.57	3.12%(i)	$	331	1.90%(j)	(0.52%)(j)		2.09%(j)	(0.72%)(j)	577.36%

(a)	Excludes sales charge.
(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.
(c)	Portfolio turnover is calculated on the basis of the Fund as whole without distinguishing among the classes of shares.
(d)	For the period from October 31, 2001 (commencement of operations) through June 30, 2002.
(e)	For the period from July 1, 2003 through October 31, 2003.

(f)	Net investment income (loss) is based on average shares outstanding during the period.
(g)	For the period from February 27, 2004 (commencement of operations) through October 31, 2004.
(h)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004.
(i)	Not annualized.
(j)	Annualized.
(k)	There were no fee reductions in this period.

GARTMORE CONCEPT SERIES

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Information from Gartmore Funds

Please read this Prospectus before you invest, and keep it with your records. The following documents — which may be obtained free of charge — contain additional information about the Fund:

•	Statement of Additional Information (incorporated by reference into this Prospectus)

•	Annual Reports (which contain discussions of the market conditions and investment strategies that significantly affected each Fund’s performance during its last fiscal year)

•	Semi-Annual Reports

To obtain any of the above documents free of charge, to request other infomation about a Fund, or to make other shareholder inquiries, contact us at the address or number listed below.

To reduce the volume of mail you receive, only one copy of financial reports, prospectuses, other regulatory materials and other communications will be mailed to your household (if you share the same last name and address). You can call us at 800-848-0920, or write to us at the address listed below, to request (1) additional copies free of charge, or (2) that we discontinue our practice of mailing regulatory materials together

For additional information contact:

By Regular Mail: Gartmore Funds P.O. Box 182205 Columbus, Ohio 43218-2205 (614) 428-3278 (fax)

By Overnight Mail: Gartmore Funds 3435 Stelzer Road Columbus, Ohio 43219

For 24-hour access: 800-848-0920 (toll free) Customer Service Representatives are available 8 a.m. - 9 p.m. Eastern Time, Monday through Friday. Call after 7 p.m. Eastern Time for closing share prices. Also, visit the Gartmore Funds’ website at www.gartmorefunds.com.

Information from the Securities and Exchange Commission (SEC)

You can obtain copies of Fund documents from the SEC

•	on the SEC’s EDGAR database via the Internet at www.sec.gov,

•	by electronic request publicinfo@sec.gov, in person at the SEC’s Public Reference Room in Washington, D.C. (For their hours of operation, call 1-202-942-8090.), or

•	by mail by sending your request to Securities and Exchange Commission Public Reference Section Washington, D.C. 20549-0102 (The SEC charges a fee to copy any documents.)

The Trust’s Investment Company Act File No.: 811-08495





















© 2005 Gartmore Global Investments, Inc. All rights reserved. PR-CNCPT-LS 2/05

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Core Asset Allocation Series
These Funds feature disciplined portfolio construction within an index-based
approach for an asset allocation solution.

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Fund	Class		Ticker


Gartmore Investor Destinations Aggressive Fund		Class A		NDAAX

Gartmore Investor Destinations Aggressive Fund		Class B		NDABX

Gartmore Investor Destinations Aggressive Fund		Class C		NDACX

Gartmore Investor Destinations Aggressive Fund		Class R		GAFRX

Gartmore Investor Destinations Aggressive Fund		Institutional Class		GAIDX

Gartmore Investor Destinations Aggressive Fund		Service Class		NDASX

Gartmore Investor Destinations Moderately Aggressive Fund		Class A		NDMAX

Gartmore Investor Destinations Moderately Aggressive Fund		Class B		NDMBX

Gartmore Investor Destinations Moderately Aggressive Fund		Class C		NDMCX

Gartmore Investor Destinations Moderately Aggressive Fund		Class R		GMARX

Gartmore Investor Destinations Moderately Aggressive Fund		Institutional Class		GMIAX

Gartmore Investor Destinations Moderately Aggressive Fund		Service Class		NDMSX

Gartmore Investor Destinations Moderate Fund		Class A		NADMX

Gartmore Investor Destinations Moderate Fund		Class B		NBDMX

Gartmore Investor Destinations Moderate Fund		Class C		NCDMX

Gartmore Investor Destinations Moderate Fund		Class R		GMDRX

Gartmore Investor Destinations Moderate Fund		Institutional Class		GMDIX

Gartmore Investor Destinations Moderate Fund		Service Class		NSDMX

Gartmore Investor Destinations Moderately Conservative Fund		Class A		NADCX

Gartmore Investor Destinations Moderately Conservative Fund		Class B		NBDCX

Gartmore Investor Destinations Moderately Conservative Fund		Class C		NCDCX

Gartmore Investor Destinations Moderately Conservative Fund		Class R		GMMRX

Gartmore Investor Destinations Moderately Conservative Fund		Institutional Class		GMIMX

Gartmore Investor Destinations Moderately Conservative Fund		Service Class		NSDCX

Gartmore Investor Destinations Conservative Fund		Class A		NDCAX

Gartmore Investor Destinations Conservative Fund		Class B		NDCBX

Gartmore Investor Destinations Conservative Fund		Class C		NDCCX

Gartmore Investor Destinations Conservative Fund		Class R		GCFRX

Gartmore Investor Destinations Conservative Fund		Institutional Class		GIMCX

Gartmore Investor Destinations Conservative Fund		Service Class		NDCSX

TABLE OF CONTENTS


		4	Section 1 – Fund Summaries and Performance


			Gartmore Investor Destinations Aggressive Fund


			Gartmore Investor Destinations Moderately Aggressive Fund


			Gartmore Investor Destinations Moderate Fund


			Gartmore Investor Destinations Moderately Conservative Fund


			Gartmore Investor Destinations Conservative Fund


		15	Section 2 – Fund Details


			Additional Information about Investments, Investment Techniques, and Risks


		16	Section 3 – Fund Management


			Investment Adviser


			Portfolio Management


		17	Section 4 – Investing with Gartmore


			Choosing a Share Class


			Sales Charges and Fees


			Contacting Gartmore Funds


			Buying Shares


			Exchanging Shares


			Customer Identification Information


			Selling Shares


			Excessive Trading


			Exchange and Redemption Fees


		29	Section 5 – Distributions and Taxes


			Distributions and Capital Gains


			Selling and Exchanging Shares


			Other Tax Jurisdictions


			Tax Status for Retirement Plans and Other Tax-Deferred Accounts


			Backup Withholding


		30	Section 6 – Financial Highlights


			Appendix – Description of Underlying Investments

GARTMORE CORE ASSET ALLOCATION SERIES 1

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Core Asset Allocation Series

Introduction to the Core Asset Allocation Series

This Prospectus provides information about the Core Asset Allocation Series, five funds designed to provide broadly diversified investment options that may be appropriate for a range of investor goals and risks. Each Fund is a “fund of funds” that invests primarily in affiliated index mutual funds and short-term investments representing a variety of asset classes.

Gartmore Investor Destinations Aggressive Fund
Gartmore Investor Destinations Moderately Aggressive Fund
Gartmore Investor Destinations Moderate Fund
Gartmore Investor Destinations Moderately Conservative Fund
Gartmore Investor Destinations Conservative Fund

These Funds are primarily intended:

•	To provide a solution for investors seeking to achieve their financial objectives through a pre-determined asset allocation program.


•	To provide a solution for investors seeking to maximize long-term total returns at an acceptable level of risk through broad diversification among multiple asset classes.

To decide which of these Funds is appropriate for your investment program, you should consider your personal investment objectives and financial circumstances, the length of time until you need your money and the amount of risk you are comfortable assuming.

A Note about Share Classes

Each Fund has six different share classes — Class A, Class B, Class C, Class R, Service Class and Institutional Class. An investment in any share class of a Fund represents an investment in the same assets of the Fund. However, the fees, sales charges and expenses for each share class are different. The different share classes simply let you choose the cost structure that is right for you. The fees and expenses for each of the Funds are set forth in the Fund Summaries.

2 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE

Investment Objectives

Each Fund seeks to maximize total investment return for a given level of risk.

Principal Strategies

The Funds aim to provide diversification across major asset classes — U.S. stocks, international stocks, bonds, and short-term investments — by investing in a professionally selected mix of underlying Gartmore mutual funds and short-term investments. Depending on its target risk level, each Fund invests different amounts in these asset classes and underlying funds.

Gartmore Investor Destinations Aggressive Fund

The Aggressive Fund pursues its objective primarily by seeking growth of capital. The Aggressive Fund’s allocation is heavily weighted toward U.S. and international stock investments.

This Fund may be appropriate for investors who:

•	are comfortable with substantial risk.


•	have long investment time horizons.


•	seek to maximize long-term returns with the ability to accept possible significant short-term losses.

Gartmore Investor Destinations Moderately Aggressive Fund

The Moderately Aggressive Fund pursues its objective primarily by seeking growth of capital, as well as income. The Moderately Aggressive Fund’s allocation is significantly weighted toward stock investments, but also includes some bonds and short-term investments to reduce volatility.

This Fund may be appropriate for investors who seek to maximize long-term returns with a tolerance for possible short-term losses.

It may also be appropriate for investors seeking additional diversification.

Gartmore Investor Destinations Moderate Fund

The Moderate Fund pursues its objective by seeking both growth of capital and income. The Moderate Fund’s allocation is weighted toward stock investments, but also includes a substantial portion in bonds and short-term investments to add income and reduce volatility.

This Fund may be appropriate for investors who:

•	have a lower tolerance for risk than more aggressive investors


•	seek both growth and income


•	are willing to accept moderate short-term price fluctuations in exchange for potentially higher returns over time.

Gartmore Investor Destinations Moderately Conservative Fund

The Moderately Conservative Fund pursues its objective by seeking income and, secondarily, long-term growth of capital. The Moderately Conservative Fund’s allocation is weighted toward bonds and short-term investments, but also includes a substantial portion in stock investments for long-term growth.

This Fund may be appropriate for investors who:

•	have a lower tolerance for risk than more aggressive investors


•	primarily seek income from their investment


•	have a shorter investment time horizon


•	are willing to accept some short-term price fluctuations in exchange for potentially higher income and growth

Gartmore Investor Destinations Conservative Fund

The Conservative Fund pursues its objective by seeking income and, secondarily, long-term growth of capital. The Conservative Fund’s allocation focuses on bonds and short-term investments, while including some stocks for long-term growth.

This Fund may be appropriate for investors who:

•	have a short investment time horizon


•	have a low tolerance for risk


•	primarily seek income from their investment.

The Funds primarily invest in Gartmore-affiliated index funds, representing several asset classes, and in short-term investments. The index funds invest directly in equity securities, bonds or other securities with a goal of obtaining investment returns that closely track those of the relevant stock or bond index.

You could purchase the Underlying Funds and short-term investments directly. However, the Funds offer the added benefits of professional asset allocation and an extra measure of diversification.

GARTMORE CORE ASSET ALLOCATION SERIES 3

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Each Fund has a pre-determined target allocation for the chosen asset classes. Although sudden or significant changes in these allocations are not expected, the Funds’ portfolio management team monitors each Fund and, if necessary, periodically realigns the Fund’s actual allocation with its target.

The Funds’ investment adviser, Gartmore Mutual Fund Capital Trust (the “Adviser”), has hired Ibbotson Associates Advisors LLC (“Ibbotson”), an asset allocation consulting firm, to help determine the target allocations for each Fund, to help select the Underlying Funds for each asset class and to recommend allocations to the Underlying Funds within each asset class. However, the Adviser ultimately has sole responsibility for determining each Fund’s allocation and its investments in Underlying Funds.

Listed below are the asset classes the Funds may invest in, the Underlying Funds and other investments chosen for each asset class, and each Fund’s target allocations. The Funds do not necessarily invest in every asset class or all of the Underlying Funds. The Funds may also invest in other mutual funds chosen to complement the Underlying Funds listed here and the Adviser may change the specified Underlying Funds and short-term investments at any time. The target allocation ranges listed in the table are reviewed periodically and subject to change at any time without notice. Over the short term, the actual allocations may vary from these targets.

Ibbotson Associates Advisors LLC, founded in 1977 by Professor Roger Ibbotson, is a leading authority on asset allocation. Ibbotson provides extensive training, client education materials, asset allocation, investment management services and software to help its clients, which include brokerage firms, mutual fund companies, banks, insurance companies, individual planners, investment consultants, plan sponsors, and investment managers.

Asset Classes and Underlying Investments	Target Allocation Ranges

	Aggressive			Moderately Aggressive			Moderate			Moderately Conservative			Conservative

U.S. STOCKS		60-70	%		50-60	%		40-50	%		25-35	%		10-20	%

U.S. Large Cap
Gartmore S&P 500
Index Fund		35-45	%		30-40	%		25-35	%		15-25	%		5-15	%

U.S. Mid Cap
Gartmore Mid Cap
Market Index Fund		10-20	%		10-20	%		5-15	%		5-15	%		0-10	%

U.S. Small Cap
Gartmore Small Cap
Index Fund		5-15	%		0-10	%		0-10	%		0-10	%		0-10	%

INTERNATIONAL
STOCKS		25-35	%		20-30	%		10-20	%		5-15	%		0-10	%

Gartmore
International
Index Fund		25-35	%		20-30	%		10-20	%		5-15	%		0-10	%

BONDS		0-10	%		10-20	%		20-30	%		30-40	%		30-40	%

Gartmore Bond
Index Fund		0-10	%		10-20	%		20-30	%		30-40	%		30-40	%

SHORT-TERM
INVESTMENTS		0-10	%		0-10	%		10-20	%		20-30	%		35-45	%

Gartmore Morley
Enhanced Income
Fund		0-10	%		0-10	%		5-15	%		10-20	%		15-25	%

Gartmore Money
Market Fund		0-10	%		0-10	%		0-10	%		0-10	%		0-10	%

Nationwide Contract		0-10	%		0-10	%		5-15	%		10-20	%		15-25	%

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SECTION 1 GARTMORE CORE ASSET ALLOCATIONS SERIES SUMMARY AND PERFORMANCE (con’t.)

Principal Risks

None of the Investor Destination Funds can guarantee that it will achieve its investment objective.

As with any mutual fund, the value of each Fund’s investments — and therefore, the value of each Fund’s shares — may fluctuate. These changes may occur because of the following risks:

Risks Associated with Index Funds

Underlying Funds that seek to match the performance of an index may not fully replicate their respective indexes and may perform differently from the securities in the index. To minimize this possibility, they attempt to be fully invested at all times and generally do not hold a significant portion of their assets in cash. Since they generally do not attempt to hedge against market declines, they may fall in value more than other mutual funds in the event of a general market decline. In addition, unlike an index fund, an index has no operating or other expenses. As a result, even though index funds attempt to track their indexes as closely as possible, they will tend to underperform the indexes to some degree over time.

Risks Associated with Stocks

Mid-cap and small-cap risk. Investments in medium-sized and smaller, newer companies may involve greater risk than investments in larger, more established companies because their stocks are usually less stable in price and less liquid. To the extent the Underlying Fund invests in stocks of small and mid-sized companies, it may be subject to increased risk.

Stock market risk refers to the possibility that an Underlying Fund could lose value if the individual stocks in which the Underlying Fund has invested and/or the overall stock markets in which those stocks trade decline. Individual stocks and overall stock markets may experience short-term volatility (price fluctuation) as well as extended periods of decline or little growth. Individual stocks are affected by many factors, including:

•	corporate earnings;


•	production;


•	management;


•	sales; and


•	market trends, including investor demand for a particular type of stock, such as growth or value stocks, small or large stocks, or stocks within a particular industry.

Risks Associated with International Stocks

Foreign risk is the risk that foreign securities may be more volatile, harder to price, and less liquid than U.S. securities. Foreign investments involve the following risks in addition to those of U.S. investments:

•	political and economic instability,


•	the impact of currency exchange rate fluctuations,


•	reduced information about issuers,


•	higher transaction costs,


•	less stringent regulatory and accounting standards, and


•	delayed settlement.

Additional risks include the possibility that a foreign jurisdiction might impose or increase withholding taxes on income payable with respect to foreign securities and the possible seizure, nationalization or expropriation of the foreign issuer or foreign deposits (in which the Underlying Fund could lose its entire investment in a certain market) and the possible adoption of foreign governmental restrictions such as exchange controls.

Risks Associated with Bonds and Short-term Investments

Credit risk is the risk that the issuer of a debt security will not make required interest payments and/or principal repayments when they are due. In addition, if an issuer’s financial condition changes, the ratings on the issuer’s debt securities may be lowered, which could negatively affect the prices of the securities an Underlying Fund owns. This risk is particularly high for junk bonds and lower-rated convertible securities.

Inflation risk is the risk that prices of existing fixed-rate debt securities will decline due to inflation or the threat of inflation. The income produced by these securities is worth less when prices for goods and services rise. To compensate for this loss of purchasing power, the securities trade at lower prices. Inflation also reduces the purchasing power of any income you receive from an Underlying Fund.

Interest rate risk is the risk that the value of debt securities held by an Underlying Fund may decrease when market interest rates rise. In general, prices of debt securities decline when interest rates rise and increase when interest rates fall. Typically, the longer the maturity of a debt security, the more sensitive the debt security’s price will be to interest rate changes.

GARTMORE CORE ASSET ALLOCATION SERIES 5

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Funds’ potential risks and their potential rewards. The bar chart shows how the Funds’ results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class A shares) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

After-tax returns are shown for Class A shares only and will vary for other classes. After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Your actual after-tax return depends on your personal tax situation and may differ from what is shown here. After-tax returns are not relevant to investors in tax-deferred arrangements, such as individual retirement accounts, 401(k) plans or certain other employer-sponsored retirement plans.

Annual Total Returns – Aggressive Fund Class A Shares*
(Years ended December 31)

Best Quarter/Worst Quarter below charts

*These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown.

Aggressive Fund

Average annual total returns ¹

as of December 31, 2004	1 Year	3 Years	Since inception
(March 31, 2000)

Class A shares — Before Taxes	7.45%	5.02%	-1.58%

Class A shares — After Taxes on Distributions	7.18%	4.68%	-1.88%

Class A shares — After Taxes on Distributions and Sale of Shares	5.17%	4.15%	-1.48%

Class B shares — Before Taxes	8.22%	5.43%	-1.45%

Class C shares — Before Taxes ^2,3	12.25%	6.29%	-1.07%

Class R shares — Before Taxes ³	14.04%	6.59%	-0.89%

Service Class shares — Before Taxes	14.00%	7.00%	-0.38%

Institutional Class shares — Before Taxes ⁴	13.88%	6.96%	-0.41%

Aggressive Fund Composite Index ⁵	10.55%	3.79%	2.31%

Citigroup 3-Month Treasury Bill Index ⁶	1.24%	1.34%	2.66%

Lehman Brothers (LB) U.S. Aggregate Bond Index ⁶	4.34%	6.20%	7.64%

Morgan Stanley Capital International Europe, Australasia and Far East (MSCI EAFE) Index ⁶	20.70%	12.31%	-0.84%

Standard & Poor’s (S&P) 500 Index ⁶	10.87%	3.59%	-2.88%

S&P Mid Cap 400 Index ⁶	16.48%	10.53%	7.33%

Russell 2000 ^® Index ⁶	18.33%	11.48%	5.44%

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

GARTMORE CORE ASSET ALLOCATION SERIES 7

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

8 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

GARTMORE CORE ASSET ALLOCATION SERIES 9

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

10 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Moderately Aggressive Fund

Average annual total returns ¹

as of December 31, 2004	1 Year	Since inception
(March 31, 2000)

Class A shares — Before Taxes	5.73%	-0.46%

Class A shares — After Taxes on Distributions	5.37%	-0.88%

Class A shares — After Taxes on Distributions and Sale of Shares	4.00%	-0.62%

Class B shares — Before Taxes	6.40%	-0.35%

Class C shares — Before Taxes ^2,3	10.42%	0.11%

Class R shares — Before Taxes ³	12.13%	0.20%

Service Class shares — Before Taxes	12.10%	0.74%

Institutional Class shares — Before Taxes ⁴	12.10%	0.74%

Moderately Aggressive Fund Composite Index ⁵	9.42%	-0.86%

LB U.S. Aggregate Index ⁶	4.34%	7.64%

MSCI EAFE Index ⁶	20.70%	-0.84%

S&P 500 Index ⁶	10.87%	-2.88%

S&P Mid Cap 400 Index ⁶	16.48%	7.33%

Russell 2000 ^® Index ⁶	18.33%	5.44%

Citigroup 3-Month Treasury Bill Index	1.24%	2.66%

Moderate Fund

Average annual total returns ¹

as of December 31, 2004	1 Year	Since inception
(March 31, 2000)

Class A shares — Before Taxes	3.24%	0.78%

Class A shares — After Taxes on Distributions	2.73%	0.15%

Class A shares — After Taxes on Distributions and Sale of Shares	2.33%	0.29%

Class B shares — Before Taxes	3.78%	0.92%

Class C shares — Before Taxes ^2,3	7.71%	1.30%

Class R shares — Before Taxes ³	9.33%	1.44%

Service Class shares — Before Taxes	9.42%	1.99%

Institutional Class shares — Before Taxes ⁴	9.53%	2.01%

Moderate Fund Composite Index	7.80%	0.84%

LB U.S. Aggregate Index ⁶	4.34%	7.64%

MSCI EAFE Index ⁶	20.70%	-0.84%

S&P 500 Index ⁶	10.87%	-2.88%

S&P Mid Cap 400 Index ⁶	16.48%	7.33%

Russell 2000 ^® Index ⁶	18.33%	5.44%

Citigroup 3-Month Treasury Bill Index ⁶	1.24%	2.66%

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Moderately Conservative Fund

Average annual total returns ¹

as of December 31, 2004	1 Year	Since inception
(March 31, 2000)

Class A shares — Before Taxes	1.03%	1.70%

Class A shares — After Taxes on Distributions	0.39%	0.77%

Class A shares — After Taxes on Distributions and Sale of Shares	0.82%	0.88%

Class B shares — Before Taxes	1.47%	1.92%

Class C shares — Before Taxes ^{2, 3}	5.44%	2.31%

Class R shares — Before Taxes ³	7.12%	2.48%

Service Class shares — Before Taxes	7.06%	2.97%

Institutional Class shares — Before Taxes ⁴	7.06%	2.97%

Moderately Conservative Fund Composite Index ⁵	6.19%	2.45%

LB U.S. Aggregate Index ⁶	4.34%	7.64%

MSCI EAFE Index ⁶	20.70%	-0.84%

S&P 500 Index ⁶	10.87%	-2.88%

S&P Mid Cap 400 Index ⁶	16.48%	7.33%

Citigroup 3-Month Treasury Bill Index ⁶	1.24%	2.66%

Conservative Fund

Average annual total returns ¹

as of December 31, 2004	1 Year	Since inception
(March 31, 2000)

Class A shares — Before Taxes	-1.22%	2.35%

Class A shares — After Taxes on Distributions	-2.04%	1.20%

Class A shares — After Taxes on Distributions and Sale of Shares	-0.63%	1.30%

Class B shares — Before Taxes	-0.99%	2.54%

Class C shares — Before Taxes ^2,3	3.07%	2.90%

Class R shares — Before Taxes ³	4.69%	3.08%

Service Class shares — Before Taxes	4.77%	3.60%

Institutional Class shares — Before Taxes ⁴	4.77%	3.60%

Conservative Fund Composite Index ⁵	4.25%	3.47%

LB U.S. Aggregate Index ⁶	4.34%	7.64%

MSCI EAFE Index ⁶	20.70%	-0.84%

S&P 500 Index ⁶	10.87%	-2.88%

S&P Mid Cap 400 Index ⁶	16.48%	7.33%

Citigroup 3-Month Treasury Bill Index ⁶	1.24%	2.66%

1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares.


2	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.


3	Returns before the first offering of Class C shares (3/1/01) and Class R shares (12/31/03) are based on the performance of Class B shares. This performance is substantially similar to what Class C and Class R shares would have produced because these three classes invest in the same portfolio of securities. Class C performance has been adjusted to reflect applicable sales charges. Class R performance has been adjusted to eliminate sales charges that do not apply to that class, but has not been adjusted to reflect its lower expenses.

Returns before the first offering of Institutional Class shares (6/29/04) are based on the performance of Service class shares. This performance is substantially similar to what the Institutional Class shares would have produced because both classes invest in the same portfolio of securities. Returns for the Institutional Class have not been adjusted to reflect its lower expenses.

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Each Fund is compared to a specific Composite Index that is a hypothetical representation of the combined performance of the underlying asset classes in each Fund’s target allocations. These Composite returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual Composite returns would be lower. The components of the respective composite indexes and their weightings are as follows:

•

Former Conservative Composite Index : Citigroup 3-month Treasury Bill Index (45%), LB U.S. Aggregate Bond Index (35%), S&P 500 Index (10%), S&P Mid Cap 400 Index (5%) and MSCI EAFE Index (5%).


	•	Former Moderately Conservative Composite Index : LB U.S. Aggregate Bond Index (35%), Citigroup 3-month Treasury Bill Index (25%), S&P 500 Index (20%), S&P Mid Cap 400 Index (10%) and MSCI EAFE Index (10%).


	•	Former Moderate Composite Index : S&P 500 Index (30%), LB U.S. Aggregate Bond Index (25%), MSCI EAFE Index (15%), Citigroup 3-month Treasury Bill Index (15%), S&P Mid Cap 400 Index (10%) and Russell 2000 Index (5%).


	•	Former Moderately Aggressive Composite Index : S&P 500 Index (35%), MSCI EAFE Index (25%), S&P Mid Cap 400 Index (15%), LB U.S. Aggregate Bond Index (15%), Russell 2000 Index (5%) and Citigroup 3-month Treasury Bill Index (5%).


	•	Former Aggressive Composite Index : S&P 500 Index (40%), MSCI EAFE Index (30%), S&P Mid Cap 400 Index (15%), Russell 2000 Index (10%) and LB U.S. Aggregate Bond Index (5%).

Effective October 1, 2004, each Fund changed its Composite Index from the above hypothetical representations of combined performance to the following new composite index:

•

Current Conservative Composite Index : Citigroup 3-month Treasury Bill Index (45%), LB U.S. Aggregate Bond Index (35%) and S&P 500 Index (20%).


	•	Current Moderately Conservative Composite Index : S&P 500 Index (40%), LB U.S. Aggregate Bond Index (35%) and Citigroup 3-month Treasury Bill Index (25%).


	•	Current Moderate Composite Index : S&P 500 Index (60%), LB U.S. Aggregate Bond Index (25%) and Citigroup 3-month Treasury Bill Index (15%).


	•	Current Moderately Aggressive Composite Index : S&P 500 Index (80%), LB U.S. Aggregate Bond Index (15%) and Citigroup 3-month Treasury Bill Index (5%).


	•	Current Aggressive Composite Index : S&P 500 Index (95%) and LB U.S. Aggregate Bond Index (5%).


6	Each Fund is also compared to the actual returns of the broad-based indexes that make up its Composite Index. These index returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual index returns would be lower. The descriptions of the indexes (in alphabetical order) are as follows:

•

The Citigroup 3-month Treasury Bill Index is an unmanaged index that is generally representative of the average of the last 3-month Treasury bill issues (excluding the current month-end bills).


	•	The LB U.S. Aggregate Index is an unmanaged, market value-weighted index of investment grade fixed-rate debt issues including government, corporate, asset-based and mortgage-backed securities with maturities of one year or more.


	•	The MSCI EAFE Index is an unmanaged free float-adjusted, market capitalization-weighted index that that is designed to measure in stocks of developed markets outside of the United States and Canada.


	•	The Russell 2000® Index is an unmanaged index that measures the performance the stocks of small capitalization U.S. companies.


	•	The S&P 500 Index is an unmanaged, capitalization-weighted index of 500 widely held stocks of large-cap U.S. companies.


	•	The S&P Mid Cap 400 Index is an unmanaged index of 400 mid-sized U.S. companies that represents the stock performance of mid-capitalization U.S. companies.

GARTMORE CORE ASSET ALLOCATION SERIES 13

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Fees and Expenses

These tables describe the direct fees and expenses you may pay if you buy and hold shares of the Funds, depending on the share class you select. These tables also reflect the proportion of the Underlying Funds’ expenses you may indirectly pay through ownership of shares of the Funds. See Section 2, Fund Details for more information.

Fee Table—Aggressive Fund




Shareholder Fees (paid directly from your investment) ¹	Class A Shares		Class B Shares		Class C Shares		Class R Shares		Service Class Shares		Institutional Class Shares



Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)		5.75% ²		None		None		None		None	None



Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)		None ³		5.00% ⁴		1.00% ⁵		None		None	None


Direct Annual Fund Operating Expenses (deducted from Fund assets)		Class A Shares		Class B Shares		Class C Shares		Class R Shares		Service Class Shares	Institutional Class Shares


Management Fees (paid to have the Fund’s investments professionally managed)		0.13%		0.13%		0.13%		0.13%		0.13%	0.13%


Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)		0.25%		1.00%		1.00%		0.40% ⁶		0.25%	None


Other Expenses		0.09%		0.06%		0.06%		0.26%		0.21%	0.06%


Total Direct Annual Fund Operating Expenses		0.47%		1.19%		1.19%		0.79%		0.59%	0.19%


Indirect Annual Underlying Fund Expenses ⁸		0.29%		0.29%		0.29%		0.29%		0.29%	0.29%


Total Direct and Indirect Annual Expenses		0.76%		1.48%		1.48%		1.08%		0.88%	0.48%

Fee Table—Moderately Aggressive Fund




Shareholder Fees (paid directly from your investment) ¹	Class A Shares		Class B Shares		Class C Shares		Class R Shares		Service Class Shares		Institutional Class Shares



Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)		5.75% ²		None		None		None		None	None



Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)		None ³		5.00% ⁴		1.00% ⁵		None		None	None


Direct Annual Fund Operating Expenses (deducted from Fund assets)		Class A Shares		Class B Shares		Class C Shares		Class R Shares		Service Class Shares	Institutional Class Shares


Management Fees (paid to have the Fund’s investments professionally managed)		0.13%		0.13%		0.13%		0.13%		0.13%	0.13%


Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)		0.25%		1.00%		1.00%		0.40% ⁶		0.25%	None


Other Expenses		0.09%		0.06%		0.06%		0.26%		0.21%	0.06%


Total Direct Annual Fund Operating Expenses		0.47%		1.19%		1.19%		0.79%		0.59%	0.19%


Indirect Annual Underlying Fund Expenses ⁸		0.29%		0.29%		0.29%		0.29%		0.29%	0.29%


Total Direct and Indirect Annual Expenses		0.76%		1.48%		1.48%		1.08%		0.88%	0.48%

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Fee Table—Moderate Fund




Shareholder Fees (paid directly from your investment) ¹	Class A Shares		Class B Shares		Class C Shares		Class R Shares		Service Class Shares		Institutional Class Shares



Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)		5.75% ²		None		None		None		None	None



Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)		None ³		5.00% ⁴		1.00% ⁵		None		None	None


Direct Annual Fund Operating Expenses (deducted from Fund assets)		Class A Shares		Class B Shares		Class C Shares		Class R Shares		Service Class Shares	Institutional Class Shares


Management Fees (paid to have the Fund’s investments professionally managed)		0.13%		0.13%		0.13%		0.13%		0.13%	0.13%


Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)		0.25%		1.00%		1.00%		0.40% ⁶		0.25%	None


Other Expenses		0.09%		0.06%		0.06%		0.26%		0.21%	0.06%


Total Direct Annual Fund Operating Expenses		0.47%		1.19%		0.19%		0.79%		0.59%	0.19%


Indirect Annual Underlying Fund Expenses ⁸		0.28%		0.28%		0.28%		0.28%		0.28%	0.28%


Total Direct and Indirect Annual Expenses		0.75%		1.47%		0.47%		1.07%		0.87%	0.47%

Fee Table—Moderately Conservative Fund



Shareholder Fees	Class A	Class B	Class C	Class R	Service	Institutional
(paid directly from	Shares	Shares	Shares	Shares	Class	Class
your investment) ¹					Shares	Shares


Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	5.75% ²	None	None	None	None	None


Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)	None ³	5.00% ⁴	1.00% ⁵	None	None	None


Direct Annual Fund Operating Expenses (deducted from Fund assets)	Class A Shares	Class B Shares	Class C Shares	Class R Shares	Service Class Shares	Institutional Class Shares


Management Fees (paid to have the Fund’s investments professionally managed)	0.13%	0.13%	0.13%	0.13%	0.13%	0.13%


Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)	0.25%	1.00%	1.00%	0.40% ⁶	0.25%	None


Other Expenses	0.14%	0.08%	0.08%	0.28%	0.23%	0.08%


Total Direct Annual Fund Operating Expenses	0.52%	1.21%	1.21%	0.81%	0.61%	0.21%


Indirect Annual Underlying Fund Expenses ⁸	0.28%	0.28%	0.28%	0.28%	0.28%	0.28%


Total Direct and Indirect Annual Expenses	0.80%	1.49%	1.49%	1.09%	0.89%	0.49%

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SECTION 1 GARTMORE CORE ASSET ALLOCATION SERIES SUMMARY AND PERFORMANCE (con’t.)

