NATIONWIDE MUTUAL FUNDS (Form: 485APOS, Received: 11/17/2009 15:40:23)

‘33 Act File No. 333-40455
‘40 Act File No. 811-08495

AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 17, 2009

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-1A


REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933		þ

Post-Effective Amendment No. 98		þ

and or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940


Amendment No. 99		þ

(Check appropriate box or boxes)

NATIONWIDE MUTUAL FUNDS

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

1000 CONTINENTAL DRIVE, SUITE 400
KING OF PRUSSIA, PENNSYLVANIA 19406
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)

Registrant’s Telephone Number, including Area Code: (610) 230-2800

Send Copies of Communications to:


ALLAN J. OSTER, ESQ.		BARBARA A. NUGENT, ESQ.
1000 CONTINENTAL DRIVE, SUITE 400		STRADLEY RONON STEVENS & YOUNG, LLP
KING OF PRUSSIA, PENNSYLVANIA 19406		2600 ONE COMMERCE SQUARE
(NAME AND ADDRESS OF AGENT FOR SERVICE)		PHILADELPHIA, PENNSYLVANIA 19103

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

o immediately upon filing pursuant to paragraph (b)

o on [date] pursuant to paragraph (b)

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

þ on March 1, 2010 pursuant to paragraph (a)(1)

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

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

If appropriate, check the following box:

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

EQUITY FUNDS

Prospectus , 2010


Fund and Class		Ticker
Nationwide Fund Class A		NWFAX

Nationwide Fund Class B		NWFBX

Nationwide Fund Class C		GTRCX

Nationwide Fund Class D		MUIFX

Nationwide Fund Class R2		GNWRX

Nationwide Fund Institutional Service Class		GTISX

Nationwide Fund Institutional Class		GNWIX

Nationwide Growth Fund Class A		NMFAX

Nationwide Growth Fund Class B		NMFBX

Nationwide Growth Fund Class C		GCGRX

Nationwide Growth Fund Class D		MUIGX

Nationwide Growth Fund Class R2		GGFRX

Nationwide Growth Fund Institutional Service Class		GWISX

Nationwide Growth Fund Institutional Class		GGFIX

Nationwide Large Cap Value Fund Class A		NPVAX

Nationwide Large Cap Value Fund Class B		NLVBX

Nationwide Large Cap Value Fund Class C		NLVAX

Nationwide Large Cap Value Fund Class R2		GLVRX

Nationwide Large Cap Value Fund Institutional Service Class		NLVIX

Nationwide Value Fund Class A		NVMAX

Nationwide Value Fund Class C		NVMCX

Nationwide Value Fund Class R2		NVMRX

Nationwide Value Fund Institutional Class		NVMIX


As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved these Funds’ shares or determined whether this Prospectus is complete or accurate. To state otherwise is a crime. www.nationwide.com/mutualfunds

FUND SUMMARY: NATIONWIDE FUND

Objective

The Fund seeks total return through a flexible combination of capital appreciation and current income.

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in Nationwide Funds. More information about these and other discounts is available from your financial professional and in “Investing with Nationwide Funds” commencing on page of this Prospectus and in [identify section heading and SAI page number] of the Statement of Additional Information.

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class D

Class R2

Institutional Service

Institutional Class

Class Shares

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75%

None

4.50%

None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Redemption/Exchange Fee (as a percentage of amount redeemed or exchanged within 30 days of purchase)

2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.58%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

None

0.50%

None

Other Expenses

Total Annual Fund Operating Expenses


*		Except for investments of $1 million or more, for which a finder’s fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 27 of this Prospectus.

FUND SUMMARY: NATIONWIDE FUND (cont.)

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 application of any expense limitations for one year only. 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

Class B shares

Class C shares

Class D shares

Class R2 shares

Institutional Service Class shares

Institutional Class shares

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

Class C shares


**		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 R2, 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.

Portfolio Turnover

The Fund pays transaction costs, such as commissions, when it buys and sells securities (or “turns over” its portfolio). A higher portfolio turnover rate may indicate higher transaction costs and may result in higher taxes when Fund shares are held in a taxable account. These costs, which are not reflected in Annual Fund Operating Expenses or in the Example, affect the Fund’s performance. During the most recent fiscal year, the Fund’s portfolio turnover rate was % of the average value of its portfolio.

Principal Strategies

The Fund invests primarily in common stocks and other equity securities using a dual approach that blends fundamental investment and quantitative techniques. The Fund is composed of two portions: a fundamentally managed portion and a quantitatively managed portion. The fundamental portion uses bottom-up qualitative research in constructing a diversified portfolio; the quantitative portion seeks to add to the Fund’s performance while moderating its risk versus the Fund’s benchmark. The subadviser combines and integrates these portions to produce an overall blended equity portfolio consisting of various types of stocks that offer the potential for capital growth and/or dividend income. The Fund may engage in active and frequent trading of portfolio securities.

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 it invests or overall stock markets in which such stocks trade go down.

Portfolio Turnover risk – 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.

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 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. If taxes and the applicable sales charges were included, the annual total returns would be lower than those shown. The table compares the Fund’s average annual total returns to the returns of a broad-based securities index. Both the bar chart and table assume that all dividends and distributions are reinvested in the Fund. Remember, however, that past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future. Updated performance information is available at no cost by visiting [website] or by calling [number].

FUND SUMMARY: NATIONWIDE FUND (cont.)

Annual Total Returns – Class D Shares

(Years Ended December 31)

Best Quarter: % – qtr. of

Worst Quarter: % – qtr. of

After-tax returns are shown in the table 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.

Average Annual Total Returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Class A shares – Before Taxes

Class B shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class D shares – Before Taxes

Class D shares – After Taxes on Distributions

Class D shares – After Taxes on Distributions and Sales of Shares

Class R2 shares – Before Taxes ²

Institutional Service Class shares – Before Taxes ²

Institutional Class shares – Before Taxes ²

S&P 500 ^® Index ⁴


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of Class C shares (March 1, 2001), Class R2 shares (October 1, 2003), Institutional Service Class shares (January 2, 2002) and Institutional Class shares (June 29, 2004) are based on previous Class D performance. All of the then outstanding Institutional Service Class shares were redeemed on February 10, 2005. Therefore, from February 10, 2005 to December 31, 2008, the Institutional Service Class performance is based on the returns for Class D shares. 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 classes invest in the same portfolio of securities. Performance for these classes has been adjusted to reflect differences in sales charges, but not differing fees. If these fees were reflected, performance for Class C and Class R2 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 charge.
4		The S&P 500 ^® Index is an unmanaged market capitalization-weighted index of 500 widely held stocks of large-cap U.S. companies. The Index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors (the “Adviser”)

Subadviser

Aberdeen Asset Management Inc.