Fee Table—Conservative Fund


Shareholder Fees	Class A	Class B	Class C	Class R	Service	Institutional
(paid directly from	Shares	Shares	Shares	Shares	Class	Class
your investment) ¹					Shares	Shares


Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price ² )	5.75% ²	None	None	None	None	None


Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)	None ³	5.00% ⁴	1.00% ⁵	None	None	None


Direct Annual Fund Operating Expenses (expenses that are deducted from Fund assets)	Class A Shares	Class B Shares	Class C Shares	Class R Shares	Service Class Shares	Institutional Class Shares



Management Fees (paid to have the Fund’s investments professionally managed)	0.13%	0.13%	0.13%	0.13%	0.13%	0.13%


Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)	0.25%	1.00%	1.00%	0.40% ⁶	0.25%	None


Other Expenses	0.12%	0.10%	0.10%	0.30% ⁶	0.25%	0.10%


Total Direct Annual Fund Operating Expenses	0.50%	1.23%	1.23%	0.83%	0.63%	0.23%


Indirect Annual Underlying Fund Expenses ⁸	0.27%	0.27%	0.27%	0.27%	0.27%	0.27%


Total Direct and Indirect Annual Expenses	0.77%	1.50%	1.50%	1.10%	0.90%	0.50%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.


2	The sales charge on purchases of Class A shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class—Reduction and Waiver of Class A Sales Charges.


3	A contingent deferred sales charge (CDSC) of up to 0.15% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee is paid. Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.


4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class—Class B Shares.


5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class—Class C Shares.


6	Pursuant to the Fund’s Rule 12b-1 Plans, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of each Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.

The Gartmore Mutual Funds (the “Trust”) and Gartmore Mutual Fund Capital Trust (the “Adviser”) have entered into a written contract limiting operating expenses for the shares of each Class of each Fund to 0.25% at least through February 28, 2006. This limit excludes certain Fund expenses, including any taxes, interest, brokerage fees, extraordinary expenses, short-sale dividend expenses, 12b-1 fees, and administrative service fees and may exclude other expenses as well. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for Other Expenses previously paid by the Adviser, as long as the reimbursements do not cause the Funds to exceed the expense limitation in the agreement. Any reimbursements to the Adviser must be made within five years after the Funds’ commencement of operations. If the maximum amount of 12b-1 fees and administrative service fees were charged, the “Total Annual Fund Operating Expenses (After Waivers/Reimbursements)” could increase to 0.69%, 0.69%, 0.69%, 0.71% and 0.73% for Class A shares, 0.94%, 0.94%, 0.94%, 0.96% and 0.98% for Class R shares and 0.69%, 0.69%, 0.69%, 0.71% and 0.73% for Service Class shares of the Aggressive, Moderately Aggressive, Moderate, Moderately Conservative and Conservative Funds, respectively, before the Adviser would be required to further limit the Fund’s expenses.

Because the Funds invest primarily in other Gartmore Funds, they are shareholders of those Underlying Funds. The Underlying Funds and the Nationwide Contract do not charge the Funds any sales charge for buying or selling shares. However, the Funds indirectly pay a portion of the operating expenses, including management fees of the Underlying Funds and short-term investments they hold. These expenses are deducted from the Underlying Funds before their share prices are calculated and are in addition to the fees and expenses described in the fee tables above. Actual indirect expenses vary depending on how each Fund’s assets are spread among the underlying investments. This figure represents the average expense ratio for each Fund, based on its target allocation and the expense ratios for underlying investments for their most-recent fiscal year or an estimate for the current fiscal year (after fee waivers and reimbursements).

16 GARTMORE CORE ASSET ALLOCATION SERIES

SECTION 1 GARTMORE CORE ASSET ALLOCATIONS SERIES SUMMARY AND PERFORMANCE (con’t.)

Example

This Example is intended to help you compare the cost of investing in a Fund with the cost of investing in other mutual funds.

The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year		3 Years

Aggressive Fund

Class A shares*	$	624	$	729

Class B shares	$	627	$	697

Class C shares	$	229	$	403

Class R shares	$	83	$	267

Service Class shares	$	62	$	204

Institutional Class shares	$	26	$	80

Moderately Aggressive Fund

Class A shares*	$	620	$	717

Class B shares	$	623	$	684

Class C shares	$	223	$	384

Class R shares	$	83	$	259

Service Class shares	$	62	$	195

Institutional Class shares	$	22	$	68

Moderate Fund

Class A shares*	$	620	$	717

Class B shares	$	623	$	684

Class C shares	$	223	$	384

Class R shares	$	83	$	259

Service Class shares	$	62	$	195

Institutional Class shares	$	22	$	68

Moderately Conservative Fund

Class A shares*	$	625	$	732

Class B shares	$	627	$	697

Class C shares	$	227	$	397

Class R shares	$	83	$	267

Service Class shares	$	62	$	204

Institutional Class shares	$	26	$	80

Conservative Fund

Class A shares*	$	626	$	735

Class B shares	$	629	$	703

Class C shares	$	229	$	403

Class R shares	$	83	$	272

Service Class shares	$	62	$	208

Institutional Class shares	$	28	$	87

*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:

	1 Year		3 Years

Aggressive Fund

Class B shares	$	129	$	403

Class C shares	$	129	$	403

Moderately Aggressive Fund

Class B shares	$	123	$	384

Class C shares	$	123	$	384

Moderate Fund

Class B shares	$	123	$	384

Class C shares	$	123	$	384

Moderately Conservative Fund

Class B shares	$	127	$	397

Class C shares	$	127	$	397

Conservative Fund

Class B shares	$	129	$	403

Class C shares	$	129	$	403

**	Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class R, Institutional Service Class and Institutional Class shares do not change, whether or not you sell your shares.

The Funds do not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.

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18 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 2 FUND DETAILS

Additional Information about Investments, Investment Techniques
and Risks

Principal Investment Strategies

The Gartmore Investor Destinations Funds strive to provide shareholders with a high level of diversification across major asset classes primarily through investments in passively managed Underlying Funds.

The reward potential and risks associated with each Fund depend on both the asset allocation and the amount invested in the Underlying Funds. The portfolio management team reviews asset allocations quarterly and continually monitor the mix of Underlying Funds, seeking to maintain each Fund’s target asset allocation.

The Funds’ target allocations for each asset class and for each Underlying Fund are provided in the Fund Summaries. A description of the underlying investments can be found in the Appendix.

Most of the Underlying Funds follow passive investment strategies. Their portfolio management team does not buy or sell securities based on analysis of economic, market or individual security analysis. Instead, they seek to assemble a portfolio of securities expected to approximately match the performance of a designated index. They generally make changes to portfolio holdings only as needed to maintain alignment with the index. A potential benefit of passively managed index funds is low shareholder expenses, which can contribute to attractive performance.

Temporary Investments

Generally each of the Optimal Funds will be fully invested in accordance with its investment objective and strategies. However, pending investment of cash balances, or if a Optimal Fund’s adviser or subadviser believes that business, economic, political or financial conditions warrant, a Optimal Fund may invest without limit in cash or money market cash equivalents, including: (1) short-term U.S. government securities; (2) certificates of deposit, bankers’ acceptances and interest-bearing savings deposits of commercial banks; (3) prime quality commercial paper; (4) repurchase agreements covering any of the securities in which the Optimal Fund may invest directly; and (5) subject to regulatory limits, shares of other investment companies that invest in securities in which the Optimal Fund may invest. Should this occur, an Optimal Fund will not be pursuing its investment objective and may miss potential market upswings.

A description of the Funds’ policies and procedures regarding the release of portfolio holdings information is available in the Funds’ Statement of Additional Information.

18 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 3 FUND MANAGEMENT

Investment Adviser

Gartmore Mutual Fund Capital Trust (the “Adviser”), located at 1200 River Road, Suite 1000, Conshohocken, Pennsylvania 19428, is the Funds’ investment adviser and is responsible for overseeing the investment of the Funds’ assets and supervising their daily business affairs. The Adviser was organized in 1999 as an investment adviser for mutual funds.

The Adviser is part of the Gartmore Group, the asset management arm of Nationwide Mutual Insurance Company. Gartmore Group represents a unified global marketing and investment platform featuring 10 affiliated investment advisers. Collectively, these affiliates (located in the U.S., U.K. and Japan) had over $80.2 billion in net assets under management as of December 31, 2004.

The Adviser allocates the Funds assets according to their target allocations for each asset class and the Underlying Funds. The Adviser then monitors these allocations, as well as factors that could influence the allocations, such as market and economic conditions. For these services, each Fund pays the Adviser an annual management fee. This is in addition to the indirect fees that the Funds pay as shareholders of the underlying investments. The Adviser believes and the Board of Trustees concurs that the fees paid to the Adviser are for services in addition to the services provided by the underlying investments and do not duplicate those services.

The annual contractual management fee for each Fund, expressed as a percentage of each Fund’s average daily net assets and not taking into account any applicable waivers is 0.13%.

Portfolio Management

Each Fund is managed by a team of portfolio managers and research analysts employed by the Adviser. In making asset allocation decisions, the portfolio management team will typically confer with Ibbotson prior to making their decisions.

GARTMORE CORE ASSET ALLOCATION SERIES 19

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SECTION 4 INVESTING WITH GARTMORE


	Choosing a Share Class

When selecting a share class, you should consider the following:

	• which share classes are available to you,
	• how long you expect to own your shares,
	• how much you intend to invest,
	• total costs and expenses associated with a particular share class, and
	• whether you qualify for any reduction or waiver of sales charges.


	Your financial adviser can help you to decide which share class is best suited to your needs.

Class R, Service Class and Institutional Class shares are available only to certain investors. For eligible investors, Class R, Institutional Service Class shares and Institutional Class shares may be more suitable than Class A, Class B or Class C shares.

Comparing Class A, Class B and Class C Shares


Classes and Charges	Points to Consider


Class A Shares


Front-end sales charge up to 5.75%		A front-end sales charge means that a portion of your initial investment goes toward the sales charge and is not invested.

Contingent deferred		Reduction and waivers of sales charges may be available.
sales charge (CDSC) ¹

Annual service and/or 12b-1 fee up to 0.25%		Total annual operating expenses are lower than Class B and Class C charges which means higher dividends and/or NAV per share.

		No conversion feature. No maximum investment amount.



Class B Shares

CDSC up to 5.00%		No front-end sales charge means your full investment immediately
		goes toward buying shares.

Annual service and/or		No reduction of CDSC, but waivers may be available.
12b-1 fee up to 1.00%		The CDSC declines 1% in most years to zero after six years.
		Total annual operating expenses are higher than Class A charges
		which means lower dividends per share are paid.
		Automatic conversion to Class A shares after seven years, which
		means lower annual expenses in the future.
		Maximum investment amount of $100,000. Larger investments
		may be rejected.



Class C Shares

CDSC of 1.00%		No front-end sales charge means your full investment immediately
		goes toward buying shares.

Annual service and/or		No reduction of CDSC, but waivers may be available.
12b-1 fee up to 1.00%		The CDSC declines to zero after one year.
		Total annual operating expenses are higher than Class A charges
		which means lower dividends and/or NAV per share.
		No conversion feature.
		Maximum investment amount of $1,000,000 ² .

		Larger investments may be rejected.


1	A CDSC of up to 0.15% will be charged on redemptions of Class A shares within 18 months of purchase if you paid no sales charge on the original purchase and for which a finders fee was paid. The CDSC covers any finders fee paid to your financial adviser or other intermediary.
2	This limit was calculated based on a one-year holding period.

20 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Class A Shares

Class A shares may be most appropriate for investors who want lower fund expenses or those who qualify for reduced front-end sales charges or a waiver of sales charges.

Front-end Sales Charges for Class A Shares

	Sales Charge as a percentage of				Dealer
			Net Amount		Commission as
		Offering	Invested		Percentage of
Amount of Purchase		Price	(approximately)		Offering Price

Less than $50,000		5.75%		6.10%	5.00%

$50,000 to $99,999		4.75		4.99	4.00

$100,000 to $249,999		3.50		3.63	3.00

$250,000 to $499,999		2.50		2.56	2.00

$500,000 to $999,999		2.00		2.04	1.75

$1 million or more		None		None	None*


	*Dealer may be eligible for a finders fee as described in “Purchasing Class A Shares without a Sales Charge” below.

Reduction and Waiver of Class A Sales Charges

If you qualify for a reduction or waiver of Class A sales charges, you must notify Customer Service, your financial adviser or other intermediary at the time of purchase and must also provide any required evidence showing that you qualify. The value of cumulative quantity discount eligible shares equals the cost or current value of those shares, whichever is higher. The current value of shares is determined by multiplying the number of shares by their current net asset value. In order to obtain a sales charge reduction, you may need to provide your financial intermediary or the Fund’s Transfer Agent, at the time of purchase, with information regarding shares of the Funds held in other accounts which may be eligible for aggregation. Such information may include accounts statements or other records regarding shares of the Funds held in (i) all accounts (e.g., retirement accounts) with the Funds and your financial intermediary; (ii) accounts with other financial intermediaries; and (iii) accounts in the name of immediate family household members (spouse and children under 21). You should retain any records necessary to substantiate historical costs because the Fund, its transfer agent, and financial intermediaries may not maintain this information. Otherwise, you may not receive the reduction or waiver. See “Reduction of Class A Sales Charges” and “Waiver of Class A Sales Charges” below and “Reduction of Class A Sales Charges” and “Net Asset Value Purchase Privilege (Class A Shares Only)” in the SAI for more information. This information regarding breakpoints is also available free of charge at www.gartmorefunds.com/buy/ptbreak.jsp.

Reduction of Class A Sales Charges

Investors may be able to reduce or eliminate front-end sales charges on Class A shares through one or more of these methods:

•	A larger investment. The sales charge decreases as the amount of your investment increases.


•	Rights of accumulation. You and other family members living at the same address can combine the current value of your Class A investments in all Gartmore Funds (except Gartmore Money Market Fund), in order to qualify for a reduced sales charge. If you are eligible to purchase Class D shares of another Gartmore Fund, these purchases may also be included.


•	Insurance proceeds or benefits discount privilege. If you use the proceeds of an insurance policy issued by any Nationwide Insurance company to purchase Class A shares, you pay one-half of the published sales charge, as long as you make your investment within 60 days of receiving the proceeds.

•

Waiver of Class A Sales Charges

Front-end sales charges on Class A shares are waived for the following purchasers:

•	people purchasing shares through an unaffiliated brokerage firm that has an agreement with the Distributor to waive sales charges.


•	directors, officers, full-time employees, sales representatives and their employees and investment advisory clients of a broker-dealer that has a dealer/selling agreement with the Distributor.


•	retirement plans.

•	investment advisory clients of Gartmore Mutual Funds Trust, Gartmore SA Capital Trust and their affiliates.

GARTMORE CORE ASSET ALLOCATION SERIES 21

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SECTION 4 INVESTING WITH GARTMORE (con’t.)


•	Directors, officers, full-time employees (and their spouses, children or immediate relatives) of sponsor groups that may be affiliated with the Nationwide Insurance and Nationwide Financial companies from time to time.

The Statement of Additional Information lists other investors eligible for sales charge waivers.

Purchasing Class A Shares without a Sales Charge

Purchases of $1 million or more of Class A shares have no front-end sales charge. You can purchase $1 million or more in Class A shares in one or more of the funds offered by Gartmore Mutual Funds and Gartmore Mutual Funds II, Inc. (including the Funds in this prospectus) at one time. Or, you can utilize the Rights of Accumulation Discount and Letter of Intent Discount as described above. However, a contingent deferred sales charge (CDSC) of up to 0.15% applies if a “finders fee” is paid by the Distributor to your financial adviser or intermediary and you redeem your shares within 18 months of purchase. The CDSC covers the finders fee paid to the selling dealer.

The CDSC does not apply:

•	if you are eligible to purchase Class A shares without a sales charge for another reason.


•	to shares acquired through reinvestment of dividends or capital gain distributions.

Contingent Deferred Sales Charge on Certain Sales of Class A Shares

Amount of Purchase	$1 million to $3,999,999		$4 million to $24,999,999		$25 million or more

If sold within		18 months		18 months		18 months

Amount of CDSC		0.15%		0.10%		0.05%

Any CDSC is based on the original purchase price or the current market value of the shares being sold, whichever is less. If you sell a portion of your shares, shares that are not subject to a CDSC are sold first, followed by shares that you have owned the longest. This minimizes the CDSC you pay. Please see “Waiver of Contingent Deferred Sales Charges—Class A, Class B, and Class C Shares” for a list of situations where a CDSC is not charged.

Waiver of Contingent Deferred Sales Charges Class A, Class B, and
Class C Shares

The CDSC is waived on:

•	the sale of Class A, Class B or Class C shares purchased through reinvested dividends or distributions. However, a CDSC is charged if you sell your Class B or Class C shares and then reinvest the proceeds in Class B or Class C shares within 30 days. The CDSC is re-deposited into your new account.
•	Class B or Class C shares sold following the death or disability of a shareholder, provided the sale occurs within one year of the shareholder’s death or disability.
•	mandatory withdrawals from traditional IRA accounts after age 70- 1/2 and for other required distributions from retirement accounts.
•	sales of Class C shares from retirement plans offered by the Nationwide Trust Company

For more complete information, see the Statement of Additional Information.

Class B Shares

Class B shares may be appropriate if you do not want to pay a front-end sales charge and anticipate holding your shares for longer than six years.

If you sell Class B shares within six years of purchase you must pay a CDSC (if you are not entitled to a waiver). The amount of the CDSC decreases as shown in the following table:

Sale within

1 year

2 years

3 years

4 years

5 years

6 years

7 years
or more

Sales charge

Conversion of Class B shares

After you hold your Class B shares for seven years, they automatically convert at no charge into Class A shares, which have the advantage of lower fund expenses. Shares purchased through the reinvestment of dividends and other distributions are also converted. Because the share price of Class A shares is usually higher than that of Class B shares, you may receive fewer Class A shares than the Class B shares converted; however, the total dollar value is the same.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Class C Shares

Class C shares may be appropriate if you are uncertain how long you will hold your shares. If you sell your Class C shares within the first year after you purchase them you must pay a CDSC of 1%.

For both B and C shares, the CDSC is based on the original purchase price or the current market value of the shares being sold, whichever is less. If you sell a portion of your shares, shares that are not subject to a CDSC are sold first, followed by shares that you have owned the longest. This minimizes the CDSC that you pay. See “Waiver of Contingent Deferred Sales Charges—Class A, Class B, and Class C Shares” for a list of situations where a CDSC is not charged.

Class R Shares

Class R Shares are available to retirement plans including:

•	401(k) plans,


•	457 plans,


•	403(b) plans,


•	profit sharing and money purchase pension plans,


•	defined benefit plans,


•	non-qualified deferred compensation plans, and


•	other retirement accounts in which the retirement plan or the retirement plan’s financial service firm has an agreement with the Distributor to use Class R shares.

The above-referenced plans are generally small and mid-sized retirement plans, having at least $1 million in assets, where shares are held through omnibus accounts, that are represented by an intermediary such as a broker, third-party administrator, registered investment adviser or other plan service provider.

Class R shares are not available to:

•	retail retirement accounts,


•	institutional non-retirement accounts,


•	traditional and Roth IRAs,


•	Coverdell Education Savings Accounts,


•	SEPs and SAR-SEPs,


•	SIMPLE IRAs,


•	one-person Keogh plans,


•	individual 403(b) plans, or


•	529 Plan accounts.

Share Classes Available Only to Institutional Accounts

The Fund(s) offer Service Class, Institutional Class and Class R shares. Only certain types of entities and selected individuals are eligible to purchase shares of these classes.

If an institution or retirement plan has hired an intermediary and is eligible to invest in more than one class of shares, the intermediary can help determine which share class is appropriate for that retirement plan or other institutional account. Plan fiduciaries should consider their obligations under ERISA when determining which class is appropriate for the retirement plan.

Other fiduciaries should also consider their obligations in determining the appropriate share class for a customer including:

•	the level of distribution and administrative services the plan requires,
•	the total expenses of the share class, and
•	the appropriate level and type of fee to compensate the intermediary. An intermediary may receive different compensation depending on which class is chosen.

Service Class Shares

Service Class shares are available for purchase only by the following:

•	retirement plans advised by financial professionals who are not associated with brokers or dealers primarily engaged in the retail securities business and rollover individual retirement accounts from such plans;


•	retirement plans for which third-party administrators provide recordkeeping services and are compensated by the Fund(s) for these services;


•	a bank, trust company or similar financial institution investing for its own account or for trust accounts for which it has authority to make investment decisions as long as the accounts are part of a program that collects an administrative service fee;


•	registered investment advisers investing on behalf of institutions and high net-worth individuals whose adviser is compensated by the Fund(s) for providing services; or

•	life insurance separate accounts using the investment to fund benefits for variable annuity contracts issued to governmental entities as an investment option for 457 or 401(a) plans.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Institutional Class Shares

Institutional Class shares are available for purchase only by the following:

•	funds of funds offered by the Distributor or other affiliates of the Fund;


•	retirement plans for which no third-party administrator receives compensation from the Fund(s);


•	institutional advisory accounts of Gartmore Mutual Funds Trust or its affiliates, those accounts which have client relationships with an affiliate of Gartmore Mutual Funds Trust, its affiliates and their corporate sponsors, subsidiaries; and related retirement plans;


•	rollover individual retirement accounts from such institutional advisory accounts;


•	a bank, trust company or similar financial institution investing for its own account or for trust accounts for which it has authority to make investment decisions as long as the accounts are not part of a program that requires payment of Rule 12b-1 or administrative service fees to the financial institution;


•	registered investment advisers investing on behalf of institutions and high net-worth individuals whose advisers derive compensation for advisory services exclusively from clients; or


•	high net-worth individuals who invest directly without using the services of a broker, investment adviser or other financial intermediary.

Sales Charges and Fees

Sales Charges

Distribution and Service Fees

Class	As a % of daily net assets

Class A shares		0.25% (distribution or service fee)

Class B shares		1.00% (0.25% service fee)

Class C shares		1.00% (0.25% service fee)

Class R shares		0.50% (0.25% of which may be either a distribution or service fee)

Service Class shares		0.25% (distribution or service fee)

Administrative Service Fees

Class A, Class R and Service Class shares may also pay administrative service fees. The Trust pays these fees to providers of recordkeeping and/or other administrative support services. Administrative service fees from Class R shares are paid to those who provide recordkeeping and/or other administrative services to retirement plans and their participants.

Revenue Sharing

The Distributor and/or its affiliates may make payments for distribution and/or shareholder servicing activities out of their past profits and other of their own resources. The Distributor may make payments for marketing, promotional, or related services provided by dealers and other financial intermediaries, and may be in exchange for factors that include, without limitation, differing levels or types of services provided by the intermediary, the expected level of assets or sales of shares, the placing of some or all of the Funds on a preferred or recommended list, access to an intermediary’s personnel, and other factors. The amount of these payments is determined by the Distributor. The manager or an affiliate may make similar payments under similar arrangements.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

The payments described above are often referred to as “revenue sharing payments.” The recipients of such payments may include:

•	the Funds’ Distributor and other affiliates of the manager,


•	broker-dealers,


•	financial institutions, and


•	other financial intermediaries through which investors may purchase shares of a Fund.

Contact your financial intermediary for details about revenue sharing payments it may receive.

Contacting Gartmore Funds

Customer Service Representatives are available 8 a.m. to 9 p.m. Eastern Time, Monday through Friday at 800-848-0920.

Automated Voice Response Call 800-848-0920, 24 hours a day, seven days a week, for easy access to mutual fund information. Choose from a menu of options to:

•	make transactions


•	hear fund price information


•	obtain mailing and wiring instructions

•	download Fund prospectuses


•	obtain information on the Gartmore Funds


•	access your account information


•	request transactions, including purchases, redemptions and exchanges

By Regular Mail Gartmore Funds, P.O. Box 182205, Columbus, Ohio 43218-2205.

By Overnight Mail Gartmore Funds, 3435 Stelzer Road, Columbus Ohio 43219.

By Fax 614-428-3278

GARTMORE CORE ASSET ALLOCATION SERIES 25

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Fund Transactions—Class A, Class B, and Class C Shares

All transaction orders must be received by the Funds’ agent in Columbus, Ohio or an authorized intermediary prior to the calculation of each Fund’s NAV to receive that day’s NAV.

How to Buy Shares Be sure to specify the class of shares you wish to purchase			*How to Exchange or Sell Shares * Exchange privileges may be amended or discontinued upon 60-day written notice to shareholders. **A medallion signature guarantee may be required. See “Medallion Signature Guarantee” below.

Through an authorized intermediary. The Funds’ Distributor has relationships with certain brokers and other financial intermediaries who are authorized to accept purchase, exchange, and redemption orders for the Funds. Your transaction is processed at the NAV next calculated after the Funds’ agent or an authorized intermediary receives your order.			Through an authorized intermediary. The Funds’ Distributor has relationships with certain brokers and other financial intermediaries who are authorized to accept purchase, exchange, and redemption orders for the Funds. Your transaction is processed at the NAV next calculated after the Funds’ agent or an authorized intermediary receives your order.

By mail. Complete an application and send with a check made payable to: Gartmore Funds. Payment must be made in U.S. dollars and drawn on a U.S. bank. The Funds do not accept third-party checks, travelers’ checks, credit card checks or money orders.			By mail or fax. You may request an exchange or redemption by mailing or faxing a letter to letter Gartmore Funds, The letter must include your account numbers and the names of the Fund you wish to exchange from and to. The letter must be signed by all account owners. We reserve the right to request original documents for any faxed requests.

By telephone. You will have automatic telephone privileges unless you decline this option on your application. The Fund follows procedures to confirm that telephone instructions are genuine and will not be liable for any loss, injury, damage or expense that results from executing such instructions. The Fund may revoke telephone privileges at any time, without notice to shareholders.			By telephone. You will have automatic telephone privileges unless you decline this option on your application. The Fund follows procedures to confirm that telephone instructions are genuine and will not be liable for any loss, injury, damage or expense that results from executing such instructions. The Fund may revoke telephone privileges at any time, without notice to shareholders. Additional information for selling shares: The following types of accounts can use the voice-response system to sell shares: Individual, Joint, Transfer on Death, Trust, and Uniform Gift/Transfer to Minors. A check made payable to the shareholder of record will be mailed to the address of record. The Fund may record telephone instructions to sell shares. and may request sale instructions in writing, signed by all shareholders on the account.

On-line. Transactions may be made through the Gartmore funds website. However, The Funds may discontinue on-line transactions of Fund shares at any time.			On-line. Transactions may be made through the Gartmore funds website. However, The Funds may discontinue on-line transactions of Fund shares at any time.

By bank wire. You may have your bank transmit funds by (federal funds) wire to the Funds’ custodian bank, unless you declined automatic telephone privileges on your application. (The authorization will be in effect unless you give the Fund written notice of its termination.) if you choose this method to open a new account, you must call our toll-free number before you wire your investment and arrange to fax your completed application. your bank may charge a fee to wire funds.			By bank wire. The Funds can wire the proceeds of your sale directly to your account at a commercial bank (a voided check must be attached to your application), unless you declined telephone privileges on your application. (The authorization will be in effect unless you give the Fund written notice of its termination.) your proceeds will be wired to your bank on the next business day after your order has been processed. • Gartmore deducts a $20 service fee from the sale proceeds for this service • your financial institution may also charge a fee for receiving the wire. • funds sent outside the U.S. may be subject to higher fees. Bank wire is not an option for exchanges.


Automated Clearing House is not an option for purchases. By Automated Clearing House (ACH). You can fund your Gartmore Funds account with proceeds from your bank via ACH on the second business day after your purchase order has been processed (a voided check must be attached to your application). Money sent through ACH typically reaches Gartmore Funds from your bank in two business days. There is no fee for this service. (The authorization will be in effect unless you give the fund written notice of its termination.)			By Automated Clearing House (ACH). Your redemption proceeds can be sent to your bank via ACH on the second business day after your order has been processed (a voided check must be attached to your application). Money sent through ACH should reach your bank in two business days. There is no fee for this service. (The authorization will be in effect unless you give the Fund written notice of its termination.) ACH is not an option for exchanges.


Retirement plan participants should contact their retirement plan administrator regarding transactions. Retirement plans or their administrators wishing to conduct transactions should call our toll-free number. Eligible entities or individuals wishing to conduct transactions in Institutional Service Class or Institutional Class shares should call our toll-free number.			Retirement plan participants should contact their retirement plan administrator regarding transactions. Retirement plans or their administrators wishing to conduct transactions should call our toll-free number. Eligible entities or individuals wishing to conduct transactions in Institutional Service Class or Institutional Class shares should call our toll-free number.

26 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 4 INVESTING WITH GARTMORE (con’t)

Buying Shares

Share Price

The net asset value or “NAV” is the value of a single share. A separate NAV is calculated for each share class of a Fund. The NAV is:

•	calculated at the close of regular trading (usually 4 p.m. Eastern Time) each day the New York Stock Exchange is open.


•	generally determined by dividing the total net market value of the securities and other assets owned by a Fund allocated to a particular class, less the liabilities allocated to that class, by the total number outstanding shares of that class.

The purchase or “offering” price for Fund shares is the NAV (for a particular class) next determined after the order is received, plus any applicable sales charge.

In determining net asset value, the Fund’s assets are valued primarily on the basis of market quotations. However, the Fund(s) Board of Directors has adopted procedures for making “fair value” determinations if market quotations are not readily available or if the Fund(s)’ administrator or agent believes a market price does not represent fair value.

Fair value determinations are required for securities whose value is affected by a “significant” event that materially affects the value of a domestic or a foreign security and which occurs subsequent to the time of the close of the principal market on which such domestic or foreign security trades but prior to the calculations of the Fund’s NAV.

The Funds’ net asset values are calculated based upon the net asset values of the Underlying Funds in which the Funds invest. The prospectuses for these Underlying Funds explain the circumstances under which those Underlying Funds will use fair value pricing and the effect of using fair value pricing.

The Funds do not calculate NAV on days when the New York Stock Exchange is closed.

•	New Year’s Day


•	Martin Luther King, Jr. Day


•	Presidents’ Day


•	Good Friday


•	Memorial Day


•	Independence Day


•	Labor Day


•	Thanksgiving Day


•	Christmas Day


•	Other days when the New York Stock Exchange is closed.

Minimum Investments

Minimum Investments
Class A, Class B and Class C Shares

To open an account $2,000 (per Fund)
To open an IRA account $1,000 (per Fund)
Additional investments $100 (per Fund)
To start an Automatic Asset Accumulation Plan $1,000
Additional Investments
(Automatic Asset Accumulation Plan) $50

Minimum Investments
Service Class Shares

To open an account $25,000 (per Fund)
Additional investments No Minimum

Minimum Investments
Institutional Class Shares

To open an account $1,000,000 (per Fund)

Additional investments No Minimum

Minimum investment requirements do not apply to certain retirement plans or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. The Distributor reserves the right to waive the investment minimums under certain circumstances.

GARTMORE CORE ASSET ALLOCATION SERIES 27

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SECTION 4 INVESTING WITH GARTMORE (con’t)

Accounts with Low Balances — Class A, Class B and Class C Shares

Maintaining small accounts is costly for the Fund(s) and may have a negative effect on performance. Shareholders are encouraged to keep their accounts above the Fund(s)’ minimum.

•

if the value of your account (Class A, Class B or Class C shares only) falls below $2,000 ($1,000 for IRA accounts), you are generally subject to a $5 quarterly fee. Shares from your account are sold each quarter to cover the fee, which is returned to the Fund to offset small account expenses. Under some circumstances, the Fund(s) may waive the quarterly fee.


•	the Fund(s) reserve the right to sell your remaining shares and close your account if a sale of shares brings the value of your account below $2,000 ($1,000 for IRA accounts). In such cases, you will be notified and given 60 days to purchase additional shares before the account is closed.

In-Kind Purchases

The Fund(s) may accept payment for shares in the form of securities that are permissible investments for the Funds.

Exchanging Shares

You may exchange your Fund shares for shares of any Gartmore Fund that is currently accepting new investments as long as:

•	both accounts have the same owner,


•	your first purchase in the new fund meets its minimum investment requirement,


•	you purchase the same class of shares. For example, you may exchange between Class A shares of any Gartmore Funds, but may not exchange between Class A shares and Class B shares.

The exchange privileges may be amended or discontinued upon 60 days’ written notice to shareholders.

Generally, there are no sales charges for exchanges of Class B, Class C, Class R, Institutional Class or Institutional Service Class shares. However,

•	if you exchange from Class A shares of a Fund with a lower sales charge to a Fund with a higher sales charge, you may have to pay the difference in the two sales charges.


•	if you exchange Class A shares that are subject to a CDSC, and then redeem those shares within 18 months of the original purchase, the CDSC applicable to the original fund is charged.

Exchanges into Gartmore Money Market Fund

You may exchange between Class A, Class B, Class C or Service Class shares and the Prime Shares of the Gartmore Money Market Fund. However, if a sales charge was never paid on your Prime Shares, applicable sales charges apply to exchanges into other fund(s). In addition, if you exchange shares subject to a CDSC, the length of time you own Prime Shares of the Gartmore Money Market Fund is not included for purposes of determining the CDSC. Redemptions from the Gartmore Money Market Fund are subject to any CDSC that applies to the original purchase.

Customer Identification Information

As a result, unless the broker-dealer or other financial intermediary agrees to do so, the Funds must obtain the following information for each person that opens a new account:

•

name;


•	date of birth (for individuals);


•	residential or business street address (although post office boxes are still permitted for mailing); and


•	Social Security number, taxpayer identification number, or other identifying number.