Portfolio Managers


Portfolio Manager	Title	Length of Service
Shahreza Yusof	Head of U.S. Equities	Since October 2008

Paul Atkinson	Senior Investment Manager	Since October 2008

Francis Radano, III, CFA	Investment Manager	Since September 2008

Joseph A. Cerniglia, CFA	Senior Investment Manager	Since April 2006

Jarett Fisher, CFA	Quantitative Investment Manager	Since September 2008

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A, B, C, D: $2,000 (per fund) Class R2: no minimum Institutional Service Class: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B, C, D): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B, C, D: $100 (per fund) Class R2, Institutional Service Class and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C, D): $50 * Class B Shares are closed to new investors

FUND SUMMARY: NATIONWIDE FUND (cont.)


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

In general, you can buy or sell (redeem) shares of the Funds by mail or phone on any business day. You can generally pay for shares by check or wire. When selling shares, you will receive a check, unless you request a wire. You also may buy and sell shares through an authorized intermediary. Orders to buy and sell shares are processed at the next net asset value (share price) to be calculated after we receive your request in proper form. Share prices are calculated only on days when the New York Stock Exchange is open for regular trading.

Dividends, Capital Gains and Taxes

The Fund’s distributions are taxable, and will be taxed as ordinary income or capital gains, unless you are investing through a tax-deferred arrangement, such as a 401(k) plan or an individual retirement account.

Payments to Broker-Dealers and Other Financial Intermediaries

If you purchase the Fund through a broker-dealer or other financial intermediary (such as a bank), the Fund and its related companies may pay the intermediary for the sale of Fund shares and related services. These payments may create a conflict of interest by influencing the broker-dealer or other intermediary and your salesperson to recommend the Fund over another investment. Ask your salesperson or visit your financial intermediary’s website for more information.

FUND SUMMARY: NATIONWIDE GROWTH FUND

Objective

The Fund seeks long-term capital growth.

Fees and Expenses

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class D

Class R2

Institutional Service

Institutional Class

Class Shares

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75%

None

4.50%

None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Redemption/Exchange Fee (as a percentage of amount redeemed or exchanged within 30 days of purchase)

2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.60%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

None

0.50%

None

Other Expenses

Total Annual Fund Operating Expenses


*		Except for investments of $1 million or more, for which a finder’s fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 27 of this Prospectus.

FUND SUMMARY: NATIONWIDE GROWTH FUND (cont.)

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

Class B shares

Class C shares

Class D shares

Class R2 shares

Institutional Service Class shares

Institutional Class shares

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

Class C shares


**		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 R2, 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.

Portfolio Turnover

Principal Strategies

The Fund invests primarily in common stocks issued by large 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 subadviser generally employs fundamental analysis, based on qualitative research, to identify companies that appear to have favorable long-term growth potential and the likelihood of positive earnings revisions, along with the financial resources to capitalize on growth opportunities. In addition, the subadviser manages a smaller portion of the Fund’s portfolio using quantitative techniques in order to add to the Fund’s performance while moderating its risk versus the Fund’s benchmark. The subadviser combines and integrates these portions to produce an overall growth equity portfolio. The Fund may engage in active and frequent trading of portfolio securities.

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 it invests or overall stock markets in which such stocks trade go down.

Growth style risk – growth stocks may be more volatile than other stocks because they are generally more sensitive to investor perceptions and market movements. In addition, growth stocks as a group may be out of favor at times and underperform the overall equity market for long periods while the market concentrates on “value” stocks.

Portfolio Turnover risk – 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.

Performance

FUND SUMMARY: NATIONWIDE GROWTH FUND (cont.)

Annual Total Returns – Class D Shares

(Years Ended December 31)

Best Quarter: % – qtr. of

Worst Quarter: % – qtr. of

Average Annual Total Returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Class A shares – Before Taxes

Class B shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class D shares – Before Taxes

Class D shares – After Taxes on Distributions

Class D shares – After Taxes on Distributions and Sales of Shares

Class R2 shares – Before Taxes ²

Institutional Service Class shares – Before Taxes ²

Institutional Class shares – Before Taxes ²

Russell 1000 ^® Growth Index ⁴


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of Class C shares (March 1, 2001), Class R2 shares (October 1, 2003), Institutional Service Class shares (January 2, 2002) and Institutional Class shares (June 29, 2004) are based on previous 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 classes invest in the same portfolio of securities. Performance for these classes has been adjusted to reflect differences in sales charges, but not differing fees. If these fees were reflected, performance for Class C and Class R2 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 charge.
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. The Index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors (the ‘’Adviser”)

Subadviser

Aberdeen Asset Management Inc.

Portfolio Managers


Portfolio Manager	Title	Length of Service
Christopher Baggini, CFA	Senior Portfolio Manager	Since October 2007 (w/ NFA 3/2000)

Douglas Burtnick, CFA	Portfolio Manager	Since October 2007 (w/ NFA 11/2003)

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A, B, C, D: $2,000 (per fund) Class R2: no minimum Institutional Service Class: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B, C, D): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B, C, D: $100 (per fund) Class R2, Institutional Service Class and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C, D): $50 * Class B Shares are closed to new investors


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

FUND SUMMARY: NATIONWIDE LARGE CAP VALUE FUND

Objective

The Fund seeks to maximize total return, consisting of both capital appreciation and current income.

Fees and Expenses


Shareholder Fees
(paid directly from your investment)	Class A	Class B	Class C	Class R2	Institutional Service
	Shares	Shares	Shares	Shares	Class Shares
Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	5.75%	None	None	None	None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)	None*	5.00%	1.00%	None	None

Redemption/Exchange Fee (as a percentage of amount redeemed or exchanged within 30 days of purchase)	2.00%	2.00%	2.00%	2.00%	2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees	0.75%	0.75%	0.75%	0.75%	0.75%

Distribution and/or Service (12b-1) Fees	0.25%	1.00%	1.00%	0.50%	None

Other Expenses

Total Annual Fund Operating Expenses

Amount of Fee Waiver/Expense Reimbursement ¹

Total Amount Fund Operating Expenses (After Waivers/Reimbursements)


*		Except for investments of $1 million or more, for which a finder’s fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 27 of this Prospectus.
1		Nationwide Mutual Funds (the “Trust”) and Nationwide Fund Advisors (the “Adviser”) have entered into a written contract limiting operating expenses to 1.15% (excluding Rule 12b-1 fees, administrative services fees and certain other expenses) for all share classes until at least February 28, 2011. The expense limitation agreement may be changed or eliminated with the consent of the Board of Trustees of the Trust at any time. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, provided, however that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement.

FUND SUMMARY: NATIONWIDE LARGE CAP VALUE FUND (cont.)

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

Class B shares

Class C shares

Class R2 shares

Institutional Service Class shares

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

Class C shares


**		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 R2 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.

Portfolio Turnover

Principal Strategies

Under normal circumstances the Fund invests at least 80% of its net assets in equity securities issued by large companies. The Fund employs a “value” style of investment, which means investing in equity securities that the Fund’s subadviser believes to be trading at bargain prices. Companies issuing such securities may be currently out of favor, undervalued due to market declines, or experiencing poor operating conditions that the subadviser believes to be temporary. The subadviser compares the securities of larger companies to others similarly situated based on specific financial factors, such as earnings or the value of a companies assets. The subadviser further seeks to minimize risk by investing in companies that possess characteristics similar to the companies included in the Fund’s benchmark, the Russell 1000 ^® Value Index, which measures the performance of large company stocks that meet the criteria for value investing. The Fund may engage in active and frequent trading of portfolio securities.

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 it invests or overall stock markets in which such stocks trade go down.

Value style risk – value investing carries the risk that the market will not recognize a security’s intrinsic value for a long time or that a stock judged to be undervalued may actually be appropriately priced. In addition, value stocks as a group may be out of favor at times and underperform the overall equity market for long periods while the market concentrates on “growth” stocks.

Portfolio Turnover risk – 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.

Performance

FUND SUMMARY: NATIONWIDE LARGE CAP VALUE FUND (cont.)

Annual Total Returns – Class A Shares

(Years Ended December 31)

Best Quarter: % – qtr. of

Worst Quarter: % – qtr. of

After-tax returns are shown in the table 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.

Average annual total returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Class A shares – Before Taxes

Class A shares – After Taxes on Distributions

Class A shares – After Taxes on Distributions and Sales of Shares

Class B shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class R2 shares – Before Taxes ²

Institutional Service Class shares – Before Taxes ⁴

Russell 1000 ^® Value Index ⁵


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of Class C shares (March 1, 2001), and Class R2 shares (October 1, 2003), are based on the previous 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 R2 shares would have produced because all 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 any 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 charge.
4		These returns include the performance of the Fund’s Class A shares through December 31, 2008. Excluding the effect of any fee waivers or reimbursements, this performance is substantially similar to what Institutional Service Class shares would have produced because all classes invest in the same portfolio of securities. Returns for the Institutional Service Class have been adjusted to eliminate sales charges that do not apply to that class, but have not been adjusted to reflect any lower expenses.
5		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. The Index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors

Subadviser

NorthPointe Capital LLC

Portfolio Managers


Portfolio Manager	Title	Length of Service
Peter J. Cahill, CFA	Portfolio Manager	Since January 2000

Jeffrey C. Petherick, CFA	Portfolio Manager	Since January 2000

Mary C. Champagne, CFA	Portfolio Manger	Since January 2000

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A, B, C: $2,000 (per fund) Class R2: no minimum Institutional Service Class: $50,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B, C): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B, C: $100 (per fund) Class R2 and Institutional Service Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C): $50 * Class B Shares are closed to new investors.


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

FUND SUMMARY: NATIONWIDE LARGE CAP VALUE FUND (cont.)

Dividends, Capital Gains and Taxes

Payments to Broker-Dealers and Other Financial Intermediaries

FUND SUMMARY: NATIONWIDE VALUE FUND

Objective

The Fund seeks long-term capital appreciation.

Fees and Expenses

This table describes the fees and expenses you may pay if you buy and hold shares of the Fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $50,000 in Nationwide Funds. More information about these and other discounts is available from your financial professional and in “Investing with Nationwide Funds” commencing on page of this Prospectus and in [identify section heading and SAI page number] of the Statement of Additional Information.


Shareholder Fees
(paid directly from your investment)	Class A	Class C	Class R2	Institutional Class
	Shares	Shares	Shares	Shares
Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	5.75%	None	None	None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)	None*	1.00%	None	None

Redemption/Exchange Fee (as a percentage of amount redeemed or exchanged within 30 days of purchase)	2.00%	2.00%	2.00%	2.00%

Annual Fund Operating Expenses (expenses that you pray each year as a percentage of the value of your investment)

Management Fees	0.65%	0.65%	0.65%	0.65%

Distribution and/or Service (12b-1) Fees	0.25%	1.00%	0.50%	None

Other Expenses

Total Annual Fund Operating Expenses

Amount of Fee Waiver/ Expense Reimbursement ¹

Total Annual Fund Operating Expenses (After Waivers/Reimbursements)


*		Except for investments of $1 million or more, for which a finder’s fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 27 of this Prospectus.
1		Nationwide Mutual Funds (the “Trust”) and Nationwide Fund Advisors (the “Adviser”) have entered into a written contract limiting operating expenses to 0.85% (excluding Rule 12b-1 fees, administrative services fees and certain other expenses) for all share classes until at least February 28, 2011. The expense limitation agreement may be changed or eliminated with the consent of the Board of Trustees of the Trust at any time. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, provided, however that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement.

FUND SUMMARY: NATIONWIDE VALUE FUND (cont.)

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

Class C shares

Class R2 shares

Institutional Class shares

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 C shares


**		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 R2 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.

Portfolio Turnover

Principal Strategies

The Fund invests in equity securities of large companies that the Fund’s subadviser believes are undervalued, which means their stock prices are less than the subadviser believes they are intrinsically worth. The subadviser employs a two-step security selection process to find intrinsic value regardless of overall market conditions. This “bottom up” process begins with fundamental research in order to find companies with solid growth prospects based on company-specific strategies or industry factors. The subadviser thoroughly examines prospective companies’ corporate and financial histories and scrutinizes management philosophies, missions and forecasts. Once a company is deemed to be attractive by this process, the subadviser applies a proprietary valuation model as a tool for stock selection. Once a stock is selected, the subadviser continues to monitor the company’s strategies, financial performance and competitive environment.

Principal Risks

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

As with any mutual 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 it invests or overall stock markets in which such stocks trade go down.