28 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 4 INVESTING WITH GARTMORE (con’t)

Selling Shares

You may not be able to sell your Fund shares or Gartmore Funds may delay paying your redemption proceeds if:

•	the New York Stock Exchange is closed (other than customary weekend and holiday closings),


•	trading is restricted, or


•	an emergency exists (as determined by the Securities and Exchange Commission).

•	is engaged in excessive trading or


•	if the amount of the redemption request would disrupt efficient portfolio management or adversely affect the Fund.

Under extraordinary circumstances, a Fund, in its sole discretion, may elect to honor redemption requests by transferring some of the securities held by the Fund directly to an account holder as a redemption in-kind. For more about Gartmore Funds’ ability to make a redemption-in-kind, see the Statement of Additional Information.

GARTMORE CORE ASSET ALLOCATION SERIES 29

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SECTION 4 INVESTING WITH GARTMORE (con’t)

Excessive Trading

The Gartmore Funds seek to deter short-term or excessive trading (often described as “market timing”). Excessive trading (either frequent exchanges between Gartmore Funds or sales and repurchases of Gartmore Funds within a short time period) may:

•	disrupt portfolio management strategies,


•	increase brokerage and other transaction costs, and


•	negatively affect fund performance.

Funds that invest in foreign securities may be at greater risk for excessive trading. Investors may attempt to take advantage of anticipated price movements in securities held by the Funds based on events occurring after the close of a foreign market that may not be reflected in a Fund’s NAV (referred to as “arbitrage market timing”). Arbitrage market timing may also be attempted in funds that hold significant investments in small-cap securities, high-yield (junk) bonds and other types of investments that may not be frequently traded. There is the possibility that arbitrage market timing, under certain circumstances, may dilute the value off Fund shares if redeeming shareholders receive proceeds (and buying shareholders receive shares) based on net asset values that do not reflect appropriate fair value prices.

The Funds’ Board of Trustees has adopted and implemented the following policies and procedures to detect, discourage and prevent excessive short-term trading in the Funds:

Monitoring of Trading Activity The Funds, through their investment adviser and/or subadviser and their agents, monitor selected trades and flows of money in and out of the Fund in an effort to detect excessive short-term trading activities. If a shareholder is found to have engaged in excessive short-term trading, the Fund may, in its discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder’s account.

Restrictions on Transactions The Gartmore Funds have broad authority to take discretionary action against market timers and against particular trades. They also have sole discretion to:

•	restrict purchases or exchanges that they or their agents believe constitute excessive trading.


•	Reject transactions that violate a Fund’s excessive trading policies or its exchange limits.

The Funds have also implemented redemption and exchange fees to discourage excessive trading and to help offset the expense of such trading.

In general:

•	An exchange equaling 1% or more of a Fund’s NAV may be rejected and


•	Redemption and exchange fees are imposed on certain Gartmore Funds. For these Gartmore Funds, the Gartmore Fund will assess either a redemption fee if you sell your Fund shares or an exchange fee if you exchange your Fund shares into another Gartmore Fund.

Fair Valuation The Funds have fair value pricing procedures in place as described above in Section 4, Investing with Gartmore, Buying Shares, Share Pricing.

Despite its best efforts, Gartmore Funds may be unable to identify or deter excessive trades conducted through intermediaries or omnibus accounts that transmit aggregate purchase, exchange and redemption orders on behalf of their customers. In short, Gartmore Funds may not be able to prevent all market timing and its potential negative impact.

30 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 4 INVESTING WITH GARTMORE (con’t)

Medallion Signature Guarantee

A medallion signature guarantee is required for sales of Class A, Class B, and Class C shares in any of the following instances:

•	your account address has changed within the last 15 calendar days,
•	the redemption check is made payable to anyone other than the registered shareholder,
•	the proceeds are mailed to any address other than the address of record, or
•	the redemption proceeds are being wired to a bank for which instructions are currently not on your account.

A medallion signature guarantee is a certification by a bank, brokerage firm or other financial institution that a customer’s signature is valid. Medallion signature guarantees can be provided by members of the STAMP program. We reserve the right to require a medallion signature guarantee in other circumstances, without notice.

Exchange and Redemption Fees

Fund	Exchange/		Minimum Holding
	Redemption Fee		Period (days)


Gartmore China Opportunities Fund	2.00	%	90


Gartmore Emerging Markets Fund	2.00	%	90


Gartmore Global Financial Services Fund	2.00	%	90


Gartmore Global Health Sciences Fund	2.00	%	90


Gartmore Global Natural Resources Fund	2.00	%	90


Gartmore Global Technology and Communications Fund	2.00	%	90


Gartmore Global Utilities Fund	2.00	%	90


Gartmore International Growth Fund	2.00	%	90


Gartmore Micro Cap Equity Fund	2.00	%	90


Gartmore Mid Cap Growth Fund	2.00	%	90


Gartmore Mid Cap Growth Leaders Fund	2.00	%	90


Gartmore Small Cap Fund	2.00	%	90


Gartmore Small Cap Growth Fund	2.00	%	90


Gartmore Small Cap Leaders Fund	2.00	%	90


Gartmore U.S. Growth Leaders Long-Short Fund	2.00	%	90


Gartmore Value Opportunities Fund	2.00	%	90


Gartmore Worldwide Leaders Fund	2.00	%	90


Gartmore Focus Fund	2.00	%	30


Gartmore Growth Fund	2.00	%	30


Gartmore Large Cap Value Fund	2.00	%	30


Gartmore Nationwide Fund	2.00	%	30


Gartmore Nationwide Leaders Fund	2.00	%	30


Gartmore U.S. Growth Leaders Fund	2.00	%	30


Gartmore Bond Fund	2.00	%	5


Gartmore Bond Index Fund	2.00	%	5


Gartmore Convertible Fund	2.00	%	5


Gartmore Government Bond Fund	2.00	%	5


Gartmore High Yield Bond Fund	2.00	%	5


Gartmore International Index Fund	2.00	%	5


Gartmore Mid Cap Market Index Fund	2.00	%	5


Gartmore S&P 500 Index Fund	2.00	%	5


Gartmore Short Duration Bond Fund	2.00	%	5


Gartmore Small Cap Index Fund	2.00	%	5


Gartmore Tax-Free Fund	2.00	%	5

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SECTION 4 INVESTING WITH GARTMORE (con’t)

Redemption and exchange fees do not apply to:

•	shares sold or exchanged under regularly scheduled withdrawal plans.


•	shares purchased through reinvested dividends or capital gains.


•	shares sold (or exchanged into the Gartmore Money Market Fund) following the death or disability of a shareholder. The disability, determination of disability, and subsequent sale must have occurred during the period the fee applied.


•	shares sold in connection with mandatory withdrawals from traditional IRAs after age 70 1/2 and other required distributions from retirement accounts.


•	shares sold or exchanged from retirement accounts within 30 days of an automatic payroll deduction.

•	broker wrap fee and other fee-based programs;


•	omnibus accounts where there is no capability to impose an exchange fee on underlying customers’ accounts; and


•	intermediaries that do not or cannot report sufficient information to impose an exchange fee on their customer accounts.

To the extent that exchange and redemption fees cannot be collected on particular transactions and excessive trading occurs, the remaining Fund shareholders bear the expense of such frequent trading.

32 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 5 DISTRIBUTIONS AND TAXES

Distributions and Capital Gains

Dividends and capital gain distributions you receive from the Funds may be subject to Federal income tax, state taxes or local taxes:

•	any taxable dividends, as well as distributions of short-term capital gains, are federally taxable at applicable ordinary income tax rates.
•	distributions of net long-term capital gains are taxable to you as long-term capital gains.
•	for individuals, a portion of the income dividends paid may be qualified dividend income eligible for long-term capital gain tax rates, provided that certain holding period requirements are met.
•	for corporate shareholders, a portion of income dividends may be eligible for the corporate dividend-received deduction.
•	distributions declared in December but paid in January are taxable as if they were paid in December.

Selling and Exchanging Shares

Other Tax Jurisdictions

Tax Status for Retirement Plans and Other Tax-Deferred Accounts

Backup Withholding

GARTMORE CORE ASSET ALLOCATION SERIES 33

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SECTION 6 GARTMORE INVESTOR DESTINATIONS AGGRESSIVE FUND FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Outstanding

The financial highlights tables are intended to help you understand the Funds’ financial performance for the life of each Fund or class. Certain information reflects financial results for a single Fund share. The total returns in the tables represent the rate that an investor would have earned (or lost) on an investment in a Fund (assuming reinvestment of all dividends and distributions and no sales charges). Information for the years ended October 31, 2002, 2003 and 2004 has been audited by PricewaterhouseCoopers LLP, whose report, along with the Funds’ financial statements, are included in the Trust’s annual reports, which are available upon request. All other information has been audited by other auditors.



	Investment Activities								Distributions						Ratios/Supplemental Data


	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Return of Capital		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)


Class A Shares
Period Ended October 31, 2000 (d)		$10.00		0.02		(0.65)		(0.63)		—		—		—		$ 9.37		(6.30%)(h)		$ 9		0.71%(i)		0.34%(i)		394.30%(i)		(393.25%)(i)		253.64%
Year Ended October 31, 2001		$ 9.37		0.09		(2.01)		(1.92)		(0.07)		(0.02)		(0.09)		$ 7.36		(20.53%)		$ 7		0.71%		1.09%		3.71%		(1.91%)		190.23%
Year Ended October 31, 2002		$ 7.36		0.07		(1.00)		(0.93)		(0.07)		—		(0.07)		$ 6.36		(12.67%)		$ 247		0.50%		1.42%		0.50%		1.42%		26.33%
Year Ended October 31, 2003		$ 6.36		0.08		1.45		1.53		(0.08)		—		(0.08)		$ 7.81		24.34%		$ 3,742		0.52%		1.04%		(j)		(j)		44.11%
Year Ended October 31, 2004		$ 7.81		0.10		0.80		0.90		(0.10)		—		(0.10)		$ 8.61		11.55%		$ 19,737		0.47%		1.06%		(j)		(j)		2.12%

Class B Shares
Period Ended October 31, 2000 (d)(e)		$10.00		(0.02)		(0.65)		(0.67)		—		—		—		$ 9.33		(6.70%)(h)		$ 9		1.31%(i)		(0.28%)(i)		393.40%(i)		(392.37%)(i)		253.64%
Year Ended October 31, 2001		$ 9.33		0.04		(2.00)		(1.96)		(0.05)		(0.01)		(0.06)		$ 7.31		(21.12%)		$ 7		1.31%		0.50%		4.47%		(2.66%)		190.23%
Year Ended October 31, 2002		$ 7.31		0.02		(0.99)		(0.97)		(0.02)		—		(0.02)		$ 6.32		(13.30%)		$ 48		1.24%		0.04%		1.27%		0.01%		26.33%
Year Ended October 31, 2003		$ 6.32		0.04		1.43		1.47		(0.05)		—		(0.05)		$ 7.74		23.42%		$ 1,557		1.25%		0.16%		(j)		(j)		44.11%
Year Ended October 31, 2004		$ 7.74		0.04		0.80		0.84		(0.05)		—		(0.05)		$ 8.53		10.86%		$ 7,414		1.20%		0.35%		(j)		(j)		2.12%

Class C Shares
Period Ended October 31, 2001 (f)		$ 8.44		(0.03)		(1.05)		(1.08)		—		—		—		$ 7.36		(12.80%)(h)		$ —		1.31%(i)		(0.62%)(i)		125.82%(i)		(125.13%)(i)		190.23%
Year Ended October 31, 2002		$ 7.36		—		(1.04)		(1.04)		—		—		—		$ 6.32		(13.30%)		$ 48		1.24%		(0.96%)		1.48%		(1.20%)		26.33%
Year Ended October 31, 2003		$ 6.32		0.05		1.42		1.47		(0.06)		—		(0.06)		$ 7.73		23.41%		$ 7,706		1.26%		0.22%		(j)		(j)		44.11%
Year Ended October 31, 2004		$ 7.73		0.04		0.80		0.84		(0.05)		—		(0.05)		$ 8.52		10.88%		$ 43,668		1.20%		0.32%		(j)		(j)		2.12%

Class R Shares
Period Ended October 31, 2003 (g)		$ 7.45		—		0.29		0.29		—		—		—		$ 7.74		3.89%(h)		$ 1		0.82%(i)		(0.46%)(i)		0.92%(i)		(0.56%)(i)		44.11%
Year Ended October 31, 2004		$ 7.74		0.07		0.82		0.89		(0.07)		—		(0.07)		$ 8.56		11.58%		$ 38		0.63%		0.93%		(j)		(j)		2.12%

Service Class Shares
Period Ended October 31, 2000 (d)(e)		$10.00		(0.01)		(0.62)		(0.63)		—		—		—		$ 9.37		(6.30%)(h)		$ 1,410		0.61%(i)		(0.11%)(i)		56.64%(i)		(56.14%)(i)		253.64%
Year Ended October 31, 2001		$ 9.37		0.10		(2.01)		(1.91)		(0.08)		(0.02)		(0.10)		$ 7.36		(20.55%)		$ 26,663		0.61%		0.38%		1.62%		(0.63%)		190.23%
Year Ended October 31, 2002		$ 7.36		0.07		(0.99)		(0.92)		(0.07)		—		(0.07)		$ 6.37		(12.64%)		$ 54,923		0.61%		0.91%		0.67%		0.85%		26.33%
Year Ended October 31, 2003		$ 6.37		0.07		1.45		1.52		(0.07)		—		(0.07)		$ 7.82		24.08%		$129,717		0.61%		0.98%		0.63%		0.96%		44.11%
Year Ended October 31, 2004		$ 7.82		0.09		0.81		0.90		(0.09)		—		(0.09)		$ 8.63		11.50%		$282,486		0.59%		0.94%		0.60%		0.94%		2.12%

(a)	Excludes sales charge.


(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.


(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.


(d)	For the period from March 31, 2000 (commencement of operations) through October 31, 2000.


(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.


(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.


(h)	Not annualized.


(i)	Annualized.


(j)	There were no fee reductions in this period.

34 GARTMORE CORE ASSET ALLOCATION SERIES

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SECTION 6 GARTMORE INVESTOR DESTINATIONS MODERATELY AGGRESSIVE FUND FINANCIAL HIGHLIGHTS



	Investment Activities								Distributions				Ratios/Supplemental Data


	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)


Class A Shares
Period Ended October 31, 2000 (d)		$10.00		0.06		(0.47)		(0.41)		—		—		$ 9.59		(4.08%)(h)		$ 10		0.71%(i)		1.10%(i)		396.10%(i)		(394.29%)(i)		270.89%
Year Ended October 31, 2001		$ 9.59		0.17		(1.71)		(1.54)		(0.13)		(0.13)		$ 7.92		(16.16%)		$ 8		0.71%		1.44%		3.28%		(1.13%)		226.13%
Year Ended October 31, 2002		$ 7.92		0.10		(0.87)		(0.77)		(0.11)		(0.11)		$ 7.04		(9.78%)		$ 1,072		0.49%		1.69%		0.49%		1.69%		28.41%
Year Ended October 31, 2003		$ 7.04		0.11		1.31		1.42		(0.11)		(0.11)		$ 8.35		20.42%		$ 9,729		0.48%		1.42%		(j)		(j)		8.08%
Year Ended October 31, 2004		$ 8.35		0.12		0.75		0.87		(0.12)		(0.12)		$ 9.10		10.48%		$ 35,416		0.47%		1.37%		0.47%		1.37%		2.74%

Class B Shares
Period Ended October 31, 2000 (d)		$10.00		0.03		(0.47)		(0.44)		—		—		$ 9.56		(4.40%)(h)		$ 10		1.31%(i)		0.49%(i)		397.48%(i)		(395.68%)(i)		270.89%
Year Ended October 31, 2001		$ 9.56		0.12		(1.71)		(1.59)		(0.09)		(0.09)		$ 7.88		(16.75%)		$ 8		1.31%		1.32%		4.04%		(1.41%)		226.13%
Year Ended October 31, 2002		$ 7.88		0.06		(0.88)		(0.82)		(0.07)		(0.07)		$ 6.99		(10.46%)		$ 130		1.25%		1.39%		1.26%		1.38%		28.41%
Year Ended October 31, 2003		$ 6.99		0.07		1.28		1.35		(0.08)		(0.08)		$ 8.26		19.43%		$ 5,740		1.22%		0.63%		(j)		(j)		8.08%
Year Ended October 31, 2004		$ 8.26		0.07		0.73		0.80		(0.07)		(0.07)		$ 8.99		9.66%		$ 19,546		1.19%		0.67%		1.19%		0.67%		2.74%

Class C Shares
Period Ended October 31, 2001 (f)		$ 8.83		(0.04)		(0.88)		(0.92)		—		—		$ 7.91		(10.42%)(h)		$ —		1.31%(i)		(0.68%)(i)		124.67%(i)		(124.04%)(i)		226.13%
Year Ended October 31, 2002		$ 7.91		—		(0.91)		(0.91)		—		—		$ 7.00		(10.33%)		$ 15		1.25%		(0.21%)		3.34%		(2.30%)		28.41%
Year Ended October 31, 2003		$ 7.00		0.08		1.28		1.36		(0.09)		(0.09)		$ 8.27		19.64%		$ 17,804		1.22%		0.64%		(j)		(j)		8.08%
Year Ended October 31, 2004		$ 8.27		0.07		0.72		0.79		(0.07)		(0.07)		$ 8.99		9.58%		$ 99,211		1.19%		0.66%		1.19%		0.66%		2.74%

Class R Shares
Period Ended October 31, 2003 (g)		$ 8.01		—		0.25		0.25		—		—		$ 8.26		3.12%(h)		$ 1		0.75%(i)		(0.04%)(i)		0.85%(i)		(0.14%)(i)		8.08%
Year Ended October 31, 2004		$ 8.26		0.10		0.75		0.85		(0.10)		(0.10)		$ 9.01		10.27%		$ 63		0.62%		1.19%		(j)		(j)		2.74%

Service Class Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.07		(0.47)		(0.40)		(0.01)		(0.01)		$ 9.59		(4.04%)(h)		$ 998		0.61%(i)		1.23%(i)		66.76%(i)		(64.92%)(i)		270.89%
Year Ended October 31, 2001		$ 9.59		0.15		(1.67)		(1.52)		(0.16)		(0.16)		$ 7.91		(16.05%)		$ 36,670		0.61%		1.15%		1.44%		0.32%		226.13%
Year Ended October 31, 2002		$ 7.91		0.11		(0.88)		(0.77)		(0.11)		(0.11)		$ 7.03		(9.88%)		$ 90,512		0.61%		1.46%		0.65%		1.42%		28.41%
Year Ended October 31, 2003		$ 7.03		0.10		1.31		1.41		(0.10)		(0.10)		$ 8.34		20.26%		$214,101		0.61%		1.36%		(j)		(j)		8.08%
Year Ended October 31, 2004		$ 8.34		0.11		0.74		0.85		(0.11)		(0.11)		$ 9.08		10.22%		$452,237		0.59%		1.26%		0.59%		1.26%		2.74%

(a)	Excludes sales charge.


(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.


(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.


(d)	For the period from March 31, 2000 (commencement of operations) through October 31, 2000.


(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.


(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.


(h)	Not annualized.


(i)	Annualized.


(j)	There were no fee reductions in this period.

GARTMORE CORE ASSET ALLOCATION SERIES 35

Back to Contents

SECTION 6 GARTMORE INVESTOR DESTINATIONS MODERATE FUND FINANCIAL HIGHLIGHTS




	Investment Activities								Distributions				Ratios/Supplemental Data



	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)



Class A Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.11		(0.23)		(0.12)		(0.07)		(0.07)		$ 9.81		(1.21%)(h)		$ 10		0.71%(i)		1.97%(i)		392.91%(i)		(390.23%)(i)		366.93%
Year Ended October 31, 2001 (e)		$ 9.81		0.22		(1.23)		(1.01)		(0.16)		(0.16)		$ 8.64		(10.41%)		$ 9		0.71%		2.40%		2.39%		0.72%		258.23%
Year Ended October 31, 2002		$ 8.64		0.17		(0.69)		(0.52)		(0.18)		(0.18)		$ 7.94		(6.12%)		$ 1,186		0.48%		2.37%		0.48%		2.37%		34.36%
Year Ended October 31, 2003		$ 7.94		0.15		1.08		1.23		(0.16)		(0.16)		$ 9.01		15.75%		$ 9,972		0.47%		1.88%		(j)		(j)		13.50%
Year Ended October 31, 2004		$ 9.01		0.17		0.58		0.75		(0.16)		(0.16)		$ 9.60		8.36%		$ 35,157		0.47%		1.78%		0.47%		1.76%		5.64%


Class B Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.08		(0.24)		(0.16)		(0.03)		(0.03)		$ 9.81		(1.61%)(h)		$ 10		1.31%(i)		1.35%(i)		393.51%(i)		(390.85%)		366.93%
Year Ended October 31, 2001		$ 9.81		0.19		(1.25)		(1.06)		(0.11)		(0.11)		$ 8.64		(10.84%)		$ 9		1.31%		2.11%		4.08%		(0.66%)		258.23%
Year Ended October 31, 2002		$ 8.64		0.11		(0.71)		(0.60)		(0.12)		(0.12)		$ 7.92		(6.96%)		$ 161		1.23%		1.33%		1.24%		1.32%		34.36%
Year Ended October 31, 2003		$ 7.92		0.11		1.06		1.17		(0.13)		(0.13)		$ 8.96		14.89%		$ 6,229		1.21%		1.09%		(j)		(j)		13.50%
Year Ended October 31, 2004		$ 8.96		0.10		0.59		0.69		(0.10)		(0.10)		$ 9.55		7.72%		$ 19,504		1.19%		1.07%		1.19%		1.07%		5.64%


Class C Shares
Period Ended October 31, 2001 (f)		$ 9.32		(0.04)		(0.62)		(0.66)		—		—		$ 8.66		(7.08%)(h)		$ —		1.31%(i)		(0.67%)(i)		123.09%(i)		(122.45%)		258.23%
Year Ended October 31, 2002		$ 8.66		0.04		(0.75)		(0.71)		(0.05)		(0.05)		$ 7.90		(7.13%)		$ 416		1.23%		1.89%		1.29%		1.83%		34.36%
Year Ended October 31, 2003		$ 7.90		0.11		1.06		1.17		(0.13)		(0.13)		$ 8.94		14.98%		$ 21,995		1.22%		0.98%		(j)		(j)		13.50%
Year Ended October 31, 2004		$ 8.94		0.10		0.58		0.68		(0.10)		(0.10)		$ 9.52		7.67%		$102,058		1.19%		1.07%		1.19%		1.07%		5.64%


Class R Shares
Period Ended October 31, 2003 (g)		$ 8.77		0.01		0.18		0.19		—		—		$ 8.96		2.17%(h)		$ 1		0.74%(i)		0.68%(i)		0.84%(i)		0.58(i)		13.50%
Year Ended October 31, 2004		$ 8.96		0.13		0.60		0.73		(0.13)		(0.13)		$ 9.56		8.19%		$ 42		0.62%		1.79%		(j)		(j)		5.64%


Service Class Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.11		(0.22)		(0.11)		(0.07)		(0.07)		$ 9.82		(1.10%)(h)		$ 871		0.61%(i)		2.04%(i)		114.83%(i)		(112.80%)(i)		366.93%
Year Ended October 31, 2001		$ 9.82		0.19		(1.19)		(1.00)		(0.19)		(0.19)		$ 8.63		(10.26%)		$ 58,228		0.61%		2.06%		0.97%		1.70%		258.23%
Year Ended October 31, 2002		$ 8.63		0.17		(0.71)		(0.54)		(0.17)		(0.17)		$ 7.92		(6.35%)		$123,963		0.61%		2.13%		0.65%		2.09%		34.36%
Year Ended October 31, 2003		$ 7.92		0.15		1.07		1.22		(0.15)		(0.15)		$ 8.99		15.59%		$247,424		0.60%		1.82%		(j)		(j)		13.50%
Year Ended October 31, 2004		$ 8.99		0.16		0.59		0.75		(0.15)		(0.15)		$ 9.59		8.34%		$487,130		0.59%		1.66%		0.59%		1.66%		5.64%

(a)	Excludes sales charge.


(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.


(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.


(d)	For the period from March 31, 2000 (commencement of operations) through October 31, 2000.


(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.


(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.


(h)	Not annualized.


(i)	Annualized.


(j)	There were no fee reductions in this period.

36 GARTMORE CORE ASSET ALLOCATION SERIES

Back to Contents

SECTION 6 GARTMORE INVESTOR DESTINATIONS MODERATELY CONSERVATIVE FUND FINANCIAL HIGHLIGHTS



	Investment Activities								Distributions				Ratios/Supplemental Data


	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)


Class A Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.18		(0.17)		0.01		(0.12)		(0.12)		$ 9.89		0.10%(h)		$ 10		0.71%(i)		3.02%(i)		438.49%(i)		(434.76%)(i)		425.17%
Year Ended October 31, 2001 (e)		$ 9.89		0.35		(0.75)		(0.40)		(0.30)		(0.30)		$ 9.19		(4.06%)		$ 10		0.71%		3.66%		3.81%		0.56%		235.84%
Year Ended October 31, 2002 (e)		$ 9.19		0.26		(0.49)		(0.23)		(0.25)		(0.25)		$ 8.71		(2.60%)		$ 898		0.50%		2.99%		0.51%		2.98%		49.00%
Year Ended October 31, 2003		$ 8.71		0.20		0.75		0.95		(0.22)		(0.22)		$ 9.44		11.02%		$ 4,482		0.53%		2.34%		(j)		(j)		19.93%
Year Ended October 31, 2004		$ 9.44		0.19		0.44		0.63		(0.19)		(0.19)		$ 9.88		6.71%		$ 11,157		0.52%		2.12%		0.52%		2.12%		6.66%

Class B Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.14		(0.17)		(0.03)		(0.08)		(0.08)		$ 9.89		(0.26%)(h)		$ 10		1.31%(i)		2.44%(i)		439.61%(i)		(435.86%)(i)		425.17%
Year Ended October 31, 2001		$ 9.89		0.29		(0.75)		(0.46)		(0.23)		(0.23)		$ 9.20		(4.67%)		$ 10		1.31%		3.14%		4.52%		(0.07%)		235.84%
Year Ended October 31, 2002 (e)		$ 9.20		0.20		(0.49)		(0.29)		(0.19)		(0.19)		$ 8.72		(3.22%)		$ 83		1.27%		2.24%		1.29%		2.22%		49.00%
Year Ended October 31, 2003		$ 8.72		0.14		0.75		0.89		(0.17)		(0.17)		$ 9.44		10.37%		$ 2,453		1.28%		1.52%		(j)		(j)		19.93%
Year Ended October 31, 2004		$ 9.44		0.13		0.43		0.56		(0.12)		(0.12)		$ 9.88		5.99%		$ 4,606		1.21%		1.41%		(j)		(j)		6.66%

Class C Shares
Period Ended October 31, 2001 (f)		$ 9.64		(0.04)		(0.38)		(0.42)		—		—		$ 9.22		(4.36%)(h)		$ —		1.31%(i)		(0.79%)(i)		122.29%(i)		(121.77%)(i)		235.84%
Year Ended October 31, 2002		$ 9.22		—		(0.44)		(0.44)		(0.06)		(0.06)		$ 8.72		(3.14%)		$ 88		1.27%		2.48%		1.33%		2.42%		49.00%
Year Ended October 31, 2003		$ 8.72		0.15		0.73		0.88		(0.18)		(0.18)		$ 9.42		10.26%		$ 7,530		1.29%		1.45%		(j)		(j)		19.93%
Year Ended October 31, 2004		$ 9.42		0.13		0.43		0.56		(0.13)		(0.13)		$ 9.85		5.99%		$ 26,760		1.22%		1.42%		(j)		(j)		6.66%

Class R Shares
Period Ended October 31, 2003 (g)		$ 9.33		0.01		0.11		0.12		—		—		$ 9.45		1.29%(h)		$ 1		0.81%(i)		1.34%(i)		0.91%(i)		1.24(i)		19.93%
Year Ended October 31, 2004		$ 9.45		0.20		0.42		0.62		(0.16)		(0.16)		$ 9.91		6.55%		$ 1		0.60%		2.01%		(j)		(j)		6.66%

Service Class Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.16		(0.14)		0.02		(0.12)		(0.12)		$ 9.90		0.18%(h)		$ 2,231		0.61%(i)		2.85%(i)		32.84%(i)		(29.38%)(i)		425.17%
Year Ended October 31, 2001		$ 9.90		0.31		(0.70)		(0.39)		(0.31)		(0.31)		$ 9.20		(3.99%)		$ 14,772		0.61%		3.34%		2.50%		1.45%		235.84%
Year Ended October 31, 2002 (e)		$ 9.20		0.26		(0.50)		(0.24)		(0.24)		(0.24)		$ 8.72		(2.70%)		$ 36,927		0.61%		2.82%		0.69%		2.74%		49.00%
Year Ended October 31, 2003		$ 8.72		0.19		0.76		0.95		(0.20)		(0.20)		$ 9.47		11.09%		$ 78,189		0.61%		2.28%		0.65%		2.24%		19.93%
Year Ended October 31, 2004		$ 9.47		0.19		0.43		0.62		(0.18)		(0.18)		$ 9.91		6.59%		$136,368		0.61%		2.01%		0.61%		2.01%		6.66%

(a)	Excludes sales charge.


(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.


(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.


(d)	For the period from March 31, 2000 (commencement of operations) through October 31, 2000.


(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.


(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.


(h)	Not annualized.


(i)	Annualized.


(j)	There were no fee reductions in this period.

GARTMORE CORE ASSET ALLOCATION SERIES 37

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SECTION 6 GARTMORE INVESTOR DESTINATIONS CONSERVATIVE FUND FINANCIAL HIGHLIGHTS



	Investment Activities								Distributions				Ratios/Supplemental Data


	Net Asset Value, Beginning of Period		Net Investment Income (Loss)		Net Realized and Unrealized Gains (Losses) on Investments		Total from Investment Activities		Net Investment Income		Total Distributions		Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets		Ratio of Net Investment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimbursements) to Average Net Assets (b)		Ratio of Net Investment Income (Loss) (Prior to Reimbursements) to Average Net Assets (b)		Portfolio Turnover (c)


Class A Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.23		(0.08)		0.15		(0.16)		(0.16)		$ 9.99		1.49%(h)		$ 10		0.71%(i)		3.86%(i)		441.97%(i)		(437.40%)(i)		449.16%
Year Ended October 31, 2001		$ 9.99		0.45		(0.28)		0.17		(0.38)		(0.38)		$ 9.78		1.71%		$ 10		0.71%		4.45%		6.91%		(1.75%)		176.59%
Year Ended October 31, 2002		$ 9.78		0.28		(0.24)		0.04		(0.31)		(0.31)		$ 9.51		0.45%		$ 802		0.50%		3.62%		0.50%		3.62%		46.89%
Year Ended October 31, 2003		$ 9.51		0.26		0.39		0.65		(0.28)		(0.28)		$ 9.88		6.89%		$ 1,798		0.53%		2.83%		(j)		(j)		32.93%
Year Ended October 31, 2004		$ 9.88		0.22		0.25		0.47		(0.22)		(0.22)		$10.13		4.84%		$ 5,008		0.50%(i)		2.43%(i)		0.51%		2.43%		11.67%

Class B Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.19		(0.08)		0.11		(0.12)		(0.12)		$ 9.99		1.12%(h)		$ 10		1.31%(i)		3.26%(i)		443.13%(i)		(438.56%)(i)		449.16%
Year Ended October 31, 2001		$ 9.99		0.38		(0.28)		0.10		(0.30)		(0.30)		$ 9.79		1.04%		$ 10		1.31%		3.82%		7.70%		(2.57%)		176.59%
Year Ended October 31, 2002		$ 9.79		0.24		(0.25)		(0.01)		(0.25)		(0.25)		$ 9.53		(0.15%)		$ 75		1.27%		2.77%		1.33%		2.71%		46.89%
Year Ended October 31, 2003		$ 9.53		0.19		0.38		0.57		(0.23)		(0.23)		$ 9.87		6.05%		$ 1,622		1.29%		1.96%		(j)		(j)		32.93%
Year Ended October 31, 2004		$ 9.87		0.15		0.25		0.40		(0.15)		(0.15)		$10.12		4.12%		$ 3,437		1.23%		1.70%		(j)		(j)		11.67%

Class C Shares
Period Ended October 31, 2001 (f)		$ 9.97		(0.05)		(0.13)		(0.18)		—		—		$ 9.79		(1.81%)(h)		$ —		1.31%(i)		(0.90%)(i)		121.18%(i)		(120.77%)(i)		176.59%
Year Ended October 31, 2002		$ 9.79		0.23		(0.25)		(0.02)		(0.26)		(0.26)		$ 9.51		(0.21%)		$ 400		1.27%		2.75%		1.29%		2.73%		46.89%
Year Ended October 31, 2003		$ 9.51		0.20		0.37		0.57		(0.23)		(0.23)		$ 9.85		6.03%		$ 3,592		1.29%		1.95%		(j)		(j)		32.93%
Year Ended October 31, 2004		$ 9.85		0.16		0.24		0.40		(0.16)		(0.16)		$10.09		4.10%		$ 13,683		1.24%		1.69%		(j)		(j)		11.67%

Class R Shares
Period Ended October 31, 2003 (g)		$ 9.83		0.02		0.02		0.04		—		—		$ 9.87		0.41%(h)		$ 1		0.84%(i)		2.03%(i)		0.94%(i)		1.93(i)		32.93%
Year Ended October 31, 2004		$ 9.87		0.22		0.24		0.46		(0.18)		(0.18)		$10.15		4.73%		$ 1		0.62%		2.30%		(j)		(j)		11.67%

Service Class Shares
Period Ended October 31, 2000 (d) (e)		$10.00		0.24		(0.09)		0.15		(0.15)		(0.15)		$10.00		1.57%(h)		$ 492		0.61%(i)		4.32%(i)		154.74%(i)		(149.81%)(i)		449.16%
Year Ended October 31, 2001		$10.00		0.41		(0.24)		0.17		(0.38)		(0.38)		$ 9.79		1.75%		$ 11,459		0.61%		4.17%		2.58%		2.20%		176.59%
Year Ended October 31, 2002		$ 9.79		0.31		(0.26)		0.05		(0.31)		(0.31)		$ 9.53		0.48%		$ 28,253		0.61%		3.49%		0.72%		3.38%		46.89%
Year Ended October 31, 2003		$ 9.53		0.26		0.38		0.64		(0.27)		(0.27)		$ 9.90		6.76%		$ 59,472		0.61%		2.73%		0.67%		2.68%		32.93%
Year Ended October 31, 2004		$ 9.90		0.23		0.23		0.46		(0.21)		(0.21)		$10.15		4.69%		$101,261		0.61%		2.31%		0.63%		2.29%		11.67%

(a)	Excludes sales charge.