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

Performance

FUND SUMMARY: NATIONWIDE VALUE FUND (cont.)

Annual Total Returns – Class Shares

(Years Ended December 31)

LOGO

Best Quarter: % – qtr. of 2009

Worst Quarter: % – qtr. of 2009

After-tax returns are shown in the table for 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.

Average Annual Total Returns ¹

as of December 31, 2009


		Since Inception
	1 Year	(Feb. 28, 2008)
Class A shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class R2 shares – Before Taxes ²

Institutional Class shares – Before Taxes ²

Russell 1000 ^® Index ⁴			⁵


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of Class C shares (March 1, 2001), Class R2 shares (October 1, 2003), and Institutional Class shares (January 2, 2002) are based on previous Class A 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 classes invest in the same portfolio of securities. Performance for these classes has been adjusted to reflect differences in sales charges, but not differing fees. If these fees were reflected, performance for Class C and Class R2 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 charge.
4		The Russell 1000 ^® Index is an unmanaged index that measures the performance of the stocks of U.S. companies in the Russell 1000 ^® Index. The Index does not pay sales charges, fees or expense. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.
5		The index reports returns on a monthly basis as of the last day of the month. Therefore, performance information shown for the index is since February 29, 2008.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors

Subadviser

Diamond Hill Capital Management, Inc.

Portfolio Manager


Name of Portfolio Manager	Title	Length of Service
Charles S. Bath, CFA	Portfolio Manager	Since February 2008

William Dierker, CFA	Assistant Portfolio Manager	Since February 2010

Christopher Welch, CFA	Assistant Portfolio Manager	Since February 2010

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A, C: $2,000 (per fund) Class R2: no minimum Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, C): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, C: $100 (per fund) Class R2 and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, C): $50


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

Dividends, Capital Gains and Taxes

HOW THE FUNDS INVEST: NATIONWIDE FUND

Objective

The Nationwide Fund seeks total return through a flexible combination of capital appreciation and current income. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

The Fund invests primarily in common stocks and other equity securities using a dual approach that blends fundamental investment and quantitative techniques . The Fund is composed of two portions: a fundamentally managed portion and a quantitatively managed portion. The fundamental portion uses bottom-up qualitative research in constructing a diversified portfolio; the quantitative portion seeks to add to the Fund’s performance using quantitative investment techniques while moderating its risk versus the Fund’s benchmark. The subadviser combines and integrates these portions to produce an overall blended equity portfolio consisting of various types of stocks that offer the potential for capital growth and/or dividend income.

As part of its investment process, the subadviser evaluates companies based on business quality and valuation, with a focus on the following characteristics:

For the fundamentally managed portion:


•	Business prospects/strategy – Evidence of industry growth, clear strategy and execution;
•	Management team – Motivation, experience, and performance track record;
•	Financials – Strong and transparent balance sheet and financial statements;
•	Transparency – Clean organizational structure, visible earnings, clear financial reports;
•	Commitment to shareholder value – Company is run for shareholders, not management.

For the quantitatively managed portion:


•	Quantitative model – A systematic approach that uncovers attractive investment opportunities in different market environments and utilizes portfolio optimization to add value by maximizing the return per unit of risk in portfolio construction.

The subadviser typically reviews holdings closely and may sell a company’s securities if there is:


•	a deterioration in business quality (e.g., loss of business focus, change in competitive landscape, management changes);
•	a change in valuation (e.g., share price increase outpaces business growth);
•	corporate activity (e.g., takeover or merger); or
•	more attractive investment opportunities emerge.

The Fund may engage in active and frequent trading of portfolio securities.

Principal Risks

The Fund is subject to the same risks that apply to all mutual funds that invest in equity securities. For instance, the value of the Fund’s investments—and therefore, the value of Fund shares—may fluctuate. Further, the Fund’s portfolio managers may select securities that underperform the stock market, the Fund’s benchmark or other mutual funds with similar investment objectives and strategies.

In addition, the Fund is subject to STOCK MARKET RISK, and PORTFOLIO TURNOVER RISK, each of which is described in the section “Risks of Investing in the Funds” beginning on page 22.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

Equity securities – represent an ownership interest in the issuer, and typically include common stock, preferred stock, securities convertible into common stock, foreign investment funds or trusts and depositary receipts.

Quantitative techniques – are mathematical and statistical methods used in the investment process to identify securities of issuers for possible purchase or sale by a Fund.

HOW THE FUNDS INVEST: NATIONWIDE GROWTH FUND

Objective

The Nationwide Growth Fund seeks long-term capital growth. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

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 Fund’s subadviser generally employs fundamental analysis, based on bottom-up qualitative research, to identify companies that appear to have favorable long-term growth potential and the likelihood of positive earnings revisions, along with the financial resources to capitalize on growth opportunities. In addition, the subadviser manages a smaller portion of the Fund’s portfolio using quantitative techniques in order to add to the Fund’s performance while moderating its risk versus the Fund’s benchmark. The subadviser combines and integrates these portions to produce an overall growth equity portfolio.

As part of its investment process, the subadviser evaluates companies based on business quality and valuation, with a focus on the following characteristics:


•	Business prospects/strategy – Evidence of industry growth, clear strategy and execution;
•	Management team – Motivation, experience, and performance track record;
•	Financials – Strong and transparent balance sheet and financial statements;
•	Transparency – Clean organizational structure, visible earnings, clear financial reports;
•	Commitment to shareholder value – Company is run for shareholders, not management.

For the portion of the Fund that is subject to quantitative techniques, the subadviser uses a systematic approach that uncovers attractive investment opportunities in different market environments and utilizes portfolio optimization to add value by maximizing the return per unit of risk in portfolio construction.

The Fund reviews holdings closely and will typically sell a company’s securities if there is:


•	a deterioration in business quality (e.g., loss of business focus, change in competitive landscape, management changes);
•	a change in valuation (e.g., achieves price target), more attractive opportunities emerge);
•	significant corporate activity (e.g. takeover or merger);
•	more attractive investment opportunities emerge.

The Fund may engage in active and frequent trading of portfolio securities.

Principal Risks

In addition, the Fund is subject to STOCK MARKET RISK, GROWTH STYLE RISK and PORTFOLIO TURNOVER RISK, each of which is described in the section “Risks of Investing in the Funds” beginning on page 22.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

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

Large-cap companies – companies with market capitalizations similar to those of companies included in the Russell 1000 ^® Index, ranging from $ million to $ billion as of December 31, 2009.

Quantitative techniques – are mathematical and statistical methods used in the investment process to identify securities of issuers for possible purchase or sale by a Fund.

HOW THE FUNDS INVEST: NATIONWIDE LARGE CAP VALUE FUND

Objective

The Nationwide Large Cap Value Fund seeks to maximize total return, consisting of both capital appreciation and current income. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

Under normal circumstances the Fund invests at least 80% of the value 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 subadviser compares securities of larger companies to others similarly situated, using some or all of the following factors, which the subadviser believes have predictive performance characteristics:


•	earnings momentum;
•	price momentum and
•	price-to-economic value.

The subadviser further seeks to minimize risk by investing in companies that possess characteristics similar to the companies in the Fund’s benchmark, the Russell 1000 ^® Value Index, which measures the performance of those Russell 1000 ^® companies with lower price-to-book ratios and lower forecasted growth values.

The Fund 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.

The Fund may engage in active and frequent trading of portfolio securities.

Principal Risks

In addition, the Fund is subject to STOCK MARKET RISK, VALUE STYLE RISK and PORTFOLIO TURNOVER RISK, each of which is described in the section “Risks of Investing in the Funds” beginning on page 22.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

Large-cap companies – companies with market capitalizations similar to those of companies included in the Russell 1000 ^® Index, ranging from $ million to $ billion as of December 31, 2009.

Value style – investing in equity securities that the Fund’s subadviser believes are undervalued, i.e., their stock prices are less than the subadviser believes they are intrinsically worth, based on such factors as a company’s stock price relative to its book value, earnings and cash flow. Companies issuing such securities may be currently out of favor, undervalued due to market declines, or experiencing poor operating conditions that the Fund’s subadviser believes to be temporary.

HOW THE FUNDS INVEST: NATIONWIDE VALUE FUND

Objective

The Nationwide Value Fund seeks long-term capital appreciation. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

The Fund invests in a diversified portfolio of equity securities of large-cap companies that the Fund’s subadviser believes are undervalued, i.e., their stock prices are less than the subadviser believes they are intrinsically worth. The subadviser employs a two-step security selection process to find intrinsic value regardless of overall market conditions. This “bottom up” process begins with fundamental research in order to find companies with solid growth prospects based on company-specific strategies or industry factors. The subadviser thoroughly examines prospective companies’ corporate and financial histories and scrutinizes management philosophies, missions and forecasts. Once a company is deemed to be attractive by this process, the subadviser applies a proprietary valuation model as a tool for stock selection. Once a stock is selected, the subadviser continues to monitor the company’s strategies, financial performance and competitive environment.

The Fund may sell securities:


•	if the subadviser believes a company’s fundamentals are deteriorating or
•	if the subadviser identifies a stock that it believes offers a better investment opportunity.

While the Fund may also sell a security if its market capitalization decreases below that of large-cap companies, it is not required to sell solely because of that fact.

Principal Risks

In addition, the Fund is subject to STOCK MARKET RISK and VALUE STYLE RISK, each of which is described in the section “Risks of Investing in the Funds” beginning on page 22.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

Large-cap companies – companies with market capitalizations similar to those of companies included in the Russell 1000 ^® Index, ranging from $ million to $ billion as of December 31, 2009.

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

RISKS OF INVESTING IN THE FUNDS

As with all mutual funds, investing in Nationwide Funds involves certain risks. There is no guarantee that a Fund will meet its investment objective or that a Fund will perform as it has in the past. You may lose money if you invest in one or more Nationwide Funds.

The following information relates to the principal risks of investing in the Funds, as identified in the “Fund Summary” and “How the Funds Invest” sections for each Fund. A Fund may invest in or use other types of investments or strategies not shown below that do not represent principal strategies or raise principal risks. More information about these non-principal investments, strategies and risks is available in the Funds’ Statement of Additional Information (“SAI”).

Growth style risk – growth investing involves buying stocks that have relatively high prices in relation to their earnings. Growth stocks may be more volatile than other stocks because they are generally more sensitive to investor perceptions and market movements. During periods of growth stock underperformance, a Fund’s performance may suffer and underperform other equity funds that use different investing styles.

Portfolio turnover risk – a higher portfolio turnover rate increases transaction costs and as a result may adversely impact a Fund’s performance and may:


•	increase share price volatility and
•	result in additional consequences for Fund shareholders.

Stock market risk – a Fund could lose value if the individual equity securities 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-cap 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.

Value style risk – over time, a value investing style may go in and out of favor, causing a Fund to sometimes underperform other equity funds that use different investing styles. Value stocks can react differently to issuer, political, market and economic developments than the market overall and other types of stock. In addition, a Fund’s value approach carries the risk that the market will not recognize a security’s intrinsic value for a long time or that a stock judged to be undervalued may actually be appropriately priced.

* * * * * *

Temporary investments – each 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, a Fund may invest without limit in cash or money market cash equivalents. The use of temporary investments therefore is not a principal strategy, as it prevents a Fund from fully pursuing its investment objective, and the Fund may miss potential market upswings.

Selective Disclosure of Portfolio Holdings

Each Fund posts onto the internet site for the Trust (www.nationwide.com/mutualfunds) substantially all of its securities holdings as of the end of each month. Such portfolio holdings are available no earlier than 15 calendar days after the end of the previous month, and remain available on the internet site until the Fund files its next quarterly portfolio holdings report on Form N-CSR or Form N-Q with the Securities and Exchange Commission. A description of the Funds’ policies and procedures regarding the release of portfolio holdings information is available in the Funds’ SAI.

FUND MANAGEMENT

Investment Adviser

Nationwide Fund Advisors (“NFA” or the “Adviser”), 1000 Continental Drive, Suite 400, King of Prussia, Pennsylvania 19406, manages the investment of the Funds’ assets and supervises the daily business affairs of each Fund. Subject to the supervision of the Trust’s Board of Trustees (“Board of Trustees”), NFA also determines the allocation of Fund assets among one or more subadvisers and evaluates and monitors the performance of the subadvisers. NFA was organized in 1999 as an investment adviser for mutual funds. NFA is a wholly-owned subsidiary of Nationwide Financial Services, Inc.

Subadvisers

Subject to the supervision of NFA and the Board of Trustees, a subadviser will manage all or a portion of a Fund’s assets in accordance with the Fund’s investment objective and strategies. With regard to the portion of Fund assets allocated to it, each subadviser makes investment decisions for the Fund and, in connection with such investment decisions, places purchase and sell orders for securities. NFA pays each subadviser from the management fee it receives.