(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.


(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.


(d)	For the period from March 31, 2000 (commencement of operations) through October 31, 2000.


(e)	Net investment income (loss) is based on average shares outstanding during the period.

(f)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.


(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.


(h)	Not annualized.


(i)	Annualized.


(j)	There were no fee reductions in this period.

38 GARTMORE CORE ASSET ALLOCATION SERIES

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APPENDIX DESCRIPTION OF UNDERLYING INVESTMENTS

Following are descriptions of the underlying investments selected for each asset class. Each Fund may invest in these underlying investments as provided in its target allocation mix. Prospectuses for the Underlying Funds and short-term investments include more information and can be requested using the addresses and telephone numbers on the back of this Prospectus.

U.S. Stocks — Large Cap

Gartmore S&P 500 Index Fund seeks to approximately match the performance and yield of the S&P 500 Index, a market-weighted index of approximately 500 common stocks of large capitalization companies. The fund does not necessarily invest in all of the common stocks in the S&P 500, or in the same weightings; however, under normal conditions, the fund invests at least 80% of its assets in companies included in the S&P 500 and in derivative instruments linked to the S&P 500. The fund’s portfolio consists of a statistically selected sample of stocks in the S&P 500 and in derivative instruments linked to the S&P 500, primarily exchange traded futures contracts. As a result, the fund’s average market capitalization, industry weightings and other fundamental characteristics are similar to the S&P 500 as a whole. The fund may also engage in securities lending.

The Funds may also invest in other large cap index funds that seek to match the performance of the S&P 500 Index.

U.S. Stocks — Mid Cap

Gartmore Mid Cap Market Index Fund seeks to match the performance of the S&P Mid Cap 400 Index as closely as possible before the deduction of fund expenses. The S&P Mid Cap 400 is a market-weighted index that includes approximately 400 common stocks issued by mid-size U.S. companies in a wide range of businesses. The fund invests in the common stocks in the S&P Mid Cap 400 in roughly the same proportions as their weightings in the index and also invests in derivative instruments linked to the S&P 400, primarily exchange traded futures contracts. The fund does not necessarily invest in all of the common stocks in the S&P 400, or in the same weightings as in the S&P 400; however, the fund’s average market capitalization, industry weightings and other fundamental characteristics are expected to be similar to the S&P Mid Cap 400 as a whole. The fund may also engage in securities lending.

The Funds may also invest in other mid cap index funds that seek to match the performance of the S&P Mid Cap 400 Index.

U.S. Stocks — Small Cap

Gartmore Small Cap Index Fund seeks to match the performance of the Russell 2000 Index as closely as possible before the deduction of fund expenses. The Russell 2000 is a market-weighted index that includes approximately 2,000 common stocks issued by smaller U.S. companies in a wide range of businesses. The fund invests in a statistically selected sample of stocks included in the Russell 2000 and in derivative instruments linked to the Russell 2000, primarily exchange traded futures contracts. The fund does not necessarily invest in all of the common stocks in the Russell 2000, or in the same weightings. However, the fund’s average market capitalization, industry weightings and other fundamental characteristics are similar to the Russell 2000 as a whole. The fund may also engage in securities lending.

The Funds may also invest in other small cap index funds that seek to match the performance of the Russell 2000 Index.

International Stocks

Gartmore International Index Fund seeks to match the performance of the Morgan Stanley Capital International Europe, Australasia and Far East Index (MSCI EAFE Index) as closely as possible before the deduction of fund expenses. The MSCI EAFE Index includes equity securities of large capitalization companies from various industrial sectors whose primary trading markets are located outside the U.S. The fund invests in a statistically selected sample of equity securities included in the MSCI EAFE Index and in derivative instruments linked to the index, primarily exchange traded futures contracts. The Fund may also use forward foreign exchange contracts. The fund does not necessarily invest in all of the countries or all of the companies in the MSCI EAFE Index or in the same weightings; however, the fund’s market capitalization, industry weightings and other fundamental characteristics are expected to be similar to the MSCI EAFE Index as a whole. The fund may also engage in securities lending.

The Funds may also invest in other international index funds that seek to match the performance of the MSCI EAFE Index.

GARTMORE CORE ASSET ALLOCATION SERIES 39

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APPENDIX DESCRIPTION OF UNDERLYING INVESTMENTS (con’t.)

Bonds

Gartmore Bond Index Fund seeks to match the performance of the Lehman Brothers Aggregate Bond Index as closely as possible before the deduction of fund expenses. The Index primarily includes different types of dollar-denominated investment grade bonds such as those issued by U.S. and foreign governments and their agencies and by U.S. or foreign companies. The fund invests in a statistically selected sample of bonds that are included in or correlated with the Index and in derivative instruments linked to the Index or securities within it. The fund does not necessarily invest in all of the bonds in the Index or in the same weightings. The fund may invest in bonds outside the Index if their characteristics such as maturity, duration, or credit quality are similar to bonds within it. As a result, the fund’s exposure to interest rate, credit or prepayment risks may differ from that of the Index. The fund may also engage in securities lending.

The Funds may also invest in other bond index funds that seek to match the performance of the Aggregate Bond Index.

Short-Term Investments

Gartmore Morley Enhanced Income Fund seeks to provide a high level of current income while preserving capital and minimizing the effect of market fluctuations on an investor’s account value. under normal market conditions, the fund invests primarily in high-grade debt securities issued by the u.s. government and its agencies, as well as by corporations. the fund also purchases mortgage-backed and asset-backed securities. the fund’s duration will not exceed two years. the fund may also enter into futures or options contracts solely for the purpose of adjusting the fund’s duration or to minimize fluctuation of the fund’s market value.

Gartmore Money Market Fund seeks as high a level of current income as is consistent with the preservation of capital and maintenance of liquidity. the fund invests in
high-quality money market obligations maturing in 397 days or less. all money market obligations must be denominated in u.s. dollars and be rated in one of the two highest short-term ratings categories by a nationally recognized statistical rating organization or, if unrated, be of comparable quality. the fund may invest in floating- and adjustable-rate obligations and may enter into repurchase agreements. typically, the fund’s dollar-weighted average maturity will be 90 days or less.

The Nationwide Contract is a fixed interest contract issued and guaranteed by nationwide life insurance company (nationwide). this contract has a stable principal value and pays a fixed rate of interest to each fund that holds a contract. the fixed interest rate must be at least 3.50% per year, but may be higher. nationwide calculates the interest rate in the same way it calculates guaranteed interest rates for similar contracts. the rate paid by the nationwide contract is guaranteed for a given period regardless of the current market conditions. the principal amount is also guaranteed. the funds’ portfolio management team believes the stable nature of the nationwide contract should reduce a fund’s volatility and overall risk, especially when stock and bond markets decline simultaneously. however, under certain market conditions the funds’ investment in the nationwide contract could hamper its performance.

The Funds may also invest in other short-term investments.

40 GARTMORE CORE ASSET ALLOCATION SERIES

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Information from Gartmore Funds
Please read this Prospectus before you invest, and keep it with your records. The following documents — which may be obtained free of charge — contain additional information about the Fund:
•	Statement of Additional Information (incorporated by reference into this Prospectus)
•	Annual Reports (which contain discussions of the market conditions and investment strategies that significantly affected each Fund’s performance)
•	Semi-Annual Reports
To obtain a document free of charge, contact us at the address or number listed below.
To reduce the volume of mail you receive, only one copy of financial reports, prospectuses, other regulatory materials and other communications will be mailed to your household (if you share the same last name and address). You can call us at 800-848-0920, or write to us at the address listed below, to request (1) additional copies free of charge, or (2) that we discontinue our practice of mailing regulatory materials together.
For additional information contact:
By Regular Mail: Gartmore Funds P.O. Box 182205 Columbus, Ohio 43218-2205 (614) 428-3278 (fax)
By Overnight Mail: Gartmore Funds 3435 Stelzer Road Columbus, Ohio 43219
For 24-hour access: 800-848-0920 (toll free) Customer Service Representatives are available 8 a.m. -9 p.m. Eastern Time, Monday through Friday. Call after 7 p.m. Eastern Time for closing share prices. Also, visit the Gartmore Funds’ website at www.gartmorefunds.com.

Information from the Securities and Exchange Commission (SEC)
You can obtain copies of Fund documents from the SEC
•	on the SEC’s EDGAR database via the Internet at www.sec.gov,
•	by electronic request publicinfo@sec.gov, in person at the SEC’s Public Reference Room in Washington, D.C. (For their hours of operation, call 1-202-942-8090.), or
•	by mail by sending your request to Securities and Exchange Commission Public Reference Section Washington, D.C. 20549-0102 (The SEC charges a fee to copy any documents.)
The Trust’s Investment Company Act File No.: 811-08495
©2005 Gartmore Global Investments, Inc. All rights reserved. PR-CAA 2/05

Core Equity Series

Broad market portfolios featuring growth and value styles designed to form the foundation of an asset allocation program.

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Fund	Class	Ticker

Gartmore Growth Fund	Class A	NMFAX

Gartmore Growth Fund	Class B	NMFBX

Gartmore Growth Fund	Class C	GCGRX

Gartmore Growth Fund	Class D	MUIGX

Gartmore Growth Fund	Class R	GGFRX

Gartmore Growth Fund	Institutional Class	GGFIX

Gartmore Growth Fund	Institutional Service Class	GWISX

Gartmore Large Cap Value Fund	Class A	NPVAX

Gartmore Large Cap Value Fund	Class B	NLVBX

Gartmore Large Cap Value Fund	Class C	NLVAX

Gartmore Large Cap Value Fund	Class R	GLVRX

Gartmore Large Cap Value Fund	Institutional Service Class	NLVIX

Gartmore Mid Cap Growth Fund	Class A	GMCAX

Gartmore Mid Cap Growth Fund	Class B	GCPBX

Gartmore Mid Cap Growth Fund	Class C	GCPCX

Gartmore Mid Cap Growth Fund	Class R	GMCRX

Gartmore Mid Cap Growth Fund	Institutional Class	GMCGX

Gartmore Mid Cap Growth Fund	Institutional Service Class	n/a

Gartmore Nationwide Fund	Class A	NWFAX

Gartmore Nationwide Fund	Class B	NWFBX

Gartmore Nationwide Fund	Class C	GTRCX

Gartmore Nationwide Fund	Class D	MUIFX

Gartmore Nationwide Fund	Class R	GNWRX

Gartmore Nationwide Fund	Institutional Class	GNWIX

Gartmore Nationwide Fund	Institutional Service Class	GTISX

Gartmore Small Cap Fund	Class A	GSXAX

Gartmore Small Cap Fund	Class B	GSXBX

Gartmore Small Cap Fund	Class C	GSXCX

Gartmore Small Cap Fund	Class R	GNSRX

Gartmore Small Cap Fund	Institutional Class	GSCIX

Gartmore Small Cap Fund	Institutional Service Class	GSXIX

TABLE OF CONTENTS

	4	Section 1 – Fund Summaries and Performance
		Gartmore Growth Fund
		Gartmore Large Cap Value Fund
		Gartmore Mid Cap Growth Fund
		Gartmore Nationwide Fund
		Gartmore Small Cap Fund

	24	Section 2 – Fund Details
		Additional Information about Investments, Investment Techniques, and Risks

	26	Section 3 – Fund Management
		Investment Advisers
		Portfolio Management

	28	Section 4 – Investing with Gartmore
		Choosing a Share Class
		Sales Charges and Fees
		Contacting Gartmore Funds
		Buying Shares
		Exchanging Shares
		Customer Identification Information
		Selling Shares
		Excessive Trading
		Exchange and Redemption Fees

	40	Section 5 – Distributions and Taxes
		Distributions and Capital Gains
		Selling and Exchanging Shares
		Other Tax Jurisdictions
		Tax Status for Retirement Plans and Other Tax-Deferred Accounts
		Backup Withholding

	41	Section 6 – Financial Highlights

GARTMORE CORE EQUITY SERIES |

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CORE EQUITY SERIES

Introduction to the Core Equity Series

This prospectus provides information about five funds:

Gartmore Growth Fund
Gartmore Large Cap Value Fund
Gartmore Mid Cap Growth Fund
Gartmore Nationwide Fund
Gartmore Small Cap Fund

These Funds are primarily intended:

•	to offer a selection of investment options using equity investments across a spectrum of market capitalizations.

The following section summarizes key information about the Funds, including information regarding the investment objective, principal strategies, principal risks, performance and fees for the Funds. As with any mutual fund, there can be no guarantee that any of the Funds will meet their respective objectives or that the Funds’ performance will be positive for any period of time.

Each Fund’s investment objective can be changed without shareholder approval.

A Note About Share Classes

The Funds offer the following share classes:

•	Class A
•	Class B
•	Class C
•	Class R
•	Institutional Service Class
•	Institutional Class*

*The Gartmore Large Cap Value Fund currently does not offer Institutional Class shares.

The Gartmore Nationwide Fund and the Gartmore Growth Fund also offer Class D shares.

An investment in any share class of a Fund represents an investment in the same assets of the Fund. However, the fees, sales charges, and expenses for each share class are different. The different share classes simply let you choose the cost structure that is right for you. The fees and expenses for each of the Funds are set forth in the Fund Summaries.

2	\| GARTMORE CORE EQUITY SERIES

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Key Terms

In an effort to help you better understand the many concepts involved in making an investment decision, we have defined the following terms:

Equity securities – common stock, preferred stock, securities convertible into common stock or securities (or other investments) with prices linked to the value of common stock.

Common stock – securities representing shares of ownership of a corporation.

Market capitalization – a common way of measuring the size of a company based on the price of its common stock times the number of outstanding shares.

Large-cap companies – companies whose market capitalization is similar to those of companies included in the Russell 1000 ^® Index, ranging from $484 million to $381.3 billion as of January 31, 2005.

Convertible securities – debt securities or preferred stocks that may be converted into common stock. While a convertible security is a fixed-income security that typically pays interest or dividend income, its market value also tends to correspond to market changes in the value of the underlying common stock.

Total return – investment gains derived from a combination of income and capital appreciation.

Mid-cap companies – companies whose market capitalization is similar to those of companies included in the Russell Midcap ^® Index, ranging from $594 million to $35.8 billion as of January 31, 2005.

Small-cap companies – companies whose market capitalization is similar to those of companies included in the Russell 2000 ^® Index, ranging from $42 million to $6.24 billion as of January 31, 2005.

Growth style – a style of investing in equity securities of companies that the Fund’s management believes have above-average rates of earnings growth and which therefore may experience above-average increases in stock price.

Value style – a style of investing in equity securities that the Fund’s management believes are undervalued, which means that their prices are less than Fund management believes they are worth, based on such factors as price-to-book ratio, price-to-earnings ratio and cash flow. Companies issuing such securities may be currently out of favor or experiencing poor operating conditions that management believes to be temporary.

GARTMORE CORE EQUITY SERIES

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SECTION 1

GARTMORE GROWTH FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks long-term capital appreciation.

Principal Strategies

The Fund invests primarily in common stocks issued by large cap companies , utilizing a growth style of investing. In other words, the Fund seeks companies whose earnings are expected to grow consistently faster than those of other companies. The portfolio managers use research to determine if particular industries and individual companies are well positioned for long-term growth in an effort to identify those that appear to have favorable long-term growth potential and the financial resources to capitalize on growth opportunities.

In selecting securities, the portfolio managers consider a range of factors relating to a particular company that include:

•	financial strength
•	competitive position in its industry
•	projected future earnings
•	dividends
•	cash flow

The Fund typically sells securities if:

•	earnings expectations or outlook for earnings deteriorate
•	their price becomes overvalued, or
•	more favorable opportunities are identified.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Stock market risk – the Fund could lose value if the individual stocks in which the Fund has invested or overall stock markets in which they trade go down.

Selection risk – the portfolio manager may select securities that underperform the stock market, the Russell 1000 ^® Growth Index, or other funds with similar investment objectives and strategies.

Portfolio turnover – the Fund may engage in active and frequent trading of portfolio securities. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Fund’s performance and may:

	•	increase share price volatility, and
	•	result in additional tax consequences for Fund shareholders.

Growth style risk – over time, a growth investing style may go in and out of favor, causing the Fund to sometimes underperform other equity funds that use different investing styles.

If the value of the Fund’s investments goes down, you may lose money.

GARTMORE CORE EQUITY SERIES

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SECTION 1

GARTMORE GROWTH FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class D shares) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

After-tax returns are shown for Class D shares only and will vary for other classes. After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Your actual after-tax return depends on your personal tax situation and may differ from what is shown here. After-tax returns are not relevant to investors in tax-deferred arrangements, such as individual retirement accounts, 401(k) plans or certain other employer-sponsored retirement plans.

Annual Total Returns – Class D Shares*
(Years Ended December 31)

* These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown.

Average annual total returns ¹ as of December 31, 2004	1 Year	5 Years	10 Years

Class A shares – Before Taxes ²	1.66%	-13.66%	2.74%

Class B shares – Before Taxes ²	2.21%	-13.96%	2.61%

Class C shares – Before Taxes ^2,3	6.02%	-13.20%	3.03%

Class D shares – Before Taxes	3.29%	-13.19%	3.05%

Class D shares – After Taxes on Distributions	3.26%	-14.09%	1.27%

Class D shares – After Taxes on Distributions and Sales of Shares	2.18%	-10.67%	2.37%

Class R shares – Before Taxes ²	7.88%	-12.46%	3.47%

Institutional Service Class shares – Before Taxes ²	8.26%	-12.33%	3.55%

Institutional Class shares – Before Taxes ²	8.26%	-12.33%	3.52%

Russell 1000 Growth Index ⁴	6.30%	-9.29%	9.59%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares, and include the performance of its predecessor fund prior to May 11, 1998.

2	Returns through May 11, 1998 include the performance of the Fund’s predecessor fund. These returns were achieved prior to the creation of the Class A shares and Class B shares (May 11, 1998). Returns between May 11, 1998 and the first offering of Class C shares (March 1, 2001), Class R shares (December 30, 2003), Institutional Service Class shares (January 2, 2002), and Institutional Class shares (June 29, 2004) are based on Class D performance. Excluding the effect of certain fee waivers or reimbursements, the prior performance is similar to what these classes would have produced during those periods because they all invest in the same portfolio of securities. Performance for these classes has been restated to reflect differences in sales charges, but not differing fees. If these fees were reflected, performance for Class C and Class R shares would have been lower. Institutional Service Class and Institutional Class shares do not have any sales charges.

3	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.

4	The Russell 1000 Growth Index is an unmanaged index that measures the performance of the stocks of the companies in the Russell 1000 Index with higher price-to-book ratios and higher forecasted growth values. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.

GARTMORE CORE EQUITY SERIES

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SECTION 1 GARTMORE GROWTH FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:

Shareholder Fees (paid directly from your investment) ¹	Class A Shares	Class B Shares	Class C Shares	Class D Shares	Class R Shares		Institutional Service Class Shares	Institutional Class Shares


Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	5.75% ²	None	None	4.50% ²		None	None	None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)	None ³	5.00% ⁴	1.00% ⁵	None		None	None	None

Redemption/Exchange Fee (as percentage of amount redeemed or exchanged) ⁶	2.00%	2.00%	2.00%	2.00%		2.00%	2.00%	2.00%

Applies only to exchanges and redemptions within 30 days after purchase.

Annual Fund Operating Expenses (deducted from Fund assets)	Class A Shares	Class B Shares	Class C Shares	Class D Shares		Class R Shares	Institutional Service Class Shares	Institutional Class Shares

Management Fees (paid to have the Fund’s investments professionally managed)	0.60%	0.60%	0.60%	0.60%		0.60%	0.60%	0.60%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)	0.25%	1.00%	1.00%	None		0.40% ⁷	None	None

Other Expenses	0.34%	0.24%	0.24%	0.25%		0.44%	0.24%	0.24%

Total Annual Fund Operating Expenses	1.19%	1.84%	1.84%	0.85%		1.44%	0.84%	0.84%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.

2	The sales charge on purchases of Class A and Class D shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class—Reduction and Waiver of Class A and Class D Sales Charges.

3	A contingent deferred sales charge (CDSC) of up to 0.50% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.

4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class—Class B Shares.

5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class—Class C Shares.

6	A redemption/exchange fee of 2.00% applies to shares redeemed or exchanged within 30 days after the date they were purchased. This fee is intended to discourage frequent trading of Fund shares that can negatively affect the Fund’s performance. The fee does not apply to shares purchased through reinvested dividends or capital gains or shares held in certain omnibus accounts or retirement plans that cannot implement the fee. See Section 4, Investing with Gartmore: Selling Shares—Exchange and Redemption Fees.

7	Pursuant to the Fund’s 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.


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SECTION 1 GARTMORE GROWTH FUND SUMMARY AND PERFORMANCE (con’t.)

Example

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

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$689	$931	$1,192	$1,935

Class B shares	$687	$879	$1,195	$1,909

Class C shares	$287	$579	$995	$2,159

Class D shares	$533	$709	$900	$1,452

Class R shares	$147	$456	$787	$1,724

Institutional Service Class shares	$86	$268	$466	$1,037

Institutional Class shares	$86	$268	$466	$1,037

*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:


	1 Year	3 Years	5 Years	10 Years

Class B shares	$187	$579	$995	$1,909

Class C shares	$187	$579	$995	$2,159

**Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class R, Institutional Service Class and Institutional Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.


GARTMORE CORE EQUITY SERIES \|	7

Back to Contents

SECTION 1 GARTMORE LARGE CAP VALUE FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks to maximize total return , consisting of both capital appreciation and current income.

Principal Strategies

The Fund typically invests at least 80% of its net assets in equity securities issued by large cap companies, utilizing a value style of investing. In pursuing the Fund’s objective, the portfolio managers compare securities of larger companies to others similarly situated, using some or all of the following factors, which the portfolio managers believe have predictive performance characteristics:

•	earnings momentum
•	price momentum
•	price-to-economic value

The portfolio managers further seek to minimize risk by investing in companies that possess characteristics similar to the companies in the Fund’s benchmark, the Russell 1000 ¹ Value Index, which measures the performance of those Russell 1000 ¹ companies with lower price-to-book ratios and lower forecasted growth values.

The Fund’s management considers selling securities if:

•	there are other more attractive securities available
•	if the business environment is changing, or
•	to control the overall risk of the Fund’s portfolio.

Gartmore Mutual Fund Capital Trust, the Fund’s investment adviser, has chosen NorthPointe Capital, LLC (“NorthPointe”) as subadviser to manage the Fund’s portfolio on a day-to-day basis.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Stock market risk — the Fund could lose value if the individual stocks in which the Fund has invested or overall stock markets in which they trade go down.

Selection risk – the portfolio manager may select securities that underperform the stock market, the Russell 1000 Value ^® Index, or other funds with similar investment objectives and strategies.

Value style risk – over time, a value investing style may go in and out of favor, causing the Fund to sometimes underperform other equity funds that use different investing styles. Value stocks as a group may be out of favor and underperform the overall equity market for a long period of time, while the market concentrates on “growth” stocks.

Portfolio turnover – the Fund may engage in active and frequent trading of portfolio securities. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Fund’s performance and may:

	•	increase share price volatility, and
	•	result in additional tax consequences for Fund shareholders.

If the value of the Fund’s investments goes down, you may lose money.


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SECTION 1 GARTMORE LARGE CAP VALUE FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class A shares) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

After-tax returns are shown for Class A shares only and will vary for other classes. After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Your actual after-tax return depends on your personal tax si- tuation and may differ from what is shown here. After-tax returns are not relevant to investors in tax-deferred arrangements, such as individual retirement accounts, 401(k) plans or certain other employer-sponsored retirement plans.

Annual Total Returns – Class A Shares*
(Years Ended December 31)

*	These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown.

Average annual total returns ¹	1 Year	5 Years		Since inception
as of December 31, 2004			(November 2, 1998)

Class A shares – Before Taxes	9.21%	5.79%		4.82%

Class A shares – After Taxes on Distributions	9.05%	5.30%		4.33%

Class A shares – After Taxes on Distributions and Sales of Shares	6.18%	4.74%		3.89%

Class B shares – Before Taxes	10.23%	6.07%		5.03%

Class C shares – Before Taxes ^2,3	14.19%	6.42%		5.06%

Class R shares – Before Taxes ²	15.89%	6.51%		5.13%

Institutional Service Class shares – Before Taxes ⁴	15.33%	8.55%		5.83%
Russell 1000 Value Index ⁵	16.49%	5.27%		13.83%


	1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares.


	2	Returns before the first offering of Class C shares March 1, 2001, and Class R shares October 1, 2003, are based on the performance of Class B shares. Excluding the effect of any fee waivers or reimbursements, this performance is substantially similar to what Class C shares and Class R shares would have produced because these three classes invest in the same portfolio of securities. Returns for these classes have been adjusted to eliminate sales charges that do not apply to that class, but have not been adjusted to reflect its lower expenses.


	3	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.


	4	These returns include the performance of the Fund’s Institutional Service Class shares through March 5, 2002 (when all the prior shares were liquidated) and the Fund’s Class A shares form March 6, 2002 through December 31, 2004. Excluding the effect of any fee waivers or reimbursements, this performance is substantially similar to what Institutional Service Class shares would have produced because these two classes invest in the same portfolio of securities. Returns for the Institutional Service Class have been adjusted for the fact that sales charges do not apply to that class, but have not been adjusted to reflect its lower expenses.

The Russell 1000 Value Index is an unmanaged index that measures the performance of the stocks of U.S. companies in the Russell 1000 Index with lower price-to-book ratios and lower forecasted growth values. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.


GARTMORE CORE EQUITY SERIES \|	9

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SECTION 1 GARTMORE LARGE CAP VALUE FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:



	Shareholder Fees	Class A		Class B		Class C		Class R		Institutional
	(paid directly from	Shares		Shares		Shares		Shares		Service
	your investment) ¹									Class Shares

	Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	5.75%	²	None		None		None		None

	Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)	None	³	5.00%	⁴	1.00%	⁵	None		None

	Redemption/Exchange Fee (as percentage of amount redeemed or exchanged) ⁶	2.00%		2.00%		2.00%		2.00%		2.00%

Applies only to exchanges and redemptions within 30 days after purchase.

	Annual Fund Operating	Class A		Class B		Class C		Class R		Institutional
	Expenses (deducted from	Shares		Shares		Shares		Shares		Service
	Fund assets)									Class Shares

	Management Fees (paid to have the Fund’s investments professionally managed)	0.75%		0.75%		0.75%		0.75%		0.75%

	Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)	0.25%		1.00%		1.00%		0.40%	⁷	None

	Other Expenses	0.45%		0.31%		0.31%		0.51%		0.31%

	Total Annual Fund Operating Expenses	1.45%		2.06%		2.06%		1.66%		1.06%

	Amount of Fee Waiver/ Expense Reimbursement	0.06%		0.06%		0.06%		0.06%		0.06%

	Total Annual Fund Operating Expenses (After Waivers/Reimbursements) ⁸	1.39%		2.00%		2.00%		1.60%		1.00%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.


2	The sales charge on purchases of Class A shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class–Reduction and Waiver of Class A and Class D Sales Charges.


3	A contingent deferred sales charge (CDSC) of up to 0.50% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.


4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class–Class B Shares.


5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class–Class C Shares.

A redemption/exchange fee of 2.00% applies to shares redeemed or exchanged within 30 days after the date they were purchased. This fee is intended to discourage frequent trading of Fund shares that can negatively affect the Fund’s performance. The fee does not apply to shares purchased through reinvested dividends or capital gains or shares held in certain omnibus accounts or retirement plans that cannot implement the fee. See Section 4, Investing with Gartmore: Selling Shares–Exchange and Redemption Fees.


7	Pursuant to the Fund’s 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.


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SECTION 1 GARTMORE LARGE CAP VALUE FUND SUMMARY AND PERFORMANCE (con’t.)

Example

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

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$708	$1,002	$1,316	$2,206

Class B shares	$703	$940	$1,303	$2,156

Class C shares	$303	$640	$1,103	$2,385

Class R shares	$163	$518	$897	$1,960

Institutional Service Class shares	$102	$331	$579	$1,289


*	Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:


	1 Year	3 Years	5 Years	10 Years

Class B shares	$203	$640	$1,103	$2,156

Class C shares	$203	$640	$1,103	$2,385

**	Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class R and Institutional Service Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.


GARTMORE CORE EQUITY SERIES \|	11

Back to Contents

SECTION 1 GARTMORE MID CAP GROWTH FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks long-term capital appreciation.

Principal Strategies

The Fund typically invests at least 80% of its net assets in equity securities issued by mid cap companies , utilizing a growth style of investing. In pursuing the Fund’s objective, the management seeks “growth” companies that appear to be reasonably priced, using several of the following characteristics:

•	consistent above-average earnings growth and superior forecasted growth versus the market

•	financial stability and strength

•	a healthy balance sheet

•	strong competitive advantage within a company’s industry

•	positive investor sentiment

•	relative market value

•	strong management team

The Fund typically holds securities of approximately 60 to 80 companies, and may sell based on the following criteria:

•	change in company fundamentals

•	cheaper attractive stocks become available

•	financial strength and stability weakens

While the Fund may also sell a security if its market capitalization exceeds the definition of mid cap companies, it is not required to sell solely because of that fact.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Stock market risk – the Fund could lose value if the individual stocks in which the Fund has invested or overall stock markets in which they trade go down.

Selection risk – the portfolio manager may select securities that underperform the stock market, the Russell Midcap Growth ^® Index, or other funds with similar investment objectives and strategies.

Mid-cap risk – results from investing in stocks of mid-sized companies, which are the Fund’s primary investments. Because mid-cap stocks may be less stable in price and less liquid than those of larger, more established companies, the Fund’s investments in mid-cap stocks can involve greater risk.

Growth style risk — over time, a growth investing style may go in and out of favor, causing the Fund to sometimes underperform other equity funds that use different investing styles.

If the value of the Fund’s investments goes down, you may lose money.



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SECTION 1 GARTMORE MID CAP GROWTH FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table to the right can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class A shares) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

After-tax returns are shown for Institutional Class shares only and will vary for other classes. After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect state and local taxes. Your actual after-tax return depends on your personal tax situation and may differ from what is shown here. After-tax returns are not relevant to investors in tax-deferred arrangements, such as individual retirement accounts, 401(k) plans or certain other employer-sponsored retirement plans.

Annual Total Return – Institutional Class Shares*
(Years Ended December 31)

*	These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown.

Average annual total returns ¹	1 Year	Since inception
as of December 31, 2004		(October 1, 2002)

Class A shares – Before Taxes ²	7.80%	20.39%

Class B shares – Before Taxes ²	8.61%	22.15%

Class C shares – Before Taxes ^2,3	12.54%	23.15%

Class R shares – Before Taxes ²	14.10%	23.50%

Institutional Service Class shares – Before Taxes ²	14.73%	23.88%

Institutional Class shares – Before Taxes	14.73%	23.88%

Institutional Class shares – After Taxes on Distributions	13.99%	23.09%

Institutional Class shares – After Taxes on Distributions and Sales of Shares	10.57%	20.43%

Russell Midcap Growth Index ⁴	15.48%	29.02%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares.

Returns prior to the creation of Class A shares March 5, 2003, Class B and Class C shares August 21, 2003 and Class R shares October 1, 2003 are based on the performance of Institutional Class shares. Returns for the Institutional Service Class shares through December 31, 2004, include performance of the Fund’s Institutional Class because the Institutional Service Class had not yet commenced operations. Excluding the effect of any fee waivers or reimbursements, this performance is substantially similar to what Class A, Class B, Class C, Class R and Institutional Service Class shares would have produced because all classes invest in the same portfolio of securities. Returns for these classes have been restated to reflect differing sales charges (where applicable), but have not been adjusted to reflect differing levels of other fees (primarily Rule 12b-1 and/or administrative services fees). If these fees were reflected, the performance for Class A, Class B, Class C, Class R and Institutional Service Class shares would have been lower.


3	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.

The Russell Midcap Growth Index is an unmanaged index of mid-capitalization growth stocks of U.S. companies with a capitalization range of $597 million to $17.5 billion as of January 31, 2005. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.