ABERDEEN ASSET MANAGEMENT INC. (“ABERDEEN”) is subadviser to the Nationwide Fund and Nationwide Growth Fund. Aberdeen is located at 1735 Market Street, 37th Floor, Philadelphia, PA 19103. Aberdeen, formed in 1993, is the U.S. arm of a global investment management group based in the United Kingdom, Aberdeen Asset Management PLC.

DIAMOND HILL CAPITAL MANAGEMENT, INC. (“DIAMOND HILL”) is subadviser to the Nationwide Value Fund. Diamond Hill is located at 325 John H. McConnell Boulevard, Suite 200, Columbus, Ohio 43215. Diamond Hill has been an investment adviser to individuals, pension and profit sharing plans, trusts, corporations and other institutions since June 2, 1998.

NORTHPOINTE CAPITAL LLC (“NORTHPOINTE”) is subadviser to the Nationwide Large Cap Value Fund. NorthPointe is located at 101 West Big Beaver Road, Suite 745, Troy, Michigan 48084. NorthPointe was organized in 1999 as a domestic equity money management firm dedicated to serving the investment needs of institutions, high-net worth individuals and mutual funds.

A discussion regarding the basis for the Board of Trustees’ approval of the investment advisory and subadvisory agreements for the Funds will be available in the Funds’ semiannual report to shareholders, which will cover the period ending April 30, 2010.

Management Fees

Each Fund pays the Adviser a management fee based on the Fund’s average daily net assets. The total management fee paid by each Fund for the fiscal year ended October 31, 2009, expressed as a percentage of the Fund’s average daily net assets and taking into account any applicable waivers or reimbursements, was as follows:


Fund	Actual Management Fee Paid
Nationwide Fund		%

Nationwide Growth Fund		%

Nationwide Large Cap Value Fund		%

Nationwide Value Fund		%

Portfolio Management

Nationwide Fund

Shahreza Yusof, Paul Atkinson and Francis Radano, III, CFA, oversee the fundamentally managed portion of the Fund and Joseph A. Cerniglia, CFA, and Jarett Fisher, CFA, oversee the quantitatively managed portion of the Fund. They jointly are responsible for the day-to-day management of the Fund, including selection of the Fund’s investments.

Mr. Yusof is Head of U.S. Equities for Aberdeen. Mr. Yusof was recruited in 1994 by an affiliate of Aberdeen in Singapore. Over the years, he has worked on the Aberdeen Asia Equities Team and became investment director for the Japan region. Later, Mr. Yusof moved to Aberdeen’s Emerging Markets division in London. Mr. Yusof has been with the Aberdeen operation in the United States since 2006.

Mr. Atkinson is the Senior Investment Manager of the North American Equity team for Aberdeen. Mr. Atkinson joined Aberdeen as the head of the equity derivatives team in August 1998 and became a senior investment manager on the U.S. equity team in May 2005. Mr. Atkinson graduated with a BSc (Hons) in economics and finance from Cardiff Business School, U.K. and was awarded an MSc in finance from the University of London, Birbeck College in 1996.

Mr. Radano joined Aberdeen as an Investment Manager in October 2007. Prior to that, he was a senior equity analyst employed by NFA since November 1999. Mr. Radano earned a bachelor’s degree in economics from Dickinson College and an MBA in finance from Villanova University.

Mr. Cerniglia joined Aberdeen as a Senior Investment Manager in October 2007. He assumed co-management responsibilities for the Fund in April 2006. Prior to that, he was a portfolio manager employed by NFA since September 2000. Mr. Cerniglia earned a bachelor’s degree in accounting from Saint Joseph’s University and a master’s degree in mathematics of finance from Courant Institute of Mathematics of New York University.

Mr. Fisher joined Aberdeen in June 2008 as a Quantitative Investment Manager. Prior to that, he was a Vice President at RBC Capital Markets from June 2002 to June 2006. Mr. Fisher earned a bachelor’s degree in finance from Slippery Rock University and an MBA with concentrations in finance,

FUND MANAGEMENT (cont.)

economics and quantitative analysis from Carnegie Mellon University.

Nationwide Growth Fund

Christopher Baggini, CFA, Senior Portfolio Manager, and Douglas Burtnick, CFA, Portfolio Manager are responsible for the day-to-day management of the Fund, including the selection of the Fund’s investments.

Mr. Baggini joined Aberdeen in October 2007. Prior to that, Mr. Baggini was a portfolio manager employed by NFA since March 2000. Mr. Baggini graduated with a B.S. in Economics from Fairfield University and an M.B.A. in Finance from New York University.

Mr. Burtnick joined Aberdeen in October 2007. Prior to that, Mr. Burtnick was a portfolio manager employed by NFA since May 2002. Mr. Burtnick graduated with a B.S. from Cornell University.

Nationwide Large Cap Value Fund

Peter J. Cahill, CFA, Jeffrey C. Petherick, CFA, and Mary C. Champagne, CFA, are responsible for the day-to-day management of the Fund, including the selection of the Fund’s investments. Mr. Cahill, Mr. Petherick and Ms. Champagne each joined NorthPointe in January 2000.

Nationwide Value Fund

Charles S. Bath, CFA, is responsible for the day-to-day management of the Fund, including selection of the Fund’s investments. Mr. Bath has been a Portfolio Manager and the Managing Director of Equities for Diamond Hill since September 2002. Mr. Bath has a Bachelor of Science degree in Accounting from Miami University, a Masters Degree in Business Administration from The Ohio State University, and holds the CFA designation. [bio information for Dierker & Welch to come]

Additional Information about the Portfolio Managers

The SAI provides additional information about each portfolio manager’s compensation, other accounts managed by the portfolio manager and the portfolio manager’s ownership of securities in the Fund(s) managed by the portfolio manager, if any.

INVESTING WITH NATIONWIDE FUNDS

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

Class R2, Institutional Service Class and Institutional Class shares are available only to certain investors. For eligible investors, Class R2, Institutional Service Class and Institutional Class shares may be more suitable than Class A, Class D, 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 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 (Class A shares only)		Reduction and waivers of sales charges may be available.

Annual service and/or 12b-1 fee of 0.25% (Class A shares only) Administrative services fee up to 0.25%		Total annual operating expenses are lower than Class B and Class C expenses which means higher dividends and/or net asset value (“NAV”) per share.

		No conversion feature.