GARTMORE CORE EQUITY SERIES \|	13

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SECTION 1 GARTMORE MID CAP GROWTH FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:

Shareholder Fees

Class A

Class B

Class C

Class R

Institutional

(paid directly from

Shares

Service

Class

your investment) ¹

Class Shares

Shares

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75% ²

None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)

None ³

5.00% ⁴

1.00% ⁵

None

Redemption/Exchange Fee (as percentage of amount redeemed or exchanged) ⁶

2.00%

Applies only to exchanges and redemptions within 90 days after purchase .

Annual Fund Operating

Class A

Class B

Class C

Class R

Institutional

Expenses (deducted from

Shares

Service

Class

Fund assets)

Class Shares

Shares

Management Fees (paid to have the Fund’s investments professionally managed) ⁷

0.75%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)

0.25%

1.00%

0.40% ⁸

None

Other Expenses

1.51%

1.71%

1.51%

Total Annual Fund Operating Expenses

2.51%

3.26%

2.86%

2.26%

Amount of Fee Waiver/ Expense Reimbursement

1.11%

Total Annual Fund Operating Expenses (After Waivers/Reimbursements) ⁹

1.40%

2.15%

1.75%

1.15%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.


2	The sales charge on purchases of Class A shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class – Reduction and Waiver of Class A and Class D Sales Charges.


3	A contingent deferred sales charge (CDSC) of up to 0.50% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.


4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class – Class B Shares.


5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class — Class C Shares.


7	The management fee represents the maximum fee that could be paid to Gartmore Mutual Fund Capital Trust (the “Adviser”) under its advisory agreement for the Fund. See Section 3, Fund Management for management fee breakpoints for the Fund.


8	Pursuant to the Fund’s 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.

Gartmore Mutual Funds (the “Trust”) and the Adviser have entered into a written agreement limiting operating expenses (excluding certain Fund expenses, including, but not limited to, any taxes, interest, brokerage fees, extraordinary expenses, Rule 12b-1 fees, short sale dividend expenses and administrative services fees) from exceeding 1.15% for each Class at least through February 28, 2006. If the maximum amount of the Rule 12b-1 fees and administrative services fees were charged, “Total Annual Fund Operating Expenses (After Waivers/Reimbursements)” could increase to 1.65% for Class A and 1.90% for Class R shares of the Fund before the Adviser would be required to further limit the Fund’s expenses. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or the cost of “Other Expenses” paid by the Adviser provided that any such reimbursement will not cause the Fund to exceed the expense limitations in the agreement. The Adviser may request and receive reimbursement of fees waived or limited and other reimbursements made by the Adviser. Any reimbursement to the Adviser must not continue to accrue more than three years from the fiscal year in which the corresponding reimbursement to the Fund was made.



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SECTION 1 GARTMORE MID CAP GROWTH FUND SUMMARY AND PERFORMANCE (con’t.)

Example This Example is intended to help you to compare the cost of investing in the Fund with the cost of investing in other mutual funds. The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$709	$1,212	$1,740	$3,178

Class B shares	$718	$1,200	$1,807	$3,229

Class C shares	$318	$900	$1,607	$3,483

Class R shares	$178	$781	$1,411	$3,106

Institutional Service Class shares	$117	$600	$1,109	$2,509

Institutional Class shares	$117	$600	$1,109	$2,509

*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:

	1 Year	3 Years	5 Years	10 Years

Class B shares	$218	$900	$1,607	$3,229


Class C shares	$218	$900	$1,607	$3,483

**Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class R, Institutional Service Class and Institutional Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.

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SECTION 1 GARTMORE NATIONWIDE FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks total return through a flexible combination of capital appreciation and current income.

Principal Strategies

The Fund invests primarily in common stocks and convertible securities that may pay dividends and other income, instead of relying solely on a security’s prospects for increasing in value. Because income from dividend and interest typically is more certain than is appreciation in the value of a security, a total return approach may help the Fund achieve more stable, dependable returns. The portfolio managers seek to invest in companies with one or more of the following characteristics:

•	above-average revenue growth
•	consistent earnings growth
•	above-average earnings growth
•	attractive valuation.

The portfolio managers generally sell a company’s securities if:

•	the share price increases significantly,
•	the earnings outlook becomes less attractive, or
•	more favorable opportunities are identified.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Stock market risk – the Fund could lose value if the individual stocks in which the Fund has invested or overall stock markets in which they trade go down.

Selection risk – the portfolio manager may select securities that underperform the stock market, the Standard & Poor’s (S&P) 500 ^® Index, or other funds with similar investment objectives and strategies.

Portfolio turnover – the Fund may engage in active and frequent trading of portfolio securities. A higher portfolio turnover rate increases transaction costs and, as a result, may adversely impact the Fund’s performance and may:

	•	increase share price volatility, and
	•	result in additional tax consequences for Fund shareholders.

If the value of the Fund’s investments goes down, you may lose money.


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SECTION 1 GARTMORE NATIONWIDE FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class D shares) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

Annual Total Returns – Class D Shares*
(Years Ended December 31)

*These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown.

Average annual total returns ¹ as of December 31, 2004
	1 Year	5 Years	10 Years

Class A shares – Before Taxes ²	3.22%	-1.51%	10.47%

Class B shares – Before Taxes ²	3.81%	-1.36%	10.55%

Class C shares – Before Taxes ^{2, 3}	7.75%	-0.84%	10.86%

Class D shares – Before Taxes	4.85%	-1.02%	10.76%

Class D shares – After Taxes on Distributions	4.60%	-2.43%	8.96%

Class D shares – After Taxes on Distributions and Sales of Shares	3.47%	-1.28%	8.79%

Class R shares – Before Taxes ²	9.34%	-0.22%	11.21%

Institutional Service Class shares – Before Taxes ²	9.85%	-0.08%	11.29%

Institutional Class shares – Before Taxes ²	9.81%	-0.10%	11.27%

S&P 500 Index ⁴	10.87%	-2.30%	12.07%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares, and include the performance of of its predecessors fund prior to May 11, 1998.

2	Returns through May 11, 1998 include the performance of the Fund’s predecessor Fund. These returns were achieved prior to the creation of the Class A shares and Class B shares (May 11, 1998). Returns between May 11, 1998 and the first offering of Class C shares (March 1, 2001), Class R shares (October 1, 2003), Institutional Service Class shares (January 2, 2002), and Institutional Class shares (June 29, 2004) are based on Class D performance. Excluding the effect of certain fee waivers or reimbursements, the prior performance is similar to what these classes would have produced during those periods because all five classes invest in the same portfolio of securities. Performance for these classes has been restated to reflect differences in sales charges, but not differing fees. If these fees were reflected, performance for Class A, Class B, Class C and Class R shares would have been lower. Institutional Class shares do not have any sales charges.

3	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.

4	The S&P 500 Index is an unmanaged market capitalization-weighted index of 500 widely held stocks of large U.S. companies that gives a broad look at how the stock prices of those companies have performed. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.


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SECTION 1 GARTMORE NATIONWIDE FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:

Shareholder Fees

Class A

Class B

Class C

Class D

Class R

Institutional

(paid directly from

Shares

Service

Class

your investment) ¹

Class Shares

Shares

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price

5.75% ²

None

4.50% ²

None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)

None ³

5.00% ⁴

1.00% ⁵

None

Redemption/Exchange Fee
(as percentage of amount redeemed or exchanged) ⁶

2.00%

Applies only to exchanges and redemptions within 30 days after purchase.

Annual Fund Operating

Class A

Class B

Class C

Class D

Class R

Institutional

Expenses (deducted from

Shares

ServiceClass
Shares

Class
Shares

Fund assets)

Management Fees (paid to have the Fund’s investments professionally managed)

0.60%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well
as certain shareholder
servicing costs)

0.25%

1.00%

None

0.40% ⁷

None

Other Expenses

0.28%

0.19%

0.25%

0.39%

0.19%

Total Annual Fund Operating Expenses

1.10%

1.76%

0.82%

1.36%

0.76%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.

2	The sales charge on purchases of Class A and Class D shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class – Reduction and Waiver of Class A and Class D Sales Charges.

3	A contingent deferred sales charge (CDSC) of up to 0.50% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.

4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class – Class B Shares.

5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class — Class C Shares.

6	A redemption/exchange fee of 2.00% applies to shares redeemed or exchanged within 30 days after the date they were purchased. This fee is intended to discourage frequent trading of Fund shares that can negatively affect the Fund’s performance. The fee does not apply to shares purchased through reinvested dividends or capital gains or shares held in certain omnibus accounts or retirement plans that cannot implement the fee. See Section 4, Investing with Gartmore: Selling Shares – Exchange and Redemption Fees.

7	Pursuant to the Fund’s 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.


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SECTION 1 GARTMORE NATIONWIDE FUND SUMMARY AND PERFORMANCE (con’t.)

Example

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

The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years



Class A shares*	$681	$905	$1,146	$1,838



Class B shares	$679	$854	$1,154	$1,818



Class C shares	$279	$554	$954	$2,073



Class D shares	$530	$700	$885	$1,418



Class R shares	$138	$431	$745	$1,635



Institutional Service Class shares	$78	$243	$422	$942



Institutional Class shares	$78	$243	$422	$942



*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:

	1 Year	3 Years	5 Years	10 Years



Class B shares	$179	$554	$954	$1,818


Class C shares	$179	$554	$954	$2,073



**Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class R, Institutional Service Class and Institutional Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.


	GARTMORE CORE EQUITY SERIES	\| 19

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SECTION 1 GARTMORE SMALL CAP FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks long-term capital appreciation.

Principal Strategies

The Fund typically invests at least 80% of its net assets in equity securities issued by small cap companies . The Fund also may invest in foreign securities and securities of larger companies. The Fund’s management considers many factors in selecting securities for investment, including measures of earnings momentum, relative value, management action and price trend. The portfolio managers focus on securities that exhibit some or all of the following characteristics:

•	attractive valuation and near-term strength of business ( e.g. , based on estimate revisions and earnings surprises)
•	long-term growth prospects of the company and its industry
•	level of duress a company is experiencing
•	price-to-earnings ratio and price-to-free cash flow ratio that, in the team’s opinion, reflect the best standards of value
•	quality of earnings

The Fund’s management considers selling a security when:

•	a company’s market capitalization exceeds the benchmark capitalization range
•	long-term growth prospects deteriorate
•	more compelling investment values are identified
•	near-term reported or pre-announced earnings are disappointing and recurring
•	the stock attains full valuation relative to stocks of similar companies or reaches the team’s price target

The Fund may invest without limit in initial public offerings (“IPOs”) of small-cap companies , although such IPOs may not be available for investment by the Fund or the impact of any such IPO would be uncertain.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Stock market risk – the Fund could lose value if the individual stocks in which the Fund has invested or overall stock markets in which they trade go down.

Selection risk – the portfolio manager may select securities that underperform the stock market, the Russell 2000 Index, or other funds with similar investment objectives and strategies.

Small-cap risk – results from investing in stocks of smaller companies. Smaller companies are usually less stable in price and less liquid than those of larger, more established companies. Therefore, they generally involve greater risk.

Foreign risk – is the risk that foreign securities may be more volatile, harder to price and less liquid than U.S. securities.

Initial public offering risk – availability of IPOs may be limited and the Fund may not be able to buy any shares at the offering price, or may not be able to buy as many shares at the offering price as it would like. Further, IPO prices often are subject to greater and more unpredictable price changes than more established stocks.

Portfolio turnover – the Fund may engage in active and frequent trading of portfolio securities. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Fund’s performance and may:

	•	increase share price volatility, and
	•	result in additional tax consequences for Fund shareholders.

If the value of the Fund’s investments goes down, you may lose money.

20 |

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SECTION 1 GARTMORE SMALL CAP FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class A shares) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

Annual Total Returns – Class A Shares*
(Years Ended December 31)

*These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown.

Average annual total returns ¹	1 Year	5 Years	Since inception
as of December 31, 2004			(November 2, 1998)

Class A shares – Before Taxes	18.53%	7.94%	10.89%

Class A shares – After Taxes on Distributions	16.61%	6.85%	9.90%

Class A shares – After Taxes on Distributions and Sales of Shares	14.60%	6.38%	9.08%

Class B shares – Before Taxes	19.97%	8.21%	11.27%

Class C shares – Before Taxes ^2,3	24.02%	8.54%	11.30%

Class R shares – Before Taxes ²	25.55%	8.60%	11.35%

Institutional Service Class shares – Before Taxes	25.92%	9.40%	12.13%

Institutional Class shares – Before Taxes ⁴	26.13%	9.44%	12.16%

Russell 2000 Index ⁵	18.33%	6.61%	10.65%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares.

2	Returns before the first offering of Class C shares (3/1/01) and Class R shares (12/31/03) are based on the performance of Class B shares. Excluding the effect of any fee waivers or reimbursements, this performance is substantially similar to what Class C and Class R shares would have produced because all three classes invest in the same portfolio of securities. Returns for these classes have been adjusted to eliminate sales charges that do not apply to these classes, but have not been adjusted to reflect their lower expenses.

3	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.

4	Returns before the first offering of Institutional Class shares (6/29/04) are based on the performance of Institutional Service Class shares. This performance is substantially similar to what the Institutional Class shares would have produced because both classes invest in the same portfolio of securities. Returns for the Institutional Class have not been adjusted to reflect its lower expenses.

5	The Russell 2000 Index is an unmanaged index that measures the performance of the stocks of small-capitalization U.S. companies. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of the Indexes would be lower.

GARTMORE CORE EQUITY SERIES |

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SECTION 1 GARTMORE SMALL CAP FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:

Shareholder Fees

Class A

Class B

Class C

Class R

Institutional

(paid directly from
your investment) ¹

Shares

Service
Class Shares

Class
Shares

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75% ²

None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)

None ³

5.00% ⁴

1.00% ⁵

None

Redemption/Exchange Fee (as percentage of amount redeemed or exchanged) ⁶

2.00%

Applies only to exchanges and redemptions within 90 days after purchase.

Annual Fund Operating

Class A

Class B

Class C

Class R

Institutional

Expenses (deducted from

Shares

Service

Class

Fund assets)

Class Shares

Shares

Management Fees (paid to have the Fund’s investments professionally managed) ⁷

0.95%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)

0.25%

1.00%

0.40% ⁷

None

Other Expenses

0.39%

0.25%

0.45%

0.50%

0.25%

Total Annual Fund Operating Expenses

1.59%

2.20%

1.80%

1.45%

1.20%

Amount of Fee Waiver/ Expense Reimbursement

None

Total Annual Fund Operating Expenses (After Waivers/Reimbursements) ⁸

1.59%

2.20%

1.80%

1.45%

1.20%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.

2	The sales charge on purchases of Class A shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class – Reduction and Waiver of Class A and Class D Sales Charges.

3	A contingent deferred sales charge (CDSC) of up to 0.50% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.

4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class – Class B Shares.

5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class – Class C Shares.

6	A redemption/exchange fee of 2.00% applies to shares redeemed or exchanged within 90 days after the date they were purchased. This fee is intended to discourage frequent trading of Fund shares that can negatively affect the Fund’s performance. The fee does not apply to shares purchased through reinvested dividends or capital gains or shares held in certain omnibus accounts or retirement plans that cannot implement the fee. See Section 4, Investing with Gartmore: Selling Shares – Exchange and Redemption Fees.

7	Pursuant to the Fund’s 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.

8	The Gartmore Mutual Funds (the “Trust”) and Gartmore Mutual Funds Capital Trust (the “Adviser”) have entered into a written agreement limiting operating expenses (excluding certain Fund expenses, including, but not limited to, any taxes, interest, brokerage fees, extraordinary expenses, Rule 12b-1 fees, short sale dividend expenses and administrative services fees) from exceeding 1.35% for each Class at least through February 28, 2006. If the maximum amount of the Rule 12b-1 fees and administrative services fees were charged, “Total Annual Fund Operating Expenses (After Waivers/Reimbursements)” could increase to 1.70% for Class A and 1.95% for Class R of the Fund before the Adviser would be required to further limit the Fund’s expenses.

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SECTION 1 GARTMORE SMALL CAP FUND SUMMARY AND PERFORMANCE (con’t.)

Example

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

The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$727	$1,048	$1,391	$2,356

Class B shares	$723	$988	$1,380	$2,308

Class C shares	$323	$688	$1,180	$2,534

Class R shares	$183	$566	$975	$2,116

Institutional Service Class shares	$178	$459	$792	$1,735

Institutional Class shares	$122	$381	$660	$1,455

*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:

	1 Year	3 Years	5 Years	10 Years

Class B shares	$223	$688	$1,180	$2,308

Class C shares	$223	$688	$1,180	$2,534

**	Expenses paid on the same investment in Class A (unless your purchase is subject to a contingent deferred sales charge for a purchase of $1,000,000 or more), Class R, Institutional Service Class and Institutional Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.

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SECTION 2 FUND DETAILS

Additional Information about Investments, Investment Techniques and Risks

Stock market risk – Each of the Funds could lose value if the individual stocks in which it has invested and/or the overall stock markets on which the stocks trade decline in price. Stocks and stock markets may experience short-term volatility (price fluctuation) as well as extended periods of price decline or little growth. Individual stocks are affected by many factors, including:

•	corporate earnings
•	production
•	management
•	sales, and
•	market trends, including investor demand for a particular type of stock, such as growth or value stocks, small or large stocks, or stocks within a particular industry.

Foreign securities risk – Foreign securities in which a Fund may invest may be more volatile, harder to price and less liquid than U.S. securities. Foreign investments involve some of the following risks as well:

•	political and economic instability
•	the impact of currency exchange rate fluctuations
•	reduced information about issuers
•	higher transaction costs
•	less stringent regulatory and accounting standards
•	delayed settlement

Additional risks include the possibility that a foreign jurisdiction might impose or increase withholding taxes on income payable with respect to foreign securities, the possible seizure, nationalization or expropriation of the issuer or foreign deposits (in which a Fund could lose its entire investment in a certain market) and the possible adoption of foreign governmental restrictions such as exchange controls. To the extent a Fund invests in countries with emerging markets, the foreign securities risks are magnified since these countries often have unstable governments, more volatile currencies and less established markets.

Small-cap risk – in general, stocks of small-cap companies trade in lower volumes and are subject to greater or more unpredictable price changes than larger cap securities or the market overall. Small-cap companies may have limited product lines or markets, be less financially secure than larger companies, or depend on a small number of key personnel. If adverse developments occur, such as due to management changes or product failure, the Fund’s investment in a small-cap company may lose substantial value. Investing in small-cap companies requires a longer term investment view and may not be appropriate for all investors.

Depositary receipts – Certain Funds may invest in securities of foreign issuers in the form of depositary receipts, such as American Depositary Receipts (“ADRs”), European Depositary Receipts (“EDRs”) and Global Depositary Receipts (“GDRs”), which typically are issued by local financial institutions and evidence ownership of the underlying securities. Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may be converted. Depositary receipts may or may not be jointly sponsored by the underlying issuer. The issuers of unsponsored depositary receipts are not obligated to disclose information that is, in the United States, considered material. Therefore, there may be less information available regarding these issuers and there may not be a correlation between such information and the market value of the depositary receipts. Certain depositary receipts are not listed on an exchange and therefore may be considered to be illiquid securities.

Preferred stock – a class of stock that often pays dividends at a specified rate and has preference over common stock in dividend payments and liquidation of assets. Preferred stock may be convertible into common stock.

Convertible securities – are generally debt securities or preferred stocks that may be converted into common stock. Convertibles typically pay current income as either interest (debt security convertibles) or dividends (preferred stocks). A convertible’s value usually reflects both the stream of current income payments and the value of the underlying common stock. The market value of a convertible performs like that of a regular debt security, that is, if market interest rates rise, the value of a convertible usually falls. Since it is convertible into common stock, the convertible also has the same types of market and issuer risk as the underlying common stock.

Warrants – are securities that give the holder of the warrant the right to buy common stock at a specified price for a specified period of time. Warrants are considered speculative and have no value if they are not exercised before their expiration date.


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SECTION 2 FUND DETAILS (con’t.)

Securities lending – The Funds may lend securities, which involves the risk that the borrower may fail to return the securities in a timely manner or at all. Consequently, a Fund may lose money and there could be a delay in recovering the loaned securities. A Fund could also lose money if it does not recover the loaned securities and/or the value of the collateral falls, including the value of investments made with cash collateral. Under certain circumstances these events could trigger adverse tax consequences to a Fund.

Portfolio turnover – the Funds may engage in active and frequent trading of portfolio securities. A higher portfolio turnover rate increases transaction costs and as a result may adversely impact the Fund’s performance and may:

•	increase share price volatility, and
•	result in additional tax consequences for Fund shareholders.

Temporary investments – Each of the Funds generally will be fully invested in accordance with its objective and strategies. However, pending investment of cash balances, or if the Fund’s management believes that business, economic, political or financial conditions warrant, a Fund may invest without limit in cash or money market cash equivalents, including:

•	short-term U.S. government securities
•	certificates of deposit, bankers’ acceptances, and interest-bearing savings deposits of commercial banks
•	prime quality commercial paper
•	repurchase agreements covering any of the securities in which the Fund may invest in directly, and
•	shares of other investment companies that invest in securities in which the Fund may invest, to the extent permitted by applicable law

The use of temporary investments prevents a Fund from fully pursuing its investment objective, and the Fund may miss potential market upswings.

A description of the Funds’ policies and procedures regarding the release of portfolio holdings information is available in the Funds’ Statement of Additional Information.


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SECTION 3 FUND MANAGEMENT

Investment Adviser

Gartmore Mutual Fund Capital Trust (GMF), located at 1200 River Road, Suite 1000, Conshohocken, Pennsylvania 19428, is the Funds’ investment adviser. The adviser manages the investment of the Funds’ assets and supervises the daily business affairs of the Funds.

Gartmore Mutual Fund Capital Trust was organized in 1999 as an investment adviser for mutual funds. The adviser is part of the Gartmore Group, the asset management arm of Nationwide Mutual Insurance Company. Gartmore Group represents a unified global marketing and investment platform featuring 10 affiliated investment advisers. Collectively, these affiliates (located in the U.S., U.K. and Japan) had over $80.2 billion in net assets under management as of December 31, 2004.

Gartmore Mutual Fund Capital Trust evaluates and monitors the performance of subadvisers and may allocate the Gartmore Large Cap Value Fund’s assets among one or more subadvisers. Gartmore Mutual Fund Capital Trust is also authorized to make investments for the Fund, but does not plan to do so at this time.

The Funds pay Gartmore Mutual Fund Capital Trust a management fee on the respective Fund’s average daily net assets. The total contractual management fees paid by each Fund for the fiscal year ended October 31, 2004 (including any fees paid to a subadviser), expressed as a percentage of a Fund’s average daily net assets and not taking into account any applicable waivers, were as follows:

Fund	Fee

Gartmore Growth Fund	0.59	%

Gartmore Large Cap Value Fund	0.75	%

Gartmore Mid Cap Growth Fund	0.75	%

Gartmore Nationwide Fund	0.57	%

Gartmore Small Cap Fund	0.95	%

Portfolio Management

Gartmore Growth Fund

Senior Portfolio Manager Christopher Baggini and Portfolio Manager Douglas Burtnick are responsible for the Fund’s day-to-day management and investment selection.

Mr. Baggini joined GMF in March 2000. Prior to joining GMF, Mr. Baggini was a Portfolio Manager for Allied Investment Advisors from November 1996 to March 2000.

Mr. Burtnick joined GMF in May 2002 from Brown Brothers Harriman & Company where he served as a risk manager in the private client group and portfolio manager from 2000 to 2002. From 1998 to 2002, he worked at Barra, Inc., a risk management firm, where he led a group focused on portfolio construction and risk management issues for institutional investors and hedge funds.

Multi-Manager Structure for Gartmore Large Cap Value Fund and Gartmore Small Cap Fund

GMF and the Trust have received an exemptive order from the Securities and Exchange Commission for a multi-manager structure that allows GMF to hire, replace or terminate a subadviser (excluding hiring a subadviser which is an affiliate of GMF) without the approval of shareholders. The order also allows GMF to revise a subadvisory agreement with a non-affiliate subadviser with the approval of the Trustees but without shareholder approval. Currently, the Gartmore Large Cap Value Fund is subadvised by NorthPointe Capital, LLC (NorthPointe), an affiliate of GMF, and the Gartmore Small Cap Fund is managed by GMF. If a new non-affiliate subadviser is hired for either Fund, shareholders will receive information about the new subadviser within 90 days of the change. The exemptive order allows these Funds greater flexibility enabling them to operate efficiently.

GMF performs the following oversight and evaluation services to these Funds:

•	initial due diligence on prospective Fund subadvisers.
•	monitoring subadviser performance, including ongoing analysis and periodic consultations.
•	communicating performance expectations and evaluations to the subadvisers.
•	making recommendations to the Board of Trustees regarding renewal, modification or termination of a subadviser’s contract.

GMF does not expect to recommend subadviser changes frequently, however GMF will periodically provide written reports regarding its evaluation and monitoring to the Board of Trustees. Although GMF will monitor the subadviser performance, there is no certainty that any subadviser or either of these Funds will obtain favorable results at any given time.

Subadviser for the Gartmore Large Cap Value Fund

Subject to the supervision of GMF and the Trustees, NorthPointe will manage the Fund’s assets in accordance with the Fund’s investment objective and strategies. NorthPointe makes investment decisions for the Fund and, in connection with such investment decisions, places buy and sell orders for securities.


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SECTION 3

FUND MANAGEMENT (con’t.)

NorthPointe Capital, LLC 101 West Big Beaver, Suite 745, Troy, Michigan 48084, was organized in 1999 and manages the Fund, as well as several other mutual funds and institutional accounts.

Out of its management fee, GMF paid NorthPointe an annual subadvisory fee of 0.35%, based on the Fund’s average daily net assets, for the fiscal year ended October 31, 2004.

Gartmore Large Cap Value Fund

Peter J. Cahill is lead portfolio manager of Gartmore Large Cap Value Fund. Jeffrey C. Petherick and Mary C. Champagne assist Mr. Cahill in Management of the Fund.
Mr. Cahill joined NorthPointe in January 2000. Previously, he was with Loomis, Sayles & Company L.P. from May 1997 to January 2000, as a director of quantitative research. Prior to May 1997, he was a quantitative researcher for Bank of America.

Mr. Petherick and Ms. Champagne joined NorthPointe in January 2000, and currently co-manage several Gartmore Funds. Between June 1995 and January 2000, they co-managed institutional and retail small cap value equity investments at Loomis, Sayles & Company, L.P., including the Loomis Sayles Small Cap Value Fund.

Gartmore Nationwide Fund

Gary D. Haubold and William H. Miller are co-managers of the Funds and are responsible for the day-to-day management of the Fund and selection of the Fund’s investments.

Mr. Haubold, CFA, has 20 years of investment experience and joined GMF in December 2003 from Edge Capital Management, an equity hedge fund he founded in 2000. He currently also manages the Gartmore Small Cap Leaders Fund, Gartmore GVIT Nationwide Leaders Fund and co-manages the Gartmore Nationwide Fund and the Gartmore GVIT Nationwide Fund. Between 1997 and 2000, he was the senior portfolio manager on several small-, mid- and large-cap value funds at Pilgrim Baxter and Associates. Prior to Pilgrim Baxter, Mr. Haubold was a senior portfolio manager at Miller Anderson & Sherrard, LLP, which is now part of Morgan Stanley Asset Management.

Mr. Miller began co-managing the Fund and Gartmore GVIT Nationwide Fund on September 1, 2000. Prior to joining GMF in July 1999, Mr. Miller held the following positions: Senior Portfolio Manager, Putnam Investments (1997-1999); Vice President and Assistant Portfolio Manager, Delaware Management Company (1995-1997).

Gartmore Mid Cap Growth Fund

Portfolio Manager Robert D. Glise, CFA, is responsible for the Fund’s day-to-day management and investment selection. Mr. Glise joined GMF in April 2002. Previously, he was Senior Portfolio Manager and Partner of Munder Capital Management and portfolio manager of the Munder MidCap Select Fund as well as co-manager of the Munder Small Company Growth Fund. Prior to that, he was a portfolio manager for the Eaton Corporation from April 1993 to January 1998.

Gartmore Small Cap Fund

Gary D. Haubold, CFA, senior portfolio manager, is responsible for the day-to-day management of the Fund, including the selection of the Fund’s investments. He currently also manages the Gartmore Small Cap Leaders Fund, Gartmore GVIT Nationwide Leaders Fund and co-manages the Gartmore Nationwide Fund and the Gartmore GVIT Nationwide Fund. Mr. Haubold joined GMF in December 2003 from Edge Capital Management, an equity hedge fund he founded in 2000. Between 1997 and 2000, he was the senior portfolio manager on several small-, mid- and large-cap value funds at Pilgrim Baxter & Associates. Prior to Pilgrim Baxter, Mr. Haubold was a senior portfolio manager at Miller Anderson & Sherrard, LLP, which is now part of Morgan Stanley Asset Management. Mr. Haubold has over 20 years investment management experience.

William Gerlach joined GMF in December 2003. From 1991 until he joined GMF, he held numerous positions at Morgan Stanley Investment Management – Miller Anderson & Sherrard, LLP. He was team leader for Mid and Small Cap Equity, managing core and value investment styles.

Charles Purcell joined GMF in December 2003. From 1994, he held numerous positions at Morgan Stanley Investment Management – Miller Anderson & Sherrard, LLP, including co-portfolio manager for both Mid Cap Core and Mid Cap Value portfolios.

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INVESTING WITH GARTMORE

Choosing a Share Class


	When selecting a share class, you should consider the following:

	•	which share classes are available to you,
	•	how long you expect to own your shares,
	•	how much you intend to invest,
	•	total costs and expenses associated with a particular share class, and
	•	whether you qualify for any reduction or waiver of sales charges.

	Your financial adviser can help you to decide which share class is best suited to your needs.

The Gartmore Funds offer several different share classes each with different price and cost features. The table below compares Class A, Class D, Class B and Class C shares, which are available to all investors.

Comparing Class A, Class D, Class B and Class C Shares

Classes and Charges		Points to Consider

Class A and Class D Shares

Front-end sales charge up to 5.75% for Class A shares and 4.50% for Class D shares.		A front-end sales charge means that a portion of your initial investment goes toward the sales charge and is not invested.

Contingent deferred sales charge (CDSC) ¹		Reduction and waivers of sales charges may be available.

Annual service and/or 12b-1 fee up to 0.25%		Total annual operating expenses are lower than Class B and Class C charges which means higher dividends and/or NAV per share.

		No conversion feature.
		No maximum investment amount.

Class B Shares

CDSC up to 5.00%		No front-end sales charge means your full investment immediately goes toward buying shares.

Annual service and/or 12b-1 fee up to 1.00%		No reduction of CDSC, but waivers may be available. The CDSC declines 1% in most years to zero after six years. Total annual operating expenses are higher than Class A charges which means lower dividends per share are paid. Automatic conversion to Class A shares after seven years, which means lower annual expenses in the future. Maximum investment amount of $100,000. Larger investments may be rejected.

Class C Shares

CDSC of 1.00%		No front-end sales charge means your full investment immediately goes toward buying shares.

Annual service and/or 12b-1 fee up to 1.00%		No reduction of CDSC, but waivers may be available.The CDSC declines to zero after one year. Total annual operating expenses are higher than Class A charges which means lower dividends and/or NAV per share. No conversion feature.Maximum investment amount of $1,000,000 ² . Larger investments may be rejected.


1	Unless you are otherwise eligible to purchase Class A shares without a sales charge, a CDSC of up to 1.00% will be charged on Class A shares redeemed within 18 months of purchase if you paid no sales charge on the original purchase and for which a finders fee was paid. With respect to such purchases, a finders fee of up to 1.00% on investments in Class shares that were not subject to a sales charge may be paid to your financial adviser or other intermediary. The CDSC covers the finders fee paid by the Distributor to your financial adviser or other intermediary.
2	This limit was calculated based on a one-year holding period.

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INVESTING WITH GARTMORE (con’t.)

Class A Shares

Class A shares may be most appropriate for investors who want lower fund expenses or those who qualify for reduced front-end sales charges or a waiver of sales charges.

Front-end Sales Charges for Class A Shares

Amount of Purchase	Offering Price	Sales Charge as a percentage of Net Amount Invested (approximately)	Dealer Commission as Percentage of Offering Price

Less than $50,000	5.75%	6.10%	5.00%

$50,000 to $99,999	4.75	4.99	4.00

$100,000 to $249,999	3.50	3.63	3.00

$250,000 to $499,999	2.50	2.56	2.00

$500,000 to $999,999	2.00	2.04	1.75

$1 million or more	None	None	None*


*	Dealer may be eligible for a finders fee as described in “Purchasing Class A Shares without a Sales Charge” below.

Class D Shares

Class D shares are available to the following:
•	investors who received Class D shares of a Fund in the reorganization of Nationwide Investing Foundation, Nationwide Investing Foundation II and Financial Horizons Investment Trust into Gartmore Mutual Funds in May 1998, as long as you purchase the Class D shares through the same account in the same capacity.
•	persons eligible to purchase Class D shares without a sales charge as described below and in the SAI.

Front-end Sales Charges for Class D Shares

Amount of Purchase	Offering Price	Sales Charge as a percentage of Net Amount Invested (approximately)	Dealer Commission as Percentage of Offering Price

Less than $50,000	4.50%	4.71%	4.00%

$50,000 to $99,999	4.00	4.17	3.50

$100,000 to $249,999	3.00	3.09	2.50

$250,000 to $499,999	2.50	2.56	1.75

$500,000 to $999,999	2.00	2.04	1.25

$1 million to $24,999,999	0.50	0.50	0.50

$25 million or more	None	None	None*


*	Dealer may be eligible for a finder’s fee as described in “Purchasing Class A Shares without a Sales Charge” below.