		No maximum investment amount.


Class B Shares (closed to new investors)

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

		No reduction of CDSC, but waivers may be available.

		The CDSC declines 1% in most years to zero after six years.

Annual service and/or 12b-1 fee of 1.00% No administrative services fee		Total annual operating expenses are higher than Class A expenses which means lower dividends and/or NAV per share.

		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.

		No reduction of CDSC, but waivers may be available.

		The CDSC declines to zero after one year.

Annual service and/or 12b-1 fee of 1.00% No administrative services fee		Total annual operating expenses are higher than Class A expenses 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% for the Nationwide Value Fund and 0.50% for the other Funds will be charged on Class A shares redeemed within 18 months of purchase if you paid no sales charge on the original purchase and a finders fee was paid.

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

INVESTING WITH NATIONWIDE FUNDS (cont.)

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
Amount of	Offering			Invested			Percentage 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.

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 Nationwide Mutual Funds in May 1998, as long as they purchase the Class D shares through the same account in the same capacity and
•	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


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

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 the Funds’ transfer agent, 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 NAV. In order to obtain a sales charge reduction, you may need to provide your financial intermediary or the Funds’ 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.nationwide.com/mutual-funds-sales-charges.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.* To qualify for the reduced Class A sales charge that would apply to a larger purchase than you are currently making (as shown in the table above), you and other family members living at the same address can add the current value of any Class A, Class D, Class B or Class C shares in all Nationwide Funds (except Nationwide Money Market Fund) that you currently own or are currently purchasing to the value of your Class A purchase.
•	*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 redeem 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 redeeming 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 redemption and then reinvest all or

INVESTING WITH NATIONWIDE FUNDS (cont.)


	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 Nationwide Money Market Fund) during a 13-month period, your sales charge is based on the total amount you intend to invest. You can also combine your purchase of Class A, Class B and Class C shares with your purchase of Class D shares to fulfill your Letter of Intent. 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:


•	investors purchasing shares through an unaffiliated brokerage firm that has an agreement with Nationwide Fund Distributors LLC (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 investor who pays for shares with proceeds from redemptions of a Nationwide Fund’s Class D shares if the new Fund does not offer Class D shares and Class A shares are purchased instead;
•	retirement plans (Class A shares only);
•	investment advisory clients of the Adviser and its 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 and
•	investors purchasing through a broker-dealer or other financial intermediary that agrees to waiver the entire Dealer Commission portion of the sales load, as described in the SAI (Class A shares only).

The SAI 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 the Trust (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) 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. (See table below.)

The CDSC also does not apply:


•	if you are eligible to purchase Class A shares without a sales charge for another reason;
•	no finders fee was paid or
•	to shares acquired through reinvestment of dividends or capital gains distributions.

Contingent Deferred Sales Charge on Certain Redemptions of Class A Shares of the Nationwide Value Fund

$1 million

$4 million

$25 million

Amount of Purchase

to $3,999,999

to $24,999,999

or more

If sold within

18 months

Amount of CDSC

1.00%

0.50%

0.25%

Contingent Deferred Sales Charge on Certain Sales of Class A Shares of the Other Funds


	1 million		$25 million
Amount of Purchase	to $24,999,999		or more
If sold within		18 months		18 months

Amount of CDSC		0.50%		0.25%

Any CDSC is based on the original purchase price or the current market value of the shares being redeemed, whichever is less. If you redeem a portion of your shares, shares that are not subject to a CDSC are redeemed 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 Funds is described above; however, the CDSC for Class A shares of other Nationwide Funds may be different and are described in their respective Prospectuses. If you purchase more than one Nationwide Fund and subsequently redeem those shares, the amount of the CDSC is based on the specific combination of Nationwide Funds purchased and is proportional to the amount you redeem from each Nationwide Fund.

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

The CDSC is waived on:


•	the redemption of Class A, Class B or Class C shares purchased through reinvested dividends or distributions;
•	Class B shares which are qualifying redemptions of Class B shares under the Automatic Withdrawal Program;
•	Class A, Class B or Class C shares redeemed following the death or disability of a shareholder, provided the

INVESTING WITH NATIONWIDE FUNDS (cont.)


	redemption occurs within one year of the shareholder’s death or disability;


•	mandatory withdrawals of Class A, Class B or Class C shares from traditional IRA accounts after age 70-1/2 and for other required distributions from retirement accounts and
•	redemptions of Class C shares from retirement plans offered by retirement plan administrators that maintain an agreement with the Funds or the Distributor.

If a CDSC is charged when you redeem your Class C shares, and you then reinvest the proceeds in Class C shares within 30 days, shares equal to the amount of the CDSC are re-deposited into your new account.

If you qualify for a waiver of a CDSC, you must notify the Funds’ transfer agent, your financial adviser or other intermediary at the time of purchase and must also provide any required evidence showing that you qualify. For more complete information, see the SAI.

Class B Shares

Class B shares are offered only (1) to current shareholders of Class B shares that wish to add to their existing Class B investments in the same Fund; (2) to current shareholders of Class B shares exchanging into Class B shares of another Nationwide Fund and (3) through reinvestment of dividends or distributions that are paid on Class B shares in additional Class B shares.

Class B shares may be appropriate if you do not want to pay a front-end sales charge, are investing less than $100,000 and anticipate holding your shares for longer than six years.

If you redeem 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:


													7 Years
Sale within	1 year		2 years		3 years		4 years		5 years		6 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 have 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 Class B shares upon conversion; 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 redeem your Class C shares within the first year after purchase, you must pay a CDSC of 1%.

For both Class B and Class C shares, the CDSC is based on the original purchase price or the current market value of the shares being redeemed, whichever is less. If you redeem a portion of your shares, shares that are not subject to a CDSC are redeemed 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.

Share Classes Available Only to Institutional Accounts

The Funds offer Institutional Service Class, Institutional Class and Class R2 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 Employee Retirement Income Security Act (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.

Class R2 Shares

Class R2 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 services firm has an agreement with the Distributor to use Class R2 shares.

The above-referenced plans are generally small and mid-sized retirement plans having at least $1 million in assets and shares 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.

INVESTING WITH NATIONWIDE FUNDS (cont.)

Class R2 shares are not available to:


•	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.

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 Funds 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 services fee;
•	registered investment advisers investing on behalf of institutions and high net-worth individuals whose adviser is compensated by the Funds 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 Funds;
•	institutional advisory accounts of the Adviser’s affiliates, those accounts which have client relationships with an affiliate of the Adviser, its affiliates and their corporate sponsors and 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

Sales charges, if any, are paid to the Distributor. These fees are either kept by the Distributor or paid to your financial adviser or other intermediary.