Reduction and Waiver of Class A and Class D Sales Charges

If you qualify for a reduction or waiver of Class A or Class D sales charges, you must notify Customer Service, your financial adviser or other intermediary at the time of purchase and must also provide any required evidence showing that you qualify. The value of cumulative quantity discount eligible shares equals the cost or current value of those shares, whichever is higher. The current value of shares is determined by multiplying the number of shares by their current net asset value. In order to obtain a sales charge reduction, you may need to provide your financial intermediary or the Fund’s Transfer Agent, at the time of purchase, with information regarding shares of the Funds held in other accounts which may be eligible for aggregation. Such information may include account statements or other records regarding shares of the Funds held in (i) all accounts (e.g., retirement accounts) with the Funds and your financial intermediary; (ii) accounts with other financial intermediaries; and (iii) accounts in the name of immediate family household members (spouse and children under 21). You should retain any records necessary to substantiate historical costs because the Fund, its transfer agent, and financial intermediaries may not maintain this information. Otherwise, you may not receive the reduction or waiver. See “Reduction of Class A and Class D Sales Charges” and “Waiver of Class A and Class D Sales Charges” below and “Reduction of Class A and Class D Sales Charges” and “Net Asset Value Purchase Privilege (Class A Shares Only)” in the SAI for more information. This information regarding breakpoints is also available free of charge at www.gartmorefunds.com/buy/ptbreak.jsp.

Reduction of Class A and Class D Sales Charges

Investors may be able to reduce or eliminate front-end sales charges on Class A and Class D shares through one or more of these methods:

•	A Larger Investment. The sales charge decreases as the amount of your investment increases.
•	Rights of Accumulation. You and other family members living at the same address can combine the current value of your Class A investments in all Gartmore Funds (except Gartmore Money Market Fund), in order to qualify for a reduced sales charge. If you are eligible to purchase Class D shares of another Gartmore Fund, these purchases may also be included.
•	Insurance Proceeds or Benefits Discount Privilege. If you use the proceeds of an insurance policy issued by any Nationwide Insurance company to purchase Class A shares, you pay one-half of the published sales charge, as long as you make your investment within 60 days of receiving the proceeds.
•	Share Repurchase Privilege. If you sell Fund shares from your account, you qualify for a one-time reinvestment privilege. You may reinvest some or all of the proceeds in shares of the same class without paying an additional sales charge within 30 days of selling shares on which you previously paid a sales charge. (Reinvestment does not affect the amount of any capital gains tax due. However, if you realize a loss on your

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

	sale and then reinvest all or some of the proceeds, all or a portion of that loss may not be tax deductible.)

•	Letter of Intent Discount. If you declare in writing that you or a group of family members living at the same address intend to purchase at least $50,000 in Class A shares (except the Gartmore Money Market Fund) during a 13-month period, your sales charge is based on the total amount you intend to invest. You are permitted to backdate the letter in order to include purchases made during the previous 90 days. You are not legally required to complete the purchases indicated in your Letter of Intent. However, if you do not fulfill your Letter of Intent, additional sales charges may be due and shares in your account would be liquidated to cover those sales charges.

Waiver of Class A and Class D Sales Charges.

Front-end sales charges on Class A and Class D shares are waived for the following purchasers:

•	people purchasing shares through an unaffiliated brokerage firm that has an agreement with the Distributor to waive sales charges. (Class A shares only)

•	directors, officers, full-time employees, sales representatives and their employees and investment advisory clients of a broker-dealer that has a dealer/selling agreement with the Distributor. (Class A shares only)

•	any person who pays for shares with proceeds from one of the following sales:

	o	sales of non-Gartmore Fund shares

	o	sales of Gartmore Fund Class D shares if the new Fund does not offer Class D shares and Class A shares are purchased instead

	o	retirement plans. (Class A shares only)

•	investment advisory clients of Gartmore Mutual Funds Trust, Gartmore SA Capital Trust and their affiliates. Directors, officers, full-time employees (and their spouses, children or immediate relatives) of sponsor groups that may be affiliated with the Nationwide Insurance and Nationwide Financial companies from time to time.

The Statement of Additional Information lists other investors eligible for sales charge waivers.

Purchasing Class A Shares without a Sales Charge

Purchases of $1 million or more of Class A shares have no front-end sales charge. You can purchase $1 million or more in Class A shares in one or more of the funds offered by Gartmore Mutual Funds and Gartmore Mutual Funds II, Inc. (including the Funds in this prospectus) at one time. Or, you can utilize the Rights of Accumulation Discount and Letter of Intent Discount as described above. However, a contingent deferred sales charge (CDSC) of up to 1.00% applies if a “finders fee” is paid by the Distributor to your financial adviser or intermediary and you redeem your shares within 18 months of purchase. The CDSC covers the finders fee paid to the selling dealer.

The CDSC does not apply:

•	if you are eligible to purchase Class A shares without a sales charge for another reason.
•	to shares acquired through reinvestment of dividends or capital gain distributions.

Contingent Deferred Sales Charge on Certain Sales of Class A Shares

Amount of Purchase	1 million to $24,999,999	$25 million or more

If sold within	18 months	18 months

Amount of CDSC	0.50%	0.25%


Waiver of Contingent Deferred Sales Charges

Class A, Class B and Class C Shares

The CDSC is waived on:

	•	the sale of Class A, Class B or Class C shares purchased through reinvested dividends or distributions. However, a CDSC is charged if you sell your Class B or Class C shares and then reinvest the proceeds in Class B or Class C shares within 30 days. The CDSC is re-deposited into your new account.
	•	Class B or Class C shares sold following the death or disability of a shareholder, provided the sale occurs within one year of the shareholder’s death or disability.
	•	mandatory withdrawals from traditional IRA accounts after age 70 1/2 and for other required distributions from retirement accounts.
	•	sales of Class C shares from retirement plans offered by the Nationwide Trust Company

For more complete information, see the Statement of Additional Information.


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Class B Shares

Class B shares may be appropriate if you do not want to pay a front-end sales charge and anticipate holding your shares for longer than six years and are investing less than $100,000.

If you sell Class B shares within six years of purchase you must pay a CDSC (if you are not entitled to a waiver). The amount of the CDSC decreases as shown in the following table:

Sale within	1 year	2 years	3 years	4 years	5 years	6 years	7 years or more

Sales charge	5%	4%	3%	3%	2%	1%	0%

Conversion of Class B shares

After you hold your Class B shares for seven years, they automatically convert at no charge into Class A shares, which carry the lower Rule 12b-1 fees. Shares purchased through the reinvestment of dividends and other distributions are also converted. Because the share price of Class A shares is usually higher than that of Class B shares, you may receive fewer Class A shares than the number of Class B shares converted; however, the total dollar value will be the same.

Class C Shares

Class C shares may be appropriate if you are uncertain how long you will hold your shares. If you sell your Class C shares within the first year after you purchase them you must pay a CDSC of 1%.

For both B and C shares, the CDSC is based on the original purchase price or the current market value of the shares being sold, whichever is less. If you sell a portion of your shares, shares that are not subject to a CDSC are sold first, followed by shares that you have owned the longest. This minimizes the CDSC that you pay. See “Waiver of Contingent Deferred Sales Charges-Class A, Class B, and Class C Shares” for a list of situations where a CDSC is not charged.

Class R Shares

Class R Shares are available to retirement plans including:

•	401(k) plans,
•	457 plans,
•	403(b) plans,
•	profit sharing and money purchase pension plans,
•	defined benefit plans,
•	non-qualified deferred compensation plans, and
•	other retirement accounts in which the retirement plan or the retirement plan’s financial service firm has an agreement with the Distributor to use Class R shares.

Class R shares are not available to:

•	retail retirement accounts,
•	institutional non-retirement accounts,
•	traditional and Roth IRAs,
•	Coverdell Education Savings Accounts,
•	SEPs and SAR-SEPs,
•	SIMPLE IRAs,
•	one-person Keogh plans,
•	individual 403(b) plans, or
•	529 Plan accounts.


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SECTION 4 INVESTING WITH GARTMORE (con’t.)


	Share Classes Available Only To Institutional Accounts

	The Fund(s) offer Institutional Service Class, Institutional Class and Class R shares. Only certain types of entities and selected individuals are eligible to purchase shares of these classes.

	If an institution or retirement plan has hired an intermediary and is eligible to invest in more than one class of shares, the intermediary can help determine which share class is appropriate for that retirement plan or other institutional account. Plan fiduciaries should consider their obligations under ERISA when determining which class is appropriate for the retirement plan.

	Other fiduciaries should also consider their obligations in determining the appropriate share class for a customer including:
	•	the level of distribution and administrative services the plan requires,
	•	the total expenses of the share class, and
	•	the appropriate level and type of fee to compensate the intermediary. An intermediary may receive different compensation depending on which class is chosen.

Institutional Service Class Shares

Institutional Service Class shares are available for purchase only by the following:

•	retirement plans advised by financial professionals who are not associated with brokers or dealers primarily engaged in the retail securities business and rollover individual retirement accounts from such plans;
•	retirement plans for which third-party administrators provide recordkeeping services and are compensated by the Fund(s) for these services;
•	a bank, trust company or similar financial institution investing for its own account or for trust accounts for which it has authority to make investment decisions as long as the accounts are part of a program that collects an administrative service fee;
•	registered investment advisers investing on behalf of institutions and high net-worth individuals where the adviser is compensated by the Fund(s) for providing services; or
•	life insurance separate accounts using the investment to fund benefits for variable annuity contracts issued to governmental entities as an investment option for 457 or 401(a) plans.

Institutional Class Shares

Institutional Class shares are available for purchase only by the following:

•	funds of funds offered by the Distributor or other affiliates of the Fund;
•	retirement plans for which no third-party administrator receives compensation from the Fund(s);
•	institutional advisory accounts of Gartmore Mutual Funds Trust or its affiliates, those accounts which have client relationships with an affiliate of Gartmore Mutual Funds Trust, its affiliates and their corporate sponsors, subsidiaries; and related retirement plans;
•	rollover individual retirement accounts from such institutional advisory accounts ;
•	a bank, trust company or similar financial institution investing for its own account or for trust accounts for which it has authority to make investment decisions as long as the accounts are not part of a program that requires payment of Rule 12b-1 or administrative service fees to the financial institution;
•	registered investment advisers investing on behalf of institutions and high net-worth individuals where the advisers derive compensation for advisory services exclusively from clients; or
•	high net-worth individuals who invest directly without using the services of a broker, investment adviser or other financial intermediary.

Sales Charges and Fees

Sales Charges

Distribution and Service Fees


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	Class	As a % of daily net assets

	Class A shares	0.25% (distribution or service fee)

	Class B shares	1.00% (0.25% service fee)

	Class C shares	1.00% (0.25% service fee)

	Class R shares	0.50% (0.25% of which may be either a distribution or service fee)

Administrative Service Fees

Class A, Class B, Class C, Class R and Institutional Service Class shares may also pay administrative service fees. Gartmore Mutual Funds pays these fees to providers of recordkeeping and/or other administrative support services. Administrative service fees from Class R shares are paid to those who provide recordkeeping and/or other administrative services to retirement plans and their participants.

Revenue Sharing

The payments described above are often referred to as “revenue sharing payments.” The recipients of such payments may include:

•	the Funds’ Distributor and other affiliates of the manager,
•	broker-dealers,
•	financial institutions, and
•	other financial intermediaries through which investors may purchase shares of a Fund.

Contact your financial intermediary for details about revenue sharing payments it may receive.

Contacting Gartmore Funds

Customer Service Representatives are available 8 a.m. to 9 p.m. Eastern Time, Monday through Friday at 800-848-0920.

Automated Voice Response Call 800-848-0920, 24 hours a day, seven days a week, for easy access to mutual fund information. Choose from a menu of options to:

•	make transactions
•	hear fund price information
•	obtain mailing and wiring instructions

•	download Fund prospectuses
•	obtain information on the Gartmore Funds
•	access your account information
•	request transactions, including purchases, redemptions and exchanges

By Regular Mail Gartmore Funds, P.O. Box 182205, Columbus, Ohio 43218-2205.

By Overnight Mail Gartmore Funds, 3435 Stelzer Road, Columbus Ohio 43219.

By Fax 614-428-3278

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Fund Transactions – Class A, Class D, Class B and Class C Shares

How to Buy Shares Be sure to specify the class of shares you wish to purchase		*How to Exchange or Sell Shares * Exchange privileges may be amended or discontinued upon 60-day written notice to shareholders. **A medallion signature guarantee may be required. See “Medallion Signature Guarantee” below.

Through an authorized intermediary. The Funds’ Distributor has relationships with certain brokers and other financial intermediaries who are authorized to accept purchase, exchange, and redemption orders for the Funds. Your transaction is processed at the NAV next calculated after the Funds’ agent or an authorized intermediary receives your order.		Through an authorized intermediary. The Funds’ Distributor has relationships with certain brokers and other financial intermediaries who are authorized to accept purchase, exchange, and redemption orders for the Funds. Your transaction is processed at the NAV next calculated after the Funds’ agent or an authorized intermediary receives your order.

By mail. Complete an application and send with a check made payable to: Gartmore Funds. Payment must be made in U.S. dollars and drawn on a U.S. bank. The Funds do not accept third-party checks, travelers’ checks, credit card checks or money orders.		By mail or fax. You may request an exchange or redemption by mailing or faxing a letter to Gartmore Funds, The letter must include your account numbers and the names of the Fund you wish to exchange from and to. The letter must be signed by all account owners. We reserve the right to request original documents for any faxed requests.

By telephone You will have automatic telephone privileges unless you decline this option on your application. The Fund follows procedures to confirm that telephone instructions are genuine and will not be liable for any loss, injury, damage or expense that results from executing such instructions. The Fund may revoke telephone privileges at any time, without notice to shareholders.		By telephone You will have automatic telephone privileges unless you decline this option on your application. The Fund follows procedures to confirm that telephone instructions are genuine and will not be liable for any loss, injury, damage or expense that results from executing such instructions. The Fund may revoke telephone privileges at any time, without notice to shareholders. Additional information for selling shares: The following types of accounts can use the voice-response system to sell shares: Individual, Joint, Transfer on Death, Trust, and Uniform Gift/Transfer to Minors. A check made payable to the shareholder of record will be mailed to the address of record. The Fund may record telephone instructions to sell shares. and may request sale instructions in writing, signed by all shareholders on the account.

On-line. Transactions may be made through the Gartmore funds website. However, The Funds may discontinue on-line transactions of Fund shares at any time.		On-line. Transactions may be made through the Gartmore funds website. However, The Funds may discontinue on-line transactions of Fund shares at any time.

By bank wire. You may have your bank transmit funds by (federal funds) wire to the Funds’ custodian bank, unless you declined automatic telephone privileges on your application. (The authorization will be in effect unless you give the Fund written notice of its termination.) • If you choose this method to open a new account, you must call our toll-free number before you wire your investment and arrange to fax your completed application. • Your bank may charge a fee to wire funds.		By bank wire. The Funds can wire the proceeds of your sale directly to your account at a commercial bank (a voided check must be attached to your application), unless you declined telephone privileges on your application. (The authorization will be in effect unless you give the Fund written notice of its termination.) • Your proceeds will be wired to your bank on the next business day after your order has been processed. • Gartmore deducts a $20 service fee from the sale proceeds for this service • Your financial institution may also charge a fee for receiving the wire. • Funds sent outside the U.S. may be subject to higher fees. Bank wire is not an option for exchanges

By Automated Clearing House (ACH). You can fund your Gartmore Funds account with proceeds from your bank via ACH on the second buisness day after your purchase order has been processed (a voided check must be attached to your application). Money sent through ACH typically reaches Gartmore Funds from your bank in two business days. There is no fee for this service. (The authorization will be in effect unless you give the fund written notice of its termination.)		By Automated Clearing House (ACH). Your redemption proceeds can be sent to your bank via ACH on the second business day after your order has been processed (a voided check must be attached to your application). Money sent through ACH should reach your bank in two business days. There is no fee for this service. (The authorization will be in effect unless you give the Fund written notice of its termination.) ACH is not an option for exchanges.

Retirement plan participants should contact their retirement plan administrator regarding transactions. Retirement plans or their administrators wishing to conduct transactions should call our toll-free number. Eligible entities or individuals wishing to conduct transactions in Institutional Service Class or Institutional Class shares should call our toll-free number.		Retirement plan participants should contact their retirement plan administrator regarding transactions. Retirement plans or their administrators wishing to conduct transactions should call our toll-free number. Eligible entities or individuals wishing to conduct transactions in Institutional Service Class or Institutional Class shares should call our toll-free number.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Buying Shares

Share Price
The net asset value or “NAV” is the value of a single share. A separate NAV is calculated for each share class of a Fund. The NAV is:

•	calculated at the close of regular trading (usually 4 p.m. Eastern Time) each day the New York Stock Exchange is open.
•	generally determined by dividing the total net market value of the securities and other assets owned by a Fund allocated to a particular class, less the liabilities allocated to that class, by the total number outstanding shares of that class.

The purchase or “offering” price for Fund shares is the NAV (for a particular class) next determined after the order is received, plus any applicable sales charge.

In determining net asset value, the Fund’s assets are valued primarily on the basis of market quotations. However, the Fund(s) Board of Trustees has adopted procedures for making “fair value” determinations if market quotations are not readily available or if the Fund(s)’ administrator or agent believes a market price does not represent fair value. Fair value determinations are required for securities whose value is affected by a “significant” event that materially affects the value of a domestic or a foreign security and which occurs subsequent to the time of the close of the principal market on which such domestic or foreign security trades but prior to the calculation of the Fund’s NAV.

The Funds, to the extent that they hold foreign equity securities, will also value securities at fair value in the circumstances described below. Generally, trading in foreign securities markets is completed each day at various times prior to the time a Fund’s NAV is calculated. Due to the time differences between the closings of the relevant foreign securities exchanges and the time a Fund’s NAV is calculated, a Fund will fair value its foreign investments when the market quotations for the foreign investments either are not readily available or are unreliable and, therefore, do not represent fair value. When fair value prices are utilized, these prices will attempt to reflect the impact of the U.S. financial markets’ perceptions and trading activities on the Funds’ foreign investments since the last closing prices of the foreign investments were calculated on their primary foreign securities markets or exchanges. For these purposes, the Board of Trustees of the Trust have determined that movements in relevant indices or other appropriate market indicators, after the close of the foreign securities exchanges, may demonstrate that market quotations are unreliable, and may trigger fair value pricing for certain securities. Consequently, fair value pricing of securities may occur on a daily basis. The fair value pricing by the Trust utilizes data furnished by an independent pricing service (and that data draws upon, among other information, the market values of foreign investments). The fair value prices of portfolio securities generally will be used when it is determined that the use of such prices will have a material impact on the net asset value of the Fund. When a Fund uses fair value pricing, the values assigned to the Fund’s foreign

investments may not be the quoted or published prices of the investments on their primary markets or exchanges.

	MINIMUM INVESTMENTS

	Minimum Investments Class A, Class D, Class B and Class C Shares

	To open an account	$2,000 (per Fund)
	To open an IRA account	$1,000 (per Fund)
	Additional investments	$100 (per Fund)
	To start an Automatic Asset Accumulation Plan	$1,000
	Additional Investments
	(Automatic Asset Accumulation Plan)	$50

	Minimum Investments Institutional Service Class Shares

	To open an account	$50,000 (per Fund)
	Additional investments	No Minimum

	Minimum Investments Institutional Class Shares

	To open an account	$1,000,000 (per Fund)

	Additional investments	No Minimum

	Minimum investment requirements do not apply to certain retirement plans or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. The Distributor reserves the right to waive the investment minimums under certain circumstances.

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SECTION 4 INVESTING WITH GARTMORE (con’t.)


	The Funds do not calculate NAV on days when the New York Stock Exchange is closed.

	•	New Year’s Day
	•	Martin Luther King, Jr. Day
	•	Presidents’ Day
	•	Good Friday
	•	Memorial Day
	•	Independence Day
	•	Labor Day
	•	Thanksgiving Day
	•	Christmas Day
	•	Other days when the New York Stock Exchange is closed.

Accounts with Low Balances – Class A, Class D, Class B and Class C Shares
Maintaining small accounts is costly for the Fund(s) and may have a negative effect on performance. Shareholders are encouraged to keep their accounts above the Fund(s)’ minimum.

•	if the value of your account falls below $2,000 ($1,000 for IRA accounts), you are generally subject to a $5 quarterly fee. Shares from your account are sold each quarter to cover the fee, which is returned to the Fund to offset small account expenses. Under some circumstances, the Fund(s) may waive the quarterly fee.
•	the Fund(s) reserve the right to sell your remaining shares and close your account if a sale of shares brings the value of your account below $2,000 ($1,000 for IRA accounts). In such cases, you will be notified and given 60 days to purchase additional shares before the account is closed.

In-Kind Purchases
The Fund(s) may accept payment for shares in the form of securities that are permissible investments for the Funds.

Exchanging Shares
You may exchange your Fund shares for shares of any Gartmore Fund that is currently accepting new investments as long as:

•	both accounts have the same owner,
•	your first purchase in the new fund meets its minimum investment requirement,
•	you purchase the same class of shares. For example, you may exchange between Class A shares of any Gartmore Funds, but may not exchange between Class A shares and Class B shares.

The exchange privileges may be amended or discontinued upon 60 days’ written notice to shareholders.

Generally, there are no sales charges for exchanges of Class D, Class B, Class C, Class R, Institutional Class or Institutional Service Class shares. However,

•	if you exchange from Class A shares of a Fund with a lower sales charge to a Fund with a higher sales charge, you may have to pay the difference in the two sales charges.
•	if you exchange Class A shares that are subject to a CDSC, and then redeem those shares within 18 months of the original purchase, the CDSC applicable to the original fund is charged.

Exchanges into Gartmore Money Market Fund
You may exchange between Class A, Class D, Class B, Class C or Institutional Service Class shares and the Prime Shares of the Gartmore Money Market Fund. However, if a sales charge was never paid on your Prime Shares, applicable sales charges apply to exchanges into other fund(s). In addition, if you exchange shares subject to a CDSC, the length of time you own Prime Shares of the Gartmore Money Market Fund is not included for purposes of determining the CDSC. Redemptions from the Gartmore Money Market Fund are subject to any CDSC that applies to the original purchase.

Customer Identification Information
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person that opens a new account, and to determine whether such person’s name appears on government lists of known or suspected terrorists and terrorist organizations.

As a result, unless the broker-dealer or other financial intermediary agree to do so, the Funds must obtain the following information for each person that opens a new account:

•	name;
•	date of birth (for individuals);
•	residential or business street address (although post office boxes are still permitted for mailing); and
•	Social Security number, taxpayer identification number, or other identifying number.


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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Selling Shares
You can sell or, in other words redeem, your Fund shares at any time, subject to the restrictions described below. The price you receive when you sell your shares is the net asset value (minus any applicable sales charges) next determined after the Fund’s authorized intermediary or an agent of the Fund receives your properly completed redemption request. The value of the shares you sell may be worth more or less than their original purchase price depending on the market value of the Fund’s investments at the time of the sale.

You may not be able to sell your Fund shares or Gartmore Funds may delay paying your redemption proceeds if:

•	the New York Stock Exchange is closed (other than customary weekend and holiday closings),
•	trading is restricted, or
•	an emergency exists (as determined by the Securities and Exchange Commission).

Generally, the Fund will pay you for the shares that you sell within three days after your redemption request is received. Payment for shares that you recently purchased may be delayed up to 10 business days from the purchase date to allow time for your payment to clear. The Fund may delay forwarding redemption proceeds for up to seven days if the account holder:

•	is engaged in excessive trading or
•	if the amount of the redemption request would disrupt efficient portfolio management or adversely affect the Fund.


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SECTION 4 INVESTING WITH GARTMORE (con’t.)


Excessive Trading		Restrictions on Transactions
The Funds seek to deter short-term or excessive trading (often described as “market timing”). Excessive trading (either frequent exchanges between Gartmore Funds or sales and repurchases of Gartmore Funds within a short time period) may:		The Funds have broad authority to take discretionary action against market timers and against particular trades. They also have sole discretion to:

		•	Restrict purchases or exchanges that they or their agents believe constitute excessive trading.
•	disrupt portfolio management strategies,	•	Reject transactions that violate a Fund’s excessive trading policies or its exchange limits
•	increase brokerage and other transaction costs, and

•	negatively affect fund performance.	The Funds have also implemented redemption and exchange fees to discourage excessive trading and to help offset the expense of such trading. In general:

Funds that invest in foreign securities may be at greater risk for excessive trading. Investors may attempt to take advantage of anticipated price movements in securities held by the Funds based on events occurring after the close of a foreign market that may not be reflected in a Fund’s NAV (referred to as “arbitrage market timing”). Arbitrage market timing may also be attempted in funds that hold significant investments in small-cap securities, high-yield (junk) bonds and other types of investments that may not be frequently traded. There is the possibility that arbitrage market timing, under certain circumstances, may dilute the value of Fund shares if redeeming shareholders receive proceeds (and buying shareholders receive shares) based on NAVs that do not reflect appropriate fair value prices. The Funds’ Board of Trustees has adopted and implemented the following policies and procedures to detect, discourage and prevent excessive short-term trading in the Funds: Monitoring of Trading Activity The Funds, through the investment adviser and/or subadviser and their agents, monitor selected trades and flows of money in and out of the Funds in an effort to detect excessive short-term trading activities. If a shareholder is found to have engaged in excessive short-term trading, the Funds may, in their discretion, ask the shareholder to stop such activities or refuse to process purchases or exchanges in the shareholder’s account.


		•	An exchange equaling 1% or more of a Fund’s NAV may be rejected and
		•	Redemption and exchange fees are imposed on certain Gartmore Funds. These Gartmore Fund will assess either a redemption fee if you sell your Fund shares or an exchange fee if you exchange your Fund shares into another Gartmore Fund.

		Fair Valuation The Funds have fair value pricing procedures in place, as described above in Section 4, Investing with Gartmore: Buying Shares – Share Pricing. Despite its best efforts, Gartmore Funds may be unable to identify or deter excessive trades conducted through intermediaries or omnibus accounts that transmit aggregate purchase, exchange and redemption orders on behalf of their customers. In short, Gartmore Funds may not be able to prevent all market timing and its potential negative impact.


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SECTION 4 INVESTING WITH GARTMORE (con’t.)


	Medallion Signature Guarantee

	A medallion signature guarantee is required for sales of shares in any of the following instances:

	•	your account address has changed within the last 15 calendar days,
	•	the redemption check is made payable to anyone other than the registered shareholder,
	•	the proceeds are mailed to any address other than the address of record, or
	•	the redemption proceeds are being wired to a bank for which instructions are currently not on your account.

	A medallion signature guarantee is a certification by a bank, brokerage firm or other financial institution that a customer’s signature is valid. Medallion signature guarantees can be provided by members of the STAMP program. We reserve the right to require a medallion signature guarantee in other circumstances, without notice.

Exchange and Redemption Fees


Fund	Exchange/		Minimum Holding
	Redemption Fee		Period (days)

Gartmore China Opportunities Fund	2.00	%	90

Gartmore Emerging Markets Fund	2.00	%	90

Gartmore Global Financial Services Fund	2.00	%	90

Gartmore Global Health Sciences Fund	2.00	%	90

Gartmore Global Natural Resources Fund	2.00	%	90

Gartmore Global Technology and Communications Fund	2.00	%	90

Gartmore Global Utilities Fund	2.00	%	90

Gartmore International Growth Fund	2.00	%	90

Gartmore Micro Cap Equity Fund	2.00	%	90

Gartmore Mid Cap Growth Fund	2.00	%	90

Gartmore Mid Cap Growth Leaders Fund	2.00	%	90

Gartmore Small Cap Fund	2.00	%	90

Gartmore Small Cap Growth Fund	2.00	%	90

Gartmore Small Cap Leaders Fund	2.00	%	90

Gartmore U.S. Growth Leaders Long-Short Fund	2.00	%	90

Gartmore Value Opportunities Fund	2.00	%	90

Gartmore Worldwide Leaders Fund	2.00	%	90

Gartmore Focus Fund	2.00	%	30

Gartmore Growth Fund	2.00	%	30

Gartmore Large Cap Value Fund	2.00	%	30

Gartmore Nationwide Fund	2.00	%	30

Gartmore Nationwide Leaders Fund	2.00	%	30

Gartmore U.S. Growth Leaders Fund	2.00	%	30

Gartmore Bond Fund	2.00	%	5

Gartmore Bond Index Fund	2.00	%	5

Gartmore Convertible Fund	2.00	%	5

Gartmore Government Bond Fund	2.00	%	5

Gartmore High Yield Bond Fund	2.00	%	5

Gartmore International Index Fund	2.00	%	5

Gartmore Mid Cap Market Index Fund	2.00	%	5

Gartmore S&P 500 Index Fund	2.00	%	5

Gartmore Short Duration Bond Fund	2.00	%	5

Gartmore Small Cap Index Fund	2.00	%	5

Gartmore Tax-Free Fund	2.00	%	5


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SECTION 4 INVESTING WITH GARTMORE (con’t.)

Redemption and exchange fees do not apply to:

•	shares sold or exchanged under regularly scheduled withdrawal plans.
•	shares purchased through reinvested dividends or capital gains.
•	shares sold (or exchanged into the Gartmore Money Market Fund) following the death or disability of a shareholder. The disability, determination of disability, and subsequent sale must have occurred during the period the fee applied.
•	shares sold in connection with mandatory withdrawals from traditional IRAs after age 70 1/2 and other required distributions from retirement accounts.
•	shares sold or exchanged from retirement accounts within 30 days of an automatic payroll deduction.
•	shares sold or exchanged by any “Fund of Funds” that is affiliated with a Fund.

•	broker wrap fee and other fee-based programs;
•	omnibus accounts where there is no capability to impose an exchange fee on underlying customers’ accounts; and
•	intermediaries that do not or cannot report sufficient information to impose an exchange fee on their customer accounts.

To the extent that exchange and redemption fees cannot be collected on particular transactions and excessive trading occurs, the remaining Fund shareholders bear the expense of such frequent trading.


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SECTION 5 DISTRIBUTIONS AND TAXES

Distributions and Capital Gains

The Fund(s) intend to distribute income dividends to you quarterly. Capital gains will be distributed annually. All income and capital gains distributions are automatically reinvested in shares of the applicable Fund. You may request a payment in cash in writing if the distribution is in excess of $5.

Dividends and capital gain distributions you receive from the Funds may be subject to Federal income tax, state taxes or local taxes:

•	any taxable dividends (other than qualified dividend income received by individuals), as well as distributions of short-term capital gains, are federally taxable at applicable ordinary income tax rates.
•	distributions of net long-term capital gains are taxable to you as long-term capital gains.
•	for individuals, a portion of the income dividends paid may be qualified dividend income eligible for long-term capital gain tax rates, provided that certain holding period requirements are met.
•	for corporate shareholders, a portion of income dividends may be eligible for the corporate dividend-received deduction.
•	distributions declared in December but paid in January are taxable as if they were paid in December.

Selling and Exchanging Shares

Other Tax Jurisdictions

Tax Status for Retirement Plans and Other Tax-Deferred Accounts

Backup Withholding


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SECTION 6 GARTMORE GROWTH FUND FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Outstanding


Investment Activities						Distributions				Ratio/Supplemental Data

		Net Asset Value, Begi- nning of Period	Net Invest- ment Income (Loss)	Net Realized and Unrea- lized Gains (Losses) on Invest- ments	Total from Invest- ment Activ- ities	Net Invest- ment Income	Net Realized Gains	Total Distri- butions		Net Asset Value, End of Period	Total Return (a)		Net Assets at End of Period (000s)	Ratio of Expenses to Average Net Assets	Ratio of Net Invest- ment Income (Loss) to Average Net Assets	Ratio of Expenses (Prior to Reimburse- ments) to Average Net Assets (b)	Ratio of Net Invest- ment Income (Loss) (Prior to Reimburse- ments) to Average Net Assets (b)	Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2000	$	18.35	(0.08)	(0.84)	(0.92)	—	(2.44)	(2.44)	$	14.99	(6.43%)	$	9,234	1.04%	(0.52%)	(j)	(j)	163.52%
Year Ended October 31, 2001	$	14.99	(0.05)	(5.85)	(5.90)	—	(3.20)	(3.20)	$	5.89	(47.33%)	$	5,268	1.33%	(0.60%)	(j)	(j)	210.72%
Year Ended October 31, 2002	$	5.89	(0.02)	(1.13)	(1.15)	—	—	—	$	4.74	(19.52%)	$	4,828	1.17%	(0.34%)	(j)	(j)	241.95%
Year Ended October 31, 2003	$	4.74	(0.01)	1.19	1.18	—	—	—	$	5.92	24.89%	$	6,529	1.13%	(0.22%)	(j)	(j)	281.63%
Year Ended October 31, 2004	$	5.92	(0.02)	0.18	0.16	—	—	—	$	6.08	2.70%	$	30,641	1.19%	(0.36%)	(j)	(j)	286.06%

Class B Shares
Year Ended October 31, 2000	$	18.20	(0.15)	(0.90)	(1.05)	—	(2.44)	(2.44)	$	14.71	(7.30%)	$	8,180	1.80%	(1.28%)	(j)	(j)	163.52%
Year Ended October 31, 2001	$	14.71	(0.10)	(5.87)	(5.97)	—	(3.20)	(3.20)	$	5.54	(49.10%)	$	4,288	2.12%	(1.36%)	(j)	(j)	210.72%
Year Ended October 31, 2002	$	5.54	(0.06)	(1.04)	(1.10)	—	—	—	$	4.44	(19.86%)	$	3,299	1.90%	(1.08%)	(j)	(j)	241.95%
Year Ended October 31, 2003	$	4.44	(0.04)	1.11	1.07	—	—	—	$	5.51	24.10%	$	3,980	1.84%	(0.93%)	(j)	(j)	281.63%
Year Ended October 31, 2004	$	5.51	(0.05)	0.15	0.10	—	—	—	$	5.61	1.81%	$	5,817	1.84%	(1.00%)	(j)	(j)	286.06%

Class C Shares
Period Ended October 31, 2001 (d)	$	7.11	(0.03)	(1.53)	(1.56)	—	—	—	$	5.55	(21.94%)(h)	$	58	2.27%(i)	(1.41%)(i)	(j)	(j)	210.72%
Year Ended October 31, 2002	$	5.55	(0.06)	(1.05)	(1.11)	—	—	—	$	4.44	(20.00%)	$	52	1.90%	(1.08%)	(j)	(j)	241.95%
Year Ended October 31, 2003	$	4.44	(0.04)	1.11	1.07	—	—	—	$	5.51	24.10%	$	101	1.84%	(0.95%)	(j)	(j)	281.63%
Year Ended October 31, 2004	$	5.51	(0.05)	0.16	0.11	—	—	—	$	5.62	2.00%	$	248	1.84%	(1.01%)	(j)	(j)	286.06%

Class D Shares
Year Ended October 31, 2000	$	18.36	(0.05)	(0.84)	(0.89)	—	(2.44)	(2.44)	$	15.03	(6.23%)	$	834,816	0.83%	(0.30%)	(j)	(j)	163.52%
Year Ended October 31, 2001	$	15.03	(0.03)	(5.86)	(5.89)	—	(3.20)	(3.20)	$	5.94	(47.07%)	$	385,898	1.10%	(0.38%)	(j)	(j)	210.72%
Year Ended October 31, 2002	$	5.94	(0.01)	(1.14)	(1.15)	—	—	—	$	4.79	(19.36%)	$	207,357	0.93%	(0.10%)	(j)	(j)	241.95%
Year Ended October 31, 2003	$	4.79	—	1.21	1.21	—	—	—	$	6.00	25.26%	$	235,758	0.86%	0.05%	(j)	(j)	281.63%
Year Ended October 31, 2004	$	6.00	—(k)	0.17	0.17	—(k)	—	—	$	6.17	2.87%	$	216,843	0.85%	(0.01%)	(j)	(j)	286.06%

Class R Shares
Period Ending October 31, 2003 (e)	$	5.76	(0.01)	0.25	0.24	—	—	—	$	6.00	4.17%(h)	$	1	1.42%(i)	(0.76%)(i)	1.52%	0.86%	281.63%
Year Ended October 31, 2004	$	6.00	(0.03)	0.18	0.15	—	—	—	$	6.15	2.50%	$	1	1.29%	(0.46%)	(j)	(j)	286.06%

Institutional Service Class Shares
Period Ended October 31, 2002 (f)	$	6.59	(0.01)	(1.79)	(1.80)	—	—	—	$	4.79	(27.31%)(h)	$	59,307	0.88%(i)	(0.11%)(i)	(j)	(j)	241.95%
Year Ended October 31, 2003	$	4.79	0.00	1.22	1.22	—	—	—	$	6.01	25.47%	$	75,002	0.84%	0.06%	(j)	(j)	281.63%
Year Ended October 31, 2004 (l)	$	6.01	0.01	0.17	0.18	—(k)	—	—	$	6.19	3.03%	$	1	0.84%	0.22%	(j)	(j)	286.06%

Institutional Class Shares
Period Ended October 31, 2004 (g)	$	6.34	—	(0.17)	(0.17)	—	—	—	$	6.17	(2.68%)(h)	$	1	0.80%(i)	(0.06%)(i)	(j)	(j)	286.06%

(a)	Excludes sales charge.
(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratio would have been as indicated.
(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.
(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.
(e)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.

(f)	For the period from January 2, 2002 (commencement of operations) through October 31, 2002.
(g)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004
(h)	Not annualized.
(i)	Annualized.
(j)	There were no fee reductions during the period.
(k)	The amount is less than $ 0.005.
(l)	Net investment income (loss) is based on average shares outstanding during the period.



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SECTION 6 GARTMORE LARGE CAP VALUE FUND FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Outstanding


Investment Activities						Distributions							Ratio/Supplemental Data

		Net Asset Value, Beginning of Period	Net Invest- ment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Inves- tments	Total from Invest- ment Activities	Net Invest- ment Income	Net Realized Gains	Total Distri- butions		Net Asset Value, End of Period	Total Return (a)		Net Assets at End of Period (000s)	Ratio of Expenses to Average Net Assets	Ratio of Net Invest- ment Income (Loss) to Average Net Assets	Ratio of Expenses (Prior to Reimburse- ments) to Average Net Assets (b)	Ratio of Net Invest- ment Income (Loss) (Prior to Reimburse- ments) to Average Net Assets (b)	Portfolio Turnover (c)

Class A Shares
Year Ended October 31, 2000	$	10.32	0.15	0.67	0.82	(0.14)	(0.04)	(0.18)	$	10.96	8.09%	$	30,726	1.15%	1.47%	1.77%	0.85%	88.41%
Year Ended October 31, 2001	$	10.96	0.10	(0.98)	(0.88)	(0.10)	—	(0.10)	$	9.98	(8.07%)	$	27,824	1.15%	0.96%	1.64%	0.47%	156.09%
Year Ended October 31, 2002	$	9.98	0.08	(0.82)	(0.74)	(0.08)	(0.41)	(0.49)	$	8.75	(7.98%)	$	23,581	1.36%	0.81%	1.48%	0.69%	91.03%
Year Ended October 31, 2003	$	8.75	0.10	1.69	1.79	(0.10)	—	(0.10)	$	10.44	20.57%	$	24,800	1.39%	1.06%	1.47%	0.98%	77.28%
Year Ended October 31, 2004	$	10.44	0.10	1.35	1.45	(0.10)	—	(0.10)	$	11.79	13.92%	$	24,846	1.39%	0.91%	1.45%	0.84%	58.61%

Class B Shares
Year Ended October 31, 2000	$	10.24	0.07	0.68	0.75	(0.11)	(0.04)	(0.15)	$	10.84	7.42%	$	408	1.90%	0.70%	3.56%	(0.96%)	88.41%
Year Ended October 31, 2001 (e)	$	10.84	0.02	(0.98)	(0.96)	(0.02)	—	(0.02)	$	9.86	(8.84%)	$	528	1.90%	0.21%	3.24%	(1.13%)	156.09%
Year Ended October 31, 2002	$	9.86	0.01	(0.80)	(0.79)	(0.02)	(0.41)	(0.43)	$	8.64	(8.53%)	$	576	2.02%	0.14%	2.17%	(0.01%)	91.03%
Year Ended October 31, 2003	$	8.64	0.03	1.67	1.70	(0.04)	—	(0.04)	$	10.30	19.80%	$	751	2.00%	0.43%	2.08%	0.35%	77.28%
Year Ended October 31, 2004	$	10.30	0.03	1.33	1.36	(0.03)	—	(0.03)	$	11.63	13.25%	$	982	2.00%	0.29%	2.06%	0.22%	58.61%

Class C Shares
Period Ended October 31, 2001 (f)	$	11.21	0.02	(1.34)	(1.32)	(0.04)	—	(0.04)	$	9.85	(11.82%)(i)	$	58	1.90%(j)	0.11%(j)	3.94%(j)	(1.93%)(j)	156.09%
Year Ended October 31, 2002	$	9.85	0.01	(0.79)	(0.78)	(0.03)	(0.41)	(0.44)	$	8.63	(8.50%)	$	80	2.03%	0.13%	2.15%	0.01%	91.03%
Year Ended October 31, 2003	$	8.63	0.04	1.66	1.70	(0.05)	—	(0.05)	$	10.28	19.77%	$	248	2.00%	0.38%	2.08%	0.30%	77.28%
Year Ended October 31, 2004	$	10.28	0.03	1.33	1.36	(0.04)	—	(0.04)	$	11.60	13.25%	$	743	2.00%	0.21%	2.06%	0.14%	58.61%

Class R Shares
Period Ended October 31, 2003 (g)	$	9.92	—	0.39	0.39	—	—	—	$	10.31	3.93%(i)	$	1	1.60%(j)	0.48%(j)	2.06%(j)	0.02%(j)	77.28%
Year Ended October 31, 2004	$	10.31	0.08	1.33	1.41	(0.08)	—	(0.08)	$	11.64	13.71%	$	1	1.54%	0.75%	1.86%	0.42%	58.61%

Institutional Service Class Shares
Period Ended October 31, 1999 (d)	$	10.00	0.08	0.33	0.41	(0.06)	—	(0.06)	$	10.35	4.05%(i)	$	755	1.00%(j)	0.77%(j)	4.21%(j)	(2.44%)(j)	120.94%
Year Ended October 31, 2000	$	10.35	0.16	0.67	0.83	(0.16)	(0.04)	(0.20)	$	10.98	8.20%	$	1,645	1.00%	1.56%	1.64%	0.92%	88.41%
Year Ended October 31, 2001	$	10.98	0.12	(0.98)	(0.86)	(0.09)	—	(0.09)	$	10.03	(7.86%)	$	68	1.00%	1.03%	1.44%	0.59%	156.09%
Year Ended October 31, 2002 (h)	$	10.03	0.06	1.04	1.10	(0.03)	(0.41)	(0.44)	$	10.69	11.26%	$	—	0.97%	1.62%	1.39%	1.20%	37.27%


(a)	Excludes sales charge.
(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been indicated.
(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.
(d)	For the period from November 2, 1998 (commencement of operations) through October 31, 1999.
(e)	Net investment income (loss) is based on average shares outstanding during the period.


(f)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.
(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.
(h)	On March 5, 2002 Institutional Service Class Shares were liquidated in their entirety. Information presented represents operations through March 5, 2002.
(i)	Not annualized.
(j)	Annualized.



GARTMORE CORE EQUITY SERIES \|	43

Back to Contents

SECTION 6 GARTMORE MID CAP GROWTH FUND FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Outstanding


Investment Activities						Distributions					Ratio/Supplemental Data

		Net Asset Value, Beginning of Period	Net Invest- ment Income (Loss)	Net Realized and Unreal- ized Gains (Losses) on Invest- ments	Total from Invest- ment Activities	Net Realized Gains	Total Distri- butions		Net Asset Value, End of Period	Total Return (a)		Net Assets at End of Period (000s)	Ratio of Expenses to Average Net Assets	Ratio of Net Invest- ment Income (Loss) to Average Net Assets	Ratio of Expenses (Prior to Reimburse- ments) to Average Net Assets (b)	Ratio of Net Invest- ment Income (Loss) (Prior to Reimburse- ments) to Average Net Assets (b)	Portfolio Turnover (c)

Class A Shares
Period Ended October 31, 2003 (d) (e)	$	9.88	(0.08)	4.04	3.96	—	—	$	13.84	40.08%(i)	$	522	1.40%(j)	(1.02%)(j)	7.09%(j)	(6.71%)(j)	74.46%
Year Ended October 31, 2004	$	13.84	(0.13)	0.87	0.74	(0.37)	(0.37)	$	14.21	5.44%	$	1,463	1.40%	(0.98%)	2.51%	(2.08%)	94.56%

Class B Shares
Period Ended October 31, 2003 (f) (e)	$	13.17	(0.05)	0.72	0.67	—	—	$	13.84	5.09%(i)	$	18	2.15%(j)	(1.82%)(j)	7.76%(j)	(7.43%)(j)	74.46%
Year Ended October 31, 2004	$	13.84	(0.20)	0.84	0.64	(0.37)	(0.37)	$	14.11	4.70%	$	153	2.15%	(1.74%)	3.27%	(2.86%)	94.56%

Class C Shares
Period Ended October 31, 2003 (f)	$	13.17	(0.05)	0.72	0.67	—	—	$	13.84	5.09%(i)	$	1	2.15%(j)	(1.87%)(j)	7.55%(j)	(7.27%)(j)	74.46%
Year Ended October 31, 2004	$	13.84	(0.23)	0.87	0.64	(0.37)	(0.37)	$	14.11	4.70%	$	224	2.15%	(1.72%)	3.17%	(2.74%)	94.56%

Class R Shares
Period Ended October 31, 2003 (g)	$	13.08	(0.01)	0.79	0.78	—	—	$	13.86	5.96%(i)	$	1	1.75%(j)	(1.54%)(j)	7.41%(j)	(7.20%)(j)	74.46%
Year Ended October 31, 2004	$	13.86	(0.17)	0.86	0.69	(0.37)	(0.37)	$	14.18	5.06%	$	1	1.66%	(1.27%)	2.63%	(2.24%)	94.56%

Institutional Class Shares
Period Ended October 31, 2002 (h)	$	10.00	(0.01)	0.27	0.26	—	—	$	10.26	2.60%(i)	$	1,026	1.15%(j)	(0.69%)(j)	20.62%(j)	(20.16%)(j)	3.74%
Year Ended October 31, 2003	$	10.26	(0.09)	3.69	3.60	—	—	$	13.86	35.09%	$	1,384	1.15%	(0.76%)	5.96%	(5.56%)	74.46%
Year Ended October 31, 2004	$	13.86	(0.10)	0.88	0.78	(0.37)	(0.37)	$	14.27	5.73%	$	1,553	1.15%	(0.72%)	2.26%	(1.83%)	94.56%


(a)	Excludes sales charge.
(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.
(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.
(d)	For the period from March 5, 2003 (commencement of operations) through October 31, 2003.
(e)	Net investment income (loss) is based on average shares outstanding during the period.


(f)	For the period from August 21, 2003 (commencement of operations) through October 31, 2003.
(g)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.
(h)	For the period from October 1, 2002 (commencement of operations) through October 31, 2002.
(i)	Not annualized.
(j)	Annualized.



44	\| GARTMORE CORE EQUITY SERIES

Back to Conte

SECTION 6 GARTMORE NATIONWIDE FUND FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Outstanding



	Investment Activities					Distributions			Ratio/Supplemental Data

	Net Asset Value, Beginning of Period		Net Invest- ment Income (Loss)	Net Realized and Unrealized Gains (Losses) on Invest- ments	Total from Invest- ment Activities	Net Inves- ment Income	Net Realized Gains	Total Distribu- tions	Net Asset Value, End of Period		Total Return (a)		Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets	Ratio of Net Invest- ment Income (Loss) to Average Net Assets		Ratio of Expenses (Prior to Reimburse- ments) to Average Net Assets (b)	Ratio of Net Investment Income (Loss) (Prior to Reimburse- ments) to Average Net Assets (b)	Portfolio Turnover (c)


Class A Shares
Year Ended October 31, 2000	$	32.71	0.16	0.14	0.30	(0.17)	(2.04)	(2.21)	$	30.80	1.25%		$	54,537	0.98%	0.54%		(j)	(j)	90.01%
Year Ended October 31, 2001	$	30.80	0.08	(5.66)	(5.58)	(0.10)	(8.37)	(8.47)	$	16.75	(23.34%)		$	149,086	1.15%	0.32%		(j)	(j)	71.36%
Year Ended October 31, 2002	$	16.75	0.07	(1.68)	(1.61)	(0.08)	—	(0.08)	$	15.06	(9.64%)		$	362,435	1.14%	0.46%		(j)	(j)	25.51%
Year Ended October 31, 2003	$	15.06	0.09	3.02	3.11	(0.09)	—	(0.09)	$	18.08	20.74%		$	571,918	1.13%	0.57%		(j)	(j)	120.02%
Year Ended October 31, 2004	$	18.08	0.07	0.87	0.94	(0.06)	—	(0.06)	$	18.96	5.22%		$	447,884	1.10%	0.35%		(j)	(j)	144.61%

Class B Shares
Year Ended October 31, 2000	$	32.45	(0.06)	0.13	0.07	—	(2.04)	(2.04)	$	30.48	0.48%		$	47,293	1.73%	(0.20%)		(j)	(j)	90.01%
Year Ended October 31, 2001	$	30.48	(0.06)	(5.65)	(5.71)	—	(8.37)	(8.37)	$	16.40	(24.19%)		$	36,241	1.85%	(0.30%)		(j)	(j)	71.36%
Year Ended October 31, 2002	$	16.40	(0.03)	(1.65)	(1.68)	—	—	—	$	14.72	(10.24%)		$	31,267	1.80%	(0.18%)		(j)	(j)	25.51%
Year Ended October 31, 2003	$	14.72	—	2.94	2.94	(0.01)	—	(0.01)	$	17.65	19.99%		$	35,564	1.79%	(0.06%)		(j)	(j)	120.02%
Year Ended October 31, 2004	$	17.65	(0.05)	0.86	0.81	—	—	—	$	18.46	4.59%		$	35,073	1.76%	(0.30%)		(j)	(j)	144.61%

Class C Shares
Period Ended October 31, 2001 (d)	$	19.12	(0.03)	(2.68)	(2.71)	(0.01)	—	(0.01)	$	16.40	(14.16%)	(h)	$	175	1.89%(i)	(0.45%)	(i)	(j)	(j)	71.36%
Year Ended October 31, 2002	$	16.40	(0.03)	(1.65)	(1.68)	—	—	—	$	14.72	(10.24%)		$	212	1.80%	(0.20%)		(j)	(j)	25.51%
Year Ended October 31, 2003	$	14.72	(0.01)	2.95	2.94	(0.01)	—	(0.01)	$	17.65	20.00%		$	714	1.79%	(0.16%)		(j)	(j)	120.02%
Year Ended October 31, 2004	$	17.65	(0.06)	0.87	0.81	(0.01)	—	(0.01)	$	18.45	4.58%		$	989	1.76%	(0.32%)		(j)	(j)	144.61%

Class D Shares
Year Ended October 31, 2000	$	32.60	0.23	0.12	0.35	(0.24)	(2.04)	(2.28)	$	30.67	1.40%		$	2,085,243	0.78%	0.74%		(j)	(j)	90.01%
Year Ended October 31, 2001	$	30.67	0.13	(5.65)	(5.52)	(0.14)	(8.37)	(8.51)	$	16.64	(23.22%)		$	1,458,371	0.89%	0.64%		(j)	(j)	71.36%
Year Ended October 31, 2002	$	16.64	0.13	(1.69)	(1.56)	(0.12)	—	(0.12)	$	14.96	(9.43%)		$	1,125,402	0.86%	0.77%		(j)	(j)	25.51%
Year Ended October 31, 2003	$	14.96	0.13	3.00	3.13	(0.13)	—	(0.13)	$	17.96	21.07%		$	1,240,520	0.85%	0.89%		(j)	(j)	120.02%
Year Ended October 31, 2004	$	17.96	0.12	0.88	1.00	(0.13)	—	(0.13)	$	18.83	5.59%		$	1,161,934	0.82%	0.64%		(j)	(j)	144.61%

Class R Shares
Period Ended October 31, 2003 (e)	$	17.32	—	0.63	0.63	—	—	—	$	17.95	3.64%(h)		$	1	1.52%(i)	0.07%(i)		1.62%(h)	(0.03%)(i)	120.02%
Year Ended October 31, 2004	$	17.95	0.03	0.88	0.91	(0.03)	—	(0.03)	$	18.83	5.08%		$	1	1.27%	0.16%		(j)	(j)	144.61%

Institutional Service Class Shares
Period Ended October 31, 2002 (f)	$	18.18	0.11	(3.24)	(3.13)	(0.10)	—	(0.10)	$	14.95	(17.27%)(h)		$	48,283	0.80%(i)	0.75%(i)		(j)	(j)	25.51%
Year Ended October 31, 2003	$	14.95	0.14	3.01	3.15	(0.14)	—	(0.14)	$	17.96	21.22%		$	55,878	0.79%	0.94%		(j)	(j)	120.02%
Year Ended October 31, 2004 (k)	$	17.96	0.17	0.83	1.00	(0.14)	—	(0.14)	$	18.82	5.60%		$	1	0.75%	0.92%		(j)	(j)	144.61%

Institutional Class Shares
Period Ended October 31, 2004 (g)	$	19.00	0.03	(0.17)	(0.14)	(0.03)	—	(0.03)	$	18.83	(0.74%)(h)		$	341	0.78%(i)	0.54%(i)		(j)	(j)	144.61%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.

(e)	For the period from October 1, 2003 (commencement of operations) through October 31, 2003.

(f)	For the period from January 2, 2002 (commencement of operations) through October 31, 2002.

(g)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004

(h)	Not annualized.

(i)	Annualized.

(j)	There were no fee reductions during the period.

(k)	Net investment income (loss) is based on average shares outstanding during the period.

GARTMORE CORE EQUITY SERIES

Back to Contents

SECTION 6 GARTMORE SMALL CAP FUND FINANCIAL HIGHLIGHTS

Selected Data for Each Share of Capital Outstanding



		Investment Activities				Distributions			Ratio/Supplemental Data


		Net Asset Value, Beginning of Period	Net Invest- ment Income (Loss)	Redemption Fees	Net Realized and Unrealized Gains (Losses) on Invest- ments	Total from Invest- ment Activities	Net Realized Gains	Total Distribu- tions	Ne Asset Value, End of Period		Total Return (a)	Net Assets at End of Period (000s)		Ratio of Expenses to Average Net Assets	Ratio of Net Invest- ment Income (Loss) to Average Net Assets	Ratio of Expenses (Prior to Reimburse- ments) to Average Net Assets (b)	Ratio of Net Investment Income (Loss) (Prior to Reimburse- ments) to Average Net Assets (b)	Portfolio Turnover (c)



Class A Shares
Year Ended October 31, 2000	$	11.19	(0.02)	—	2.05	2.03	(0.10)	(0.10)	$	13.12	18.25%	$	23,922	1.35%	(0.16%)	2.10%	(0.91%)	139.27%
Year Ended October 31, 2001	$	13.12	(0.02)	—	(1.23)	(1.25)	(1.08)	(1.08)	$	10.79	(10.09%)	$	21,190	1.35%	(0.17%)	2.00%	(0.82%)	119.03%
Year Ended October 31, 2002	$	10.79	(0.02)	—	(1.16)	(1.18)	—	—	$	9.61	(10.94%)	$	20,290	1.51%	(0.24%)	1.72%	(0.45%)	111.00%
Year Ended October 31, 2003	$	9.61	(0.05)	—	4.12	4.07	—	—	$	13.68	42.35%	$	21,198	1.59%	(0.37%)	1.70%	(0.48%)	100.05%
Year Ended October 31, 2004	$	13.68	(0.09)	0.05	2.12	2.08	(0.17)	(0.17)	$	15.59	15.33%	$	23,023	1.59%	(0.55%)	(j)	(j)	341.57%

Class B Shares
Year Ended October 31, 2000	$	11.17	(0.08)	—	2.03	1.95	(0.10)	(0.10)	$	13.02	17.56%	$	748	2.10%	(0.90%)	3.82%	(2.62%)	139.27%
Year Ended October 31, 2001	$	13.02	(0.09)	—	(1.24)	(1.33)	(1.08)	(1.08)	$	10.61	(10.84%)	$	854	2.10%	(0.93%)	3.74%	(2.57%)	119.03%
Year Ended October 31, 2002	$	10.61	(0.09)	—	(1.13)	(1.22)	—	—	$	9.39	(11.50%)	$	950	2.17%	(0.89%)	2.41%	(1.13%)	111.00%
Year Ended October 31, 2003	$	9.39	(0.10)	—	4.00	3.90	—	—	$	13.29	41.53%	$	1,368	2.20%	(1.00%)	2.30%	(1.10%)	100.05%
Year Ended October 31, 2004	$	13.29	(0.17)	0.05	2.04	1.92	(0.17)	(0.17)	$	15.04	14.57%	$	1,496	2.20%	(1.16%)	(j)	(j)	341.57%

Class C Shares
Period Ended October 31, 2001 (d)	$	11.33	(0.04)	—	(0.66)	(0.70)	—	—	$	10.63	(6.18%)(g)	$	20	2.10%(h)	(1.26%)(h)	5.62%(h)	(4.78%)(h)	119.03%
Year Ended October 31, 2002	$	10.63	(0.09)	—	(1.13)	(1.22)	—	—	$	9.41	(11.48%)	$	28	2.17%	(0.90%)	2.47%	(1.20%)	111.00%
Year Ended October 31, 2003	$	9.41	(0.09)	—	3.99	3.90	—	—	$	13.31	41.45%	$	89	2.20%	(1.04%)	2.31%	(1.15%)	100.05%
Year Ended October 31, 2004	$	13.31	(0.13)	0.05	2.01	1.93	(0.17)	(0.17)	$	15.07	14.62%	$	180	2.20%	(1.16%)	(j)	(j)	341.57%

Class R Shares
Period Ended October 31, 2004 (e)	$	14.03	(0.09)	0.05	1.11	1.07	—	—	$	15.10	7.63%(g)	$	1	1.73%(h)	(0.63%)(h)	(j)	(j)	341.57%

Institutional Service Class Shares
Year Ended October 31, 2000	$	11.20	(0.01)	—	2.06	2.05	(0.10)	(0.10)	$	13.15	18.44%	$	4,192	1.20%	(0.01%)	1.92%	(0.73%)	139.27%
Year Ended October 31, 2001	$	13.15	—	—	(1.23)	(1.23)	(1.08)	(1.08)	$	10.84	(9.90%)		4,485	1.20%	(0.04%)	1.79%	(0.63%)	119.03%
Year Ended October 31, 2002	$	10.84	(0.01)	—	(1.16)	(1.17)	–	–	$	9.67	(10.79%)		5,856	1.38%	(0.11%)	1.57%	(0.30%)	111.00%
Year Ended October 31, 2003	$	9.67	(0.02)	—	4.14	4.12	—	—	$	13.79	42.61%		18,584	1.45%	(0.35%)	1.54%	(0.44%)	100.05%
Year Ended October 31, 2004 (i)	$	13.79	(0.06)	0.05	2.11	2.10	(0.17)	(0.17)	$	15.72	15.43%	$	7	1.45%	(0.39%)	(j)	(j)	341.57%

Institutional Class Shares
Period Ended October 31, 2004 (f)	$	15.64	(0.01)	0.05	0.07	0.11	—	—	$	15.75	0.70%(g)	$	120	1.20%(h)	(0.22%)(h)	(j)	(j)	341.57%

(a)	Excludes sales charge.

(b)	During the period certain fees were waived and/or reimbursed. If such waivers/reimbursements had not occurred, the ratios would have been as indicated.

(c)	Portfolio turnover is calculated on the basis of the Fund as a whole without distinguishing among the classes of shares.

(d)	For the period from March 1, 2001 (commencement of operations) through October 31, 2001.
(e)	For the period from December 30, 2003 (commencement of operations) through October 31, 2004

(f)	For the period from June 29, 2004 (commencement of operations) through October 31, 2004

(g)	Not annualized.

(h)	Annualized.

(i)	Net investment income (loss) is based on average shares outstanding during the period.

(j)	There were no fee reductions during the period.

46	GARTMORE CORE EQUITY SERIES

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Information from Gartmore Funds

Please read this prospectus before you invest, and keep it with your records. The following documents – which may be obtained free of charge – contain additional information about the Fund:

•	Statement of Additional Information (incorporated by reference into this Prospectus)
•	Annual Reports (which contain discussions of the market conditions and investment strategies that significantly affected each Fund’s performance)
•	Semi-Annual Reports

To obtain a document free of charge, contact us at the address or number listed below.

To reduce the volume of mail you receive, only one copy of financial reports, prospectuses, other regulatory materials and other communications will be mailed to your household (if you share the same last name and address). You can call us at 800-848-0920, or write to us at the address listed below, to request (1) additional copies free of charge, or (2) that we discontinue our practice of mailing regulatory materials together.

For additional information contact:

By Regular Mail:
Gartmore Funds
P.O. Box 182205
Columbus, Ohio 43218-2205
(614) 428-3278 (fax)

By Overnight Mail:
Gartmore Funds
3435 Stelzer Road
Columbus, Ohio 43219

For 24-hour access:
800-848-0920 (toll free) Customer Service Representatives are available 8 a.m. -9 p.m. Eastern Time, Monday through Friday. Call after 7 p.m. Eastern Time for closing share prices. Also, visit the Gartmore Funds’ website at www.gartmorefunds.com.

Information from the Securities and Exchange Commission (SEC)

You can obtain copies of Fund documents from the SEC

• on the SEC’s EDGAR database via the Internet at www.sec.gov,

• by electronic request publicinfo@sec.gov, in person at the SEC’s Public Reference Room in Washington, D.C. (For their hours of operation, call 1-202-942-8090.), or

• by mail by sending your request to Securities and Exchange Commission Public Reference Section Washington, D.C. 20549-0102 (The SEC charges a fee to copy any documents.)

The Trust’s Investment Company Act File No.: 811-08495

Core Fixed Income Series

Fixed -income Funds with broad market portfolios designed to form the foundation of an asset allocation program.

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Fund	Class	Ticker

Gartmore Bond Fund	Class A	NBDAX

Gartmore Bond Fund	Class B	GBDBX

Gartmore Bond Fund	Class C	GBDCX

Gartmore Bond Fund	Class D	MUIBX

Gartmore Bond Fund	Class R	GBDRX

Gartmore Bond Fund	Institutional Class	GBDIX

Gartmore Government Bond Fund	Class A	NUSAX

Gartmore Government Bond Fund	Class B	GGBBX

Gartmore Government Bond Fund	Class C	GGBCX

Gartmore Government Bond Fund	Class D	NAUGX

Gartmore Government Bond Fund	Class R	GGBRX

Gartmore Government Bond Fund	Institutional Class	GGBIX

Gartmore Money Market Fund	Prime Shares	MIFXX

Gartmore Money Market Fund	Institutional Class	GMIXX

Gartmore Money Market Fund	Service Class	NWSXX

Gartmore Morley Enhanced Income Fund	Class A	NMEAX

Gartmore Morley Enhanced Income Fund	Class R	GMERX

Gartmore Morley Enhanced Income Fund	Institutional Class	NMEIX

Gartmore Morley Enhanced Income Fund	Institutional Service Class	NMESX

Gartmore Short Duration Bond Fund	Class A	MCAPX

Gartmore Short Duration Bond Fund	Class C	n/a

Gartmore Short Duration Bond Fund	IRA Class	NMIRX

Gartmore Short Duration Bond Fund	Institutional Class	MCAIX

Gartmore Short Duration Bond Fund	Service Class	MCAFX

Gartmore Tax-Free Income Fund	Class A	NTFAX

Gartmore Tax-Free Income Fund	Class B	GTIBX

Gartmore Tax-Free Income Fund	Class C	GTICX

Gartmore Tax-Free Income Fund	Class D	NATFX

TABLE OF CONTENTS

	4	Section 1 – Fund Summaries and Performance
		Gartmore Bond Fund
		Gartmore Government Bond Fund
		Gartmore Money Market Fund
		Gartmore Morley Enhanced Income Fund
		Gartmore Short Duration Bond Fund (formerly Gartmore Morley Capital Accumulation Fund)
		Gartmore Tax-Free Income Fund

	26	Section 2 – Fund Details
		Additional Information about Investments, Investment Techniques, and Risks

	29	Section 3 – Fund Management
		Investment Advisers
		Portfolio Management

	31	Section 4 – Investing with Gartmore
		Choosing a Share Class
		Sales Charges and Fees
		Contacting Gartmore Funds
		Buying Shares
		Exchanging Shares
		Customer Identification Information
		Selling Shares
		Excessive Trading
		Exchange and Redemption Fees

	44	Section 5 – Distributions and Taxes
		Distributions and Capital Gains
		Selling and Exchanging Shares
		Other Tax Jurisdictions
		Tax Status for Retirement Plans and Other Tax-Deferred Accounts
		Backup Withholding

	46	Section 6 – Financial Highlights

GARTMORE CORE FIXED INCOME SERIES |

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Core Fixed Income Series

Introduction to the Core Fixed Income Series

This prospectus provides information about six Funds:

Gartmore Bond Fund Gartmore Government Bond Fund Gartmore Money Market Fund Gartmore Morley Enhanced Income Fund Gartmore Short Duration Bond Fund Gartmore Tax-Free Income Fund

These Funds are primarily intended:

•	To help investors to seek current income through investments in various government, corporate and short-term debt securities.

The following section summarizes key information about the Funds, including information regarding the investment objective, principal strategies, principal risks, performance and fees for the Funds. As with any mutual fund, there can be no guarantee that any of the Funds will meet their respective objectives or that the Funds’ performance will be positive for any period of time.

Each Fund’s investment objective can be changed without shareholder approval.