Distribution and Service Fees

Each Fund has 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 R2 shares of the Funds to compensate the Distributor for expenses associated with distributing and selling shares and providing shareholder services through distribution and/or service fees. These fees are paid to the Distributor and are either kept or paid to your financial adviser or other intermediary for distribution and shareholder services. Class D, Institutional Class and Institutional Service Class shares pay no 12b-1 fees.

These 12b-1 fees are in addition to any 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 R2 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 R2 shares		0.50% (0.25% of which may be either a distribution or service fee)

Administrative Services Fees

Class A, Class D, Class R2 and Institutional Service Class shares of the Funds are subject to fees pursuant to an Administrative Services Plan adopted by the Board of Trustees of the Trust. (These fees are in addition to Rule 12b-1 fees for Class A and Class R2 shares as described above.) These fees are paid by the Funds to broker-dealers or other financial intermediaries who provide administrative support services to beneficial shareholders on behalf of the Funds. Under the Administrative Services Plan, a Fund may pay a broker-dealer or other intermediary a maximum annual administrative services fee of 0.25% for Class A, Class D, Class R2 and Institutional Service Class shares; however,

INVESTING WITH NATIONWIDE FUNDS (cont.)

many intermediaries do not charge the maximum permitted fee or even a portion thereof.

For the year ended October 31, 2009, administrative services fees for the Funds were as follows:

Nationwide Fund Class A, Class D, Class R2 and Institutional Service Class shares were %, %, % and %, respectively.

Nationwide Growth Fund Class A, Class D, Class R2 and Institutional Service Class shares were %, %, % and %, respectively.

Nationwide Large Cap Value Fund Class A, Class R2 and Institutional Service Class shares were %, %, % and %, respectively.

Nationwide Value Fund Class A and Class R2 shares were % and %, respectively.

Because these fees are paid out of a Fund’s Class A, Class D, Class R2 and Institutional Service Class assets on an ongoing basis, these fees will increase the cost of your investment in such share classes over time and may cost you more than paying other types of fees.

Revenue Sharing

The Adviser and/or its affiliates (collectively,“Nationwide Funds Group” or “NFG”) often makes payments for marketing, promotional or related services provided by broker-dealers and other financial intermediaries that sell shares of the Trust or which include them as investment options for their respective customers.

These payments are often referred to as “revenue sharing payments.“ The existence or level of such payments may be based on factors that include, without limitation, differing levels or types of services provided by the broker-dealer or other financial intermediary, the expected level of assets or sales of shares, the placing of some or all of the Funds on a recommended or preferred list, and/or access to an intermediary’s personnel and other factors. Revenue sharing payments are paid from NFG’s own legitimate profits and other of its own resources (not from the Funds) and may be in addition to any Rule 12b-1 payments that are paid to broker-dealers and other financial intermediaries. The Board of Trustees will monitor these revenue sharing arrangements as well as the payment of advisory fees paid by the Funds to ensure that the levels of such advisory fees do not involve the indirect use of the Funds’ assets to pay for marketing, promotional or related services. Because revenue sharing payments are paid by NFG, and not from the Funds’ assets, the amount of any revenue sharing payments is determined by NFG.

In addition to the revenue sharing payments described above, NFG may offer other incentives to sell shares of the Funds in the form of sponsorship of educational or other client seminars relating to current products and issues, assistance in training or educating an intermediary’s personnel, and/or entertainment or meals. These payments may also include, at the direction of a retirement plan’s named fiduciary, amounts to a retirement plan intermediary to offset certain plan expenses or otherwise for the benefit of plan participants and beneficiaries.

The recipients of such payments may include:


•	the Distributor and other affiliates of the Adviser;
•	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 sell shares of a Fund to you instead of shares of funds offered by competing fund families.

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

Notwithstanding the revenue sharing payments described above, the Adviser and all subadvisers to the Trust are prohibited from considering a broker-dealer’s sale of any of the Trust’s shares in selecting such broker-dealer for the execution of Fund portfolio transactions, except as may be specifically permitted by law.

Fund portfolio transactions nevertheless may be effected with broker-dealers who coincidentally may have assisted customers in the purchase of Fund shares, although neither such assistance nor the volume of shares sold of the Trust or any affiliated investment company is a qualifying or disqualifying factor in the Adviser’s or a subadviser’s selection of such broker-dealer for portfolio transaction execution.

Contacting Nationwide Funds

Representatives are available 8 a.m. to 7 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 and
•	obtain mailing and wiring instructions.

Internet Go to www.nationwide.com/mutualfunds 24 hours a day, seven days a week, for easy access to your mutual fund accounts. The website provides instructions on

INVESTING WITH NATIONWIDE FUNDS (cont.)

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

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




How to Buy Shares		*How to Exchange or Sell Shares

Be sure to specify the class of shares you wish to purchase. Each Fund may reject any order to buy shares and may suspend the sale of shares at any time.		* Exchange privileges may be amended or discontinued upon 60-days written notice to shareholders. **A medallion signature guarantee may be required. See “Medallion Signature Guarantee” below.

Through an authorized intermediary. The 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 in proper form.		Through an authorized intermediary. The 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 in proper form.



By mail. Complete an application and send with a check made payable to: Nationwide Funds. Payment must be made in U.S. dollars and drawn on a U.S. bank. The Funds do not accept cash, starter checks, third-party checks, travelers’ checks, cashier 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 Nationwide Funds. The letter must include your account number(s) and the name(s) of the Fund(s) 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 Funds follow 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 Funds 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 Funds follow 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 Funds may revoke telephone privileges at any time, without notice to shareholders.

		Additional information for selling shares. A check made payable to the shareholder(s) of record will be mailed to the address of record.

		The Funds may record telephone instructions to redeem shares and may request redemption instructions in writing, signed by all shareholders on the account.



On-line. Transactions may be made through the Nationwide Funds’ website. However, the Funds may discontinue on-line transactions of Fund shares at any time.		On-line. Transactions may be made through the Nationwide 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. (The authorization will be in effect unless you give the Funds 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 • the wire must be received by 4:00 p.m. in order to receive the current day’s NAV.		By bank wire. The Funds can wire the proceeds of your redemption directly to your account at a commercial bank. A voided check must be attached to your application. (The authorization will be in effect unless you give the Funds