A Note about Share Classes

•	Gartmore Bond Fund and Gartmore Government Bond Fund offer eight share classes. Six of those classes are offered in this prospectus: Class A, Class B, Class C, Class D, Class R and Institutional Class.
•	Gartmore Tax-Free Income Fund offers six share classes. Four of those classes are offered in this prospectus: Class A, Class B, Class C and Class D

	The Gartmore Bond Fund, Gartmore Tax-Free Income Fund and Gartmore Government Bond Fund also have Class X and Class Y shares which are offered in a separate prospectus and are available only to certain shareholders. If you owned Class X or Class Y shares of any of these Funds as of September 1, 2003, you may continue to purchase them and should refer to the separate prospectus for more information.

•	Gartmore Money Market Fund offers three share classes: Service Class, Institutional Class and Prime Shares.
•	Gartmore Morley Enhanced Income Fund offers four share classes: Class A, Class R, Institutional Service Class, and Institutional Class.
•	Gartmore Short Duration Bond Fund offers four classes of shares: Class A, Class C, Service Class and Institutional Class.

Effective December 27, 2004, IRA Class shares of the Gartmore Short Duration Bond Fund are closed to new investors, including any exchanges from other Gartmore mutual funds. Existing shareholders are permitted to continue to invest in the Fund both directly and through exchanges from other Gartmore funds, as well as through dividend and capital gain reinvestments. Gartmore will continue to monitor the cash flows from existing shareholders and may close the Fund to all further investments by existing shareholders at some point.

2	\| GARTMORE CORE FIXED INCOME SERIES

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Key Terms

In an effort to help you better understand the many concepts involved in making an investment decision, we have defined the following terms:

Fixed-income securities – securities, including bonds and other debt securities, that represent an obligation by the issuer to pay a specified rate of interest or dividend at specified times.

Corporate bonds – debt securities issued by corporate issuers, as distinct from fixed-income securities issued by a government or its agencies or instrumentalities.

U.S. government securities – debt securities issued and/or guaranteed as to principal and interest by the U.S. government that are supported by the full faith and credit of the United States.

U.S. government agency securities – debt securities issued and/or guaranteed as to principal and interest by U.S. government agencies, U.S. government-sponsored enterprises and U.S. government instrumentalities that are not direct obligations of the United States. Such securities may not be supported by the full faith and credit of the United States.

Asset-backed securities – fixed-income securities issued by a trust or other legal entity established for the purpose of issuing securities and holding certain assets, such as credit card receivables or auto leases, that pay down over time and generate sufficient cash to pay holders of the securities.

Mortgage-backed securities – fixed-income securities that give the holder the right to receive a portion of principal and/or interest payments made on a pool of residential or commercial mortgage loans, which in some cases are guaranteed by government agencies.

Municipal obligations – fixed-income securities issued by, or on behalf of, states, cities and other local governmental entities, to pay for construction and other projects. They are loans that investors make to a governmental entity; the governmental entity gets the cash it needs to complete its project and the lenders earn interest payments and get their principal back. Municipal obligations that qualify pay interest that is generally exempt from federal income taxes, although certain investors may nonetheless be subject to federal alternative minimum tax.

Investment grade – the four highest rating categories of recognized rating agencies, including Moody’s, Standard & Poor’s and Fitch.

Junk bonds – fixed-income securities rated below investment grade by recognized rating agencies, including Moody’s, Standard & Poor’s and Fitch, or unrated securities that Fund management believes are of comparable quality.

Maturity – the time at which the principal amount of a bond is scheduled to be returned to investors.

Duration – related in part to the remaining time until maturity of a bond, a measure of how much the price of a bond would change compared to a change in market interest rates. A bond’s value drops when interest rates rise, and vice versa. Bonds with longer durations have higher risk and volatility.

GARTMORE CORE FIXED INCOME SERIES |

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SECTION 1 GARTMORE BOND FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks as high a level of current income as is consistent with preserving capital.

Principal Strategies

The Fund typically invests at least 80% of its net assets in fixed-income securities that are investment grade, including corporate bonds, U.S. government securities and U.S. government agency securities. The Fund seeks to achieve its objective by investing in securities offering the highest level of expected income while simultaneously minimizing market price fluctuations.

The Fund may also invest a portion of its assets in:

•	mortgage-backed securities
•	asset-backed securities
•	foreign government and corporate bonds, denominated in U.S. dollars
•	junk bonds
•	commercial paper rated by a rating agency in one of the two highest rating categories

In selecting securities, the portfolio managers typically maintain an average portfolio duration of three to seven years.

The Fund’s management seeks value, and may sell a security to take advantage of more favorable opportunities. The Fund also may sell a bond as it gets closer to its maturity in order to maintain the Fund’s target duration and achieve an attractive total return.

4	\| GARTMORE CORE FIXED INCOME SERIES

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Interest rate risk – generally, when interest rates go up, the value of fixed-income securities goes down.

Credit risk – a bond issuer may be unable to pay the interest or principal when due. This risk is more pronounced with junk bonds and other lower rated bonds.

Selection risk – the portfolio manager may select securities that underperform the markets, the relevant indices or other funds with similar investment objectives and strategies.

Prepayment risk – certain bonds will be paid off by the issuer more quickly than anticipated. If this happens, the Fund may be required to invest the proceeds in securities with lower yields.

Extension risk – when interest rates rise, certain bond obligations will be paid off by the issuer more slowly than anticipated, causing the value of these securities to fall.

Call and redemption risk – some bonds allow the issuer to call a bond for redemption before it matures. If this happens, the Fund may be required to invest the proceeds in securities with lower yields.

If the value of the Fund’s investments goes down, you may lose money.

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SECTION 1 GARTMORE BOND FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class D) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

Annual Total Returns - Class D Shares*
(Years ended December 31)

Best Quarter: 8.69% – 2nd qtr of 1995 Worst Quarter: -5.02% – 1st qtr of 1994

*These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual returns would be lower than those shown. Returns through May 11, 1998, are based on the performance of the Fund’s predecessor fund. Please call 1-800-848-0920 for the Fund’s current 30-day yield.

Average annual returns ¹
as of December 31, 2004	1 Year	5 Years	10 Years

Class A shares – Before Taxes ²	–0.37%	6.27%	6.93%

Class B shares – Before Taxes ²	–1.26%	6.32%	7.02%

Class C shares – Before Taxes ^2,3	2.83%	6.74%	7.23%

Class D shares – Before Taxes	0.10%	6.55%	7.13%

Class D shares – After Taxes on Distributions	–1.51%	4.37%	4.71%

Class D shares – After Taxes on Distributions and Sales of Shares ²	0.04%	4.24%	4.59%

Class R shares – Before Taxes ²	4.23%	7.37%	7.55%

Institutional Class shares – Before Taxes ²	4.86%	7.54%	7.63%

Lehman Brothers Government/Credit Bond Index ⁴	4.19%	8.00%	7.80%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares. If sales charges were not included, returns would be higher. For all classes, returns before May 11, 1998 reflect the performance of the Fund’s predecessor fund.

2	Returns prior to the introduction of specific classes are based on both the performance of various classes of the predecessor fund and, after May 11, 1998, on the performance of various classes of the Fund as noted below. This performance is substantially similar to what the individual classes would have produced because these classes all invest in the same portfolio of securities. Performance has been adjusted to reflect differences in applicable sales charges, if any, for individual classes. Performance has not been adjusted to reflect different expense levels, which if reflected may have resulted in higher or lower performance for a given share class.

	Class A (introduced May 11, 1998): Performance is based on the predecessor fund. Class B (introduced September 4, 2003): Performance is based on the predecessor fund through May 11, 1998 and the Fund’s Class X from May 11, 1998, through September 4, 2003. Class C (introduced September 4, 2003): Performance is based on the predecessor fund through May 11, 1998, the Fund’s Class D from May 11, 1998, through March 1, 2001, and the Fund’s Class Y from March 1, 2001 through September 4, 2003. Class R (introduced October 1, 2003): Performance is based on the predecessor fund through May 11, 1998, and the Fund’s Class D from May 11, 1998, through October 1, 2003. Institutional Class (introduced June 29, 2004): Performance is based on the predecessor fund through May 11, 1998, and the Fund’s Class D from May 11, 1998, through June 29, 2004.

3	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.

4	The Lehman Brothers Government/Credit Bond Index is an unmanaged index of U.S. government and investment-grade corporate bonds with at least one year to maturity. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.

GARTMORE CORE FIXED INCOME SERIES |

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SECTION 1 GARTMORE BOND FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and expenses

The table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:

Shareholder Fees

Class A

Class B

Class C

Class D

Class R

Institutional

(paid directly from

Shares

Class

your investment) ¹

Shares

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

4.75%

None

4.50%

None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)

None ³

5.00%

⁴

1.00%

⁵

None

Redemption/Exchange Fee (as percentage of amount redeemed or exchanged) ⁶

2.00%

Applies only to exchanges and redemptions within 5 days after purchase.

Annual Fund Operating

Class A

Class B

Class C

Class D

Class R

Institutional

Expenses (deducted from

Class

Fund assets)

Management Fees (paid to have the Fund’s investments professionally managed)

0.50%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)

0.25%

1.00%

None

0.40%

⁷

None

Other Expenses

0.29%

0.22%

0.28%

0.42%

0.22%

Total Annual Fund Operating Expenses

1.04%

1.72%

0.78%

1.32%

0.72%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.

2	The sales charge on purchases of Class A and Class D shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class—Reduction and Waiver of Class A and Class D Shares.

3	A contingent deferred sales charge (CDSC) of up to 0.75% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.

4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore: Choosing a Share Class—Class B Shares.

5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class—Class C Shares.

6	A redemption/exchange fee of 2.00% applies to shares redeemed or exchanged within five days after the date they were purchased. This fee is intended to discourage frequent trading of Fund shares that can negatively affect the Fund’s performance. The fee does not apply to shares purchased through reinvested dividends or capital gains or shares held in certain omnibus accounts or retirement plans that cannot implement the fee. See Section 4, Investing with Gartmore: Selling Shares—Exchange and Redemption Fees.

7	Pursuant to the Fund’s Rule 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.



6	\| GARTMORE CORE FIXED INCOME SERIES

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SECTION 1 GARTMORE BOND FUND SUMMARY AND PERFORMANCE (con’t.)

Example

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

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$576	$790	$1,022	$1,686

Class B shares	$675	$842	$1,133	$1,766

Class C shares	$275	$542	$933	$2,030

Class D shares	$526	$688	$864	$1,373

Class R shares	$134	$418	$723	$1,590

Institutional Class shares	$74	$230	$401	$894

*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares**:

	1 Year	3 Years	5 Years	10 Years

Class B shares	$175	$542	$933	$1,766

Class C shares	$175	$542	$933	$2,030

** Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class D, Class R, and Institutional Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.


	GARTMORE CORE FIXED INCOME SERIES	\| 7

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SECTION 1 GARTMORE GOVERNMENT BOND FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks as high a level of current income as is consistent with preserving capital.

Principal Strategies

The Fund typically invests at least 80% of its net assets in U.S. government securities and U.S. government agency securities . The Fund’s management seeks to achieve its objective by investing in securities offering the highest level of expected income while simultaneously minimizing market price fluctuations.

In selecting investments for the Fund, the portfolio manager uses interest rate expectations, duration analysis, economic forecasting, market sector analysis and other techniques. The Fund may also look for bonds that the portfolio manager believes are undervalued, with the goal of buying them at attractive values and holding them as they increase in value. The Fund will generally maintain an average dollar-weighted maturity of five to nine years, and an average portfolio duration of four to six years.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Interest rate risk – generally, when interest rates go up, the value of fixed-income securities goes down.

Credit risk – a bond issuer may be unable to pay the interest or principal when due. This risk is more pronounced with lower rated bonds.

Selection risk – the portfolio manager may select securities that underperform the markets, the relevant indices or other funds with similar investment objectives and strategies.

Prepayment risk – certain bonds will be paid off by the issuer more quickly than anticipated. If this happens, the Fund may be required to invest the proceeds in securities with lower yields.

Extension risk – when interest rates rise, certain bond obligations will be paid off by the issuer more slowly than anticipated, causing the value of these securities to fall.

If the value of the Fund’s investments goes down, you may lose money.



8 \|	GARTMORE CORE FIXED INCOME SERIES

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SECTION 1 GARTMORE GOVERNMENT BOND FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes (and after taxes for Class D) and compares them to the returns of a broad-based securities index. The Fund’s past performance does not guarantee similar results in the future.

Annual Total Returns – Class D Shares*
(Years ended December 31)

Best Quarter: 6.80% – 2nd qtr of 1995

Worst Quarter: –2.48% – 2nd qtr of 2004

*These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown. Returns through May 11, 1998, are based on the performance of the Fund’s predecessor fund. Please call 1-800-848-0920 for the Fund’s current 30-day yield.

Average annual returns ¹
as of December 31, 2004	1 Year	5 Years	10 Years
Class A shares – Before Taxes ²	–1.81%	6.05%	6.63%
Class B shares – Before Taxes ²	–2.49%	6.14%	6.74%
Class C shares – Before Taxes ^2,3	1.49%	6.55%	6.93%
Class D shares – Before Taxes	–1.25%	6.36%	6.84%
Class D shares – After Taxes on Distributions	–2.54%	4.13%	4.51%
Class D shares – After Taxes on Distributions and Sales of Shares ²	–0.83%	4.10%	4.43%
Class R shares – Before Taxes ²	2.92%	7.21%	7.26%
Institutional Class shares – Before Taxes ²	3.47%	7.36%	7.33%
Merrill Lynch Government Master Index ⁴	3.42%	7.39%	7.42%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares. If sales charges were not included, returns would be higher. For all classes, returns before May 11, 1998, reflect the performance of the Fund’s predecessor fund.

2	Returns prior to the introduction of specific classes are based on both the performance of various classes of the predecessor fund and, after May 11, 1998, on the performance of various classes of the Fund as noted below. This performance is substantially similar to what the individual classes would have produced because these classes all invest in the same portfolio of securities. Returns have been adjusted to reflect differences in applicable sales charges, if any, for individual classes. Returns have not been adjusted to reflect different expense levels, which if reflected may have resulted in higher or lower performance for a given share class.

	Class A (introduced May 11, 1998): Performance is based on the predecessor fund.

	Class B (introduced September 4, 2003): Performance is based on the predecessor fund through May 11, 1998 and the Fund’s Class X from May 11, 1998, through September 4, 2003.

	Class C (introduced September 4, 2003): Performance is based on the predecessor fund through May 11, 1998, the Fund’s Class D from May 11, 1998, through March 1, 2001, and the Fund’s Class Y from March 1, 2001 through September 4, 2003.

	Class R (introduced October 1, 2003): Performance is based on the predecessor fund through May 11, 1998, and the Fund’s Class D from May 11, 1998, through October 1, 2003.

	Institutional Class (introduced June 29, 2004): Performance is based on the predecessor fund through May 11, 1998, and the Fund’s Class D from May 11, 1998, through June 29, 2004.

3	A front-end sales charge that formerly applied to Class C shares was eliminated on April 1, 2004. Returns before that date have not been adjusted to eliminate the effect of the sales charges.

4	The Merrill Lynch Government Master Index is an unmanaged index of U.S. government bonds that gives a broad look at how those types of bonds have performed. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.


	GARTMORE CORE FIXED INCOME SERIES	\| 9

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SECTION 1 GARTMORE GOVERNMENT BOND FUND SUMMARY AND PERFORMANCE (con’t.)

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:

Shareholder Fees

Class A

Class B

Class C

Class D

Class R

Institutional

(paid directly from

Shares

Class Shares

your investment) ¹

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

4.75% ²

None

4.50%

None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)

None ³

5.00% ⁴

1.00% ⁵

None

Redemption/Exchange Fee (as percentage of amount redeemed or exchanged) ⁶

2.00%

Applies only to exchanges and redemptions within 5 days after purchase.

Annual Fund Operating

Class A

Class B

Class C

Class D

Class R

Institutional

Expenses (deducted from

Shares

Class Shares

Fund assets)

Management Fees (paid to have the Fund’s investments professionally managed)

0.50%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)

0.25%

1.00%

None

0.40% ⁷

None

Other Expenses

0.32%

0.19%

0.28%

0.39%

0.19%

Total Annual Fund Operating Expenses

1.07%

1.69%

0.78%

1.29%

0.69%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.

2	The sales charge on purchases of Class A and D shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore, Choosing a Share Class: Class A and Class D Shares.

3	A contingent deferred sales charge (CDSC) of up to 0.75% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.

4	A CDSC beginning at 5% and declining to 1% is charged if you sell Class B shares within six years after purchase. Class B shares convert to Class A shares after you have held them for seven years. See Section 4, Investing with Gartmore, Choosing a Share Class: Class B Shares.

5	A CDSC of 1% is charged if you sell Class C shares within the first year after purchase. See Section 4, Investing with Gartmore: Choosing a Share Class–Class C Shares.

6	A redemption/exchange fee of 2.00% applies to shares redeemed or exchanged within five days after the date they were purchased. This fee is intended to discourage frequent trading of Fund shares that can negatively affect the Fund’s performance. The fee does not apply to shares purchased through reinvested dividends or capital gains or shares held in certain omnibus accounts or retirement plans that cannot implement the fee. See Section 4, Investing with Gartmore: Selling Shares–Exchange and Redemption Fees.

7	Pursuant to the Fund’s Rule 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.

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SECTION 1 GARTMORE GOVERNMENT BOND FUND SUMMARY AND PERFORMANCE (con’t.)


Example

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

The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$579	$799	$1,037	$1,719

Class B shares	$672	$833	$1,118	$1,756

Class C shares	$272	$533	$918	$1,998

Class D shares	$526	$688	$864	$1,373

Class R shares	$131	$409	$708	$1,556

Institutional Class shares	$70	$221	$384	$859

*Assumes a CDSC does not apply.

You would pay the following expenses on the same investment if you did not sell your shares:**

	1 Year	3 Years	5 Years	10 Years

Class B shares	$172	$533	$918	$1,756

Class C shares	$172	$533	$918	$1,998

**	Expenses paid on the same investment in Class A (unless your purchase is subject to a CDSC for a purchase of $1,000,000 or more), Class D, Class R, and Institutional Class shares do not change, whether or not you sell your shares.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.

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SECTION 1 GARTMORE MONEY MARKET FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks as high a level of current income as is consistent with preserving capital and maintaining liquidity.

Principal Strategies

The Fund seeks to maintain a fixed net asset value of $1.00 per share by investing in high-quality money market obligations maturing in 397 days or less. These money market obligations primarily include:

•	commercial paper and other fixed-income securities issued by U.S. and foreign corporations
•	asset-backed securities comprised of commercial paper
•	U.S. government securities and U.S. government agency securities
•	obligations of foreign governments
•	commercial paper issued by states and municipalities
•	obligations of U.S. banks, foreign banks and U.S. branches of foreign banks

All of the money market obligations held by the Fund must be denominated in U.S. dollars. The Fund’s money market securities also must be rated in one of the two highest short-term categories by any nationally recognized statistical rating organization or, if unrated, be of comparable quality.

The Fund may invest in floating-and adjustable-rate obligations and may enter into repurchase agreements. Typically, the Fund’s dollar-weighted average maturity will be 90 days or less.

Because the Fund invests in short-term securities, the portfolio manager generally sells securities only to meet liquidity needs, to maintain target allocations or to take advantage of more favorable opportunities.

Principal Risks

While the Fund seeks to preserve capital, there can be no guarantee that the Fund will meet its objective or be able to maintain a fixed net asset value of $1.00 per share; therefore, you could lose money.

There is no guarantee that the Fund will provide a certain level of income or that that income will stay ahead of inflation. Investments in the Fund are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

Other risks of investing in the Fund include:

Interest rate risk – generally, when interest rates go up, the value of fixed-income securities goes down.

Credit risk – a money market issuer may be unable to pay the interest or principal when due. This risk is more pronounced with lower rated instruments.

Selection risk – the portfolio manager may select securities that underperform the markets, the relevant indices or other funds with similar investment objectives and strategies.

Prepayment risk – certain money market instruments will be paid off by the issuer more quickly than anticipated. If this happens, the Fund may be required to invest the proceeds in securities with lower yields.

Share reduction risk – In order to maintain a constant net asset value of $1.00 per share, the Fund may reduce the number of shares held by its shareholders.

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SECTION 1 GARTMORE MONEY MARKET FUND SUMMARIES AND PERFORMANCE (con’t.)

Performance

The bar chart and table below can help you evaluate both the Fund’s potential risks and its potential rewards. The bar chart shows how the Fund’s results, specifically its annual total returns, have varied from year to year. These returns have not been adjusted to show the effect of taxes and do not reflect the impact of sales charges. The table lists the Fund’s average annual total returns before taxes and compares them to the returns of an index of similar money market funds. The Fund’s past performance does not guarantee similar results in the future.

Annual Total Returns – Prime Shares*
(Years ended December 31)

Best Quarter: 1.52% – 4th qtr of 2000

Worst Quarter: 0.13% – 3rd and 4th qtr of 2003 and 1st and 2nd qtr of 2004


*	These annual total returns reflect performance after expenses are deducted and include the performance of the Fund’s predecessor fund for periods prior to May 11, 1998. All of the Fund’s shares were reclassified as Prime shares on January 4, 1999. Please call 1-800-848-0920 for the Fund’s current 7-day yield.

Average annual total returns ¹
as of December 31, 2004	1 Year	5 Years	10 Years

Prime shares	0.83%	2.37%	6.17%

Service Class shares	0.68%	2.26%	6.14%

Institutional Class shares	0.89%	2.41%	6.18%

iMoneyNet First Tier Retail Index ²	0.84%	2.52%	4.47%


1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares. If sales charges were not included, returns would be higher. For all classes, returns before May 11, 1998 reflect the performance of the Fund’s predecessor fund. Returns prior to May 11, 1998, include the performance of the Fund’s predecessor fund. Returns between May 11, 1998, and the introduction of the Service Class (January 4, 1999) and the Institutional Class (December 31, 2001) include the performance of the Fund’s Prime shares. This performance is substantially similar to what the individual classes would have produced because these classes all invest in the same portfolio of securities. Performance has not been adjusted to reflect different expense levels, which if reflected would have resulted in lower performance for the Service Class.

The iMoneyNet First Tier Retail Index is an unmanaged index that is an average of non-government retail money market mutual funds that do not invest in any second-tier securities. Portfolio holdings of first-tier money market mutual funds include U.S. Treasury, other U.S. government securities, repurchase agreements, time deposits, domestic bank obligations, foreign bank obligations, first-tier commercial paper, floating-rate notes, and asset-backed commercial paper.


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SECTION 1 GARTMORE MONEY MARKET FUND SUMMARIES AND PERFORMANCE (con’t.)

Fees and Expenses

This table describes the fees and expenses that you may pay when buying and holding shares of the Fund, depending on the share class you select. There are no sales charges to purchase or sell shares of the Gartmore Money Market Fund.

Annual Fund Operating Expenses	Prime	Service Class		Institutional
(deducted from Fund asssets)	Shares	Shares		Class Shares

Management Fees (paid to have the Fund’s investments professionally managed)	0.40%	0.40%		0.40%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)	None	0.10%	¹	None

Other Expenses	0.21%	0.29%		0.15%

Total Annual Fund Operating Expenses	0.61%	0.79%		0.55%

Amount of Fee Waiver/Expense Reimbursement ²	None	0.03%		None

Total Annual Fund Operating Expenses (After Waivers/Reimbursements)	0.61%	0.76%		0.55%

1	Pursuant to the Fund’s Rule 12b-1 Plan, Service Class shares are subject to a maximum fee of 0.15% of the average daily net assets of the Fund’s Service Class shares.

Gartmore Mutual Funds (the “Trust”) and Gartmore Mutual Fund Capital Trust (the “Adviser”) have entered into a written contract limiting operating expenses at least through February 28, 2006. The limit is 0.59% for all share classes. This limit excludes certain Fund expenses, including any taxes, interest, brokerage fees, extraordinary expenses, 12b-1 fees, short sale dividend expenses, and administrative service fees and may exclude other expenses as well. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, as long as the reimbursements do not cause the Fund to exceed the expense limitation in the agreement. Any reimbursements to the Adviser must be paid at a date no more than three years after the end of the fiscal year in which the Adviser made or waived the payment for which it is being reimbursed. If the maximum amount of the Rule 12b-1 fees and administrative service fees were charged, “Total Annual Fund Operating Expenses” could increase to 0.80% for Prime shares before the Adviser would be required to limit the Fund’s expenses.




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SECTION 1 GARTMORE MONEY MARKET FUND SUMMARIES AND PERFORMANCE (con’t.)


Example

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

The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years

Prime shares	$62	$195	$340	$762

Service Class shares	$78	$249	$436	$975

Institutional Class shares	$56	$176	$307	$689


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SECTION 1 GARTMORE MORLEY ENHANCED INCOME FUND SUMMARY AND PERFORMANCE

Objective

The Fund seeks a high level of current income while preserving capital and minimizing fluctuations in share value.

Principal Strategies

Under normal conditions, the Fund invests primarily in high-grade corporate bonds, U.S. government securities and U.S. government agency securities . The Fund also may purchase mortgage-backed securities and asset-backed securities , and may invest in fixed-income securities that pay interest on either a fixed-rate or variable-rate basis.

In choosing securities for the Fund, the portfolio managers attempt to identify securities that, in their opinion, offer the best combination of yield, maturity and relative price performance, based on anticipated changes in interest rates and in the price relationships among various types of fixed-income securities. The portfolio managers may sell securities in order to buy others which they believe will better serve the objectives of the Fund.

The Fund is managed so that its duration will not exceed two years, and the Fund may enter into certain derivatives contracts, such as futures or options, solely for the purpose of adjusting the Fund’s duration in order to minimize fluctuation of the Fund’s share value.

Principal Risks

The Fund cannot guarantee that it will achieve its investment objective.

As with any fund, the value of the Fund’s investments – and therefore, the value of Fund shares – may fluctuate. These changes may occur because of:

Interest rate risk – generally, when interest rates go up, the value of fixed-income securities goes down.

Credit risk – a bond issuer may be unable to pay the interest or principal when due. This risk is more pronounced with junk bonds and other lower rated bonds.

Selection risk – the portfolio manager may select securities that underperform the markets, the relevant indices or other funds with similar investment objectives and strategies.

Prepayment risk – certain bonds will be paid off by the issuer more quickly than anticipated. If this happens, the Fund may be required to invest the proceeds in securities with lower yields.

Extension risk – when interest rates rise, certain bond obligations will be paid off by the issuer more slowly than anticipated, causing the value of these securities to fall.

Call and redemption risk – some bonds allow the issuer to call a bond for redemption before it matures. If this happens, the Fund may be required to invest the proceeds in securities with lower yields.

Derivatives risk – derivatives can disproportionately increase losses and reduce opportunities for gains when the security prices, interest rates, currency values, or other such measures underlying derivatives change in unexpected ways. They also present default risks if the counterparty to a derivatives contract fails to fulfill its obligations to the Fund.

If the value of the Fund’s investments goes down, you may lose money.

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SECTION 1 GARTMORE MORLEY ENHANCED INCOME FUND SUMMARY AND PERFORMANCE (con’t.)

Performance

Annual Total Return – Class A Shares*
(Years ended December 31)

Best Quarter: 1.59% - 3rd qtr of 2000 | Worst Quarter: -0.36% - 2nd qtr of 2004

*	These annual total returns do not include sales charges and do not reflect the effect of taxes. If applicable sales charges were included, the annual total returns would be lower than those shown.

Average annual total returns ¹
as of December 31, 2004	1 Year	5 Years	Since Inception (December 29, 1999)

Class A shares – Before Taxes	-3.27%	1.39%	1.39%

Class A shares – After Taxes on Distributions	-3.87%	-0.12%	-0.12%

Class A shares – After Taxes on Distributions and Sale of Shares ²	-2.12%	0.26%	0.26%

Class R shares – Before Taxes	0.28%	2.11% ³	2.11% ³

Institutional Service Class shares – Before Taxes	0.59%	2.30%	2.30%

Institutional Class shares – Before Taxes	0.84%	2.56%	2.56%

Lipper Ultra-Short Bond Fund Index. ⁴	1.21%	3.57%	3.57%



1	Total returns assume redemptions of shares at the end of each period, including the impact of any sales charges, such as contingent deferred sales charges that apply to Class B and Class C shares. If sales charges were not included, returns would be higher. For all classes, returns before May 11, 1998 reflect the performance of the Fund’s predecessor fund.

2	The after-tax lifetime performance of Class A shares assumes that losses on the sale of those shares would offset the taxes paid on distributions and other income. That is why the performance for “Class A shares – After Taxes on Distributions and Sale of Shares” is better than the performance for the same class before taxes.

3	Returns before the first offering of Class R shares (10/1/03) are based on the performance of Class A shares. This performance is substantially similar to what Class R shares would have produced because these two classes invest in the same portfolio of securities. Returns for Class R have been adjusted to eliminate sales charges that do not apply to that class, but have not been adjusted to reflect its lower expenses.

4	The Lipper Ultra-Short Bond Fund Index is an unmanaged index that consists of fixed-income funds with very short durations (between 91 and 365 days), relatively little market price sensitivity to changes in interest rates, and at least 65% of their assets in investment-grade debt instruments. These returns do not include the effect of any sales charges or expenses. If sales charges and expenses were deducted, the actual returns of this Index would be lower.

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SECTION 1 GARTMORE MORLEY ENHANCED INCOME FUND SUMMARY AND PERFORMANCE (con’t.)


Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund, depending on the share class you select:

Shareholder Fees (paid directly from your investment) ¹	Class A Shares	Class R Shares	Institutional Service Class Shares	Institutional Class Shares

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	3.75% ²	None	None	None

Maximum Deferred Sales Charge (Load) imposed upon redemptions (as a percentage of offering or sale price, whichever is less)	None ³	None	None	None


Annual Fund Operating Expenses (deducted from Fund assets)	Class A shares	Class R shares	Institutional Service Class shares	Institutional Class shares

Management Fees (paid to have the Fund’s investments professionally managed.)	0.35%	0.35%	0.35%	0.35%

Distribution and/or Service (12b-1) Fees (paid from Fund assets to cover the cost of sales, promotions and other distribution activities, as well as certain shareholder servicing costs)	0.25%	0.40% ⁴	None	None

Other Expenses	0.25%	0.35%	0.15%	0.40%

Total Annual Fund Operating Expenses	0.85%	1.00%	0.40%	0.65%

Amount of Fee Waiver/Expense Reimbursement	0.05%	0.05%	0.05%	0.05%

Total Annual Fund Operating Expenses (After Waivers/Reimbursements) ⁵	0.80%	1.05%	0.45%	0.70%

1	If you buy and sell shares through a broker or other financial intermediary, this intermediary may charge a separate transaction fee.

2	The sales charge on purchases of Class A shares is reduced or eliminated for purchases of $50,000 or more. For more information, see Section 4, Investing with Gartmore: Choosing a Share Class–Class A Shares.

3	A contingent deferred sales charge (CDSC) of up to 0.50% will apply to redemptions of Class A shares if purchased without sales charges and for which a finders fee was paid. See Section 4, Investing with Gartmore: Purchasing Class A Shares without a Sales Charge.

4	Pursuant to the Fund’s Rule 12b-1 Plan, Class R shares are subject to a maximum fee of 0.50% of the average daily net assets of the Fund’s Class R shares. For more information see Section 4, Investing with Gartmore: Sales Charges and Fees.

5	The Gartmore Mutual Funds (the “Trust”) and Gartmore Morley Capital Management, Inc. (the “Adviser”) have entered into a written contract limiting operating expenses to 0.45% at least through February 28, 2006, for all share classes. This limit excludes certain Fund expenses, including any taxes, interest, brokerage fees, extraordinary expenses, 12b-1 fees, short sale dividend expenses, and administrative service fees and may exclude other expenses as well. If the maximum amount of the Rule 12b-1 fees and administrative services fees were charged, “Total Annual Fund Operating Expenses (After Waivers/Reimbursements)” could increase to 0.95% for Class A shares and 1.20% for Class R shares of the Fund before the Adviser would be required to further limit the Fund’s expenses.

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SECTION 1 GARTMORE MORLEY ENHANCED INCOME FUND SUMMARY AND PERFORMANCE (con’t.)

Example

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

The Example assumes that you invest $10,000 in the Fund for the time periods indicated and then sell all of your shares at the end of those periods. It assumes a 5% return each year, no change in expenses, and the expense limitations for one year only (if applicable). Although your actual costs may be higher or lower, based on these assumptions your costs would be:

	1 Year	3 Years	5 Years	10 Years

Class A shares*	$454	$631	$824	$1,380


Class R shares	$107	$345	$601	$1,336


Institutional Service Class shares	$72	$235	$412	$926


Institutional Class shares	$46	$155	$275	$623



*Assumes a CDSC does not apply.

The Fund does not apply sales charges on reinvested dividends and other distributions. If these sales charges (loads) were included, your costs would be higher.


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SECTION 1	GARTMORE SHORT DURATION BOND FUND SUMMARY AND PERFORMANCE
	(formerly Gartmore Morley Capital Accumulation Fund)

Objective

The Fund seeks to provide a high level of current income while preserving capital and minimizing fluctuations in share value.

Principal Strategies

Under normal conditions, the Fund invests primarily in U.S. government securities, U.S. government agency securities, and corporate bonds that are investment grade . The Fund also may purchase mortgage-backed securities and asset-backed securities , and may invest in fixed-income securities that pay interest on either a fixed-rate or variable-rate basis.

The Fund is managed so that its duration generally will not exceed three years, and the Fund may enter into certain derivatives contracts, such as futures or options, solely for the purpose of adjusting the Fund’s duration in order to minimize fluctuation of the Fund’s share value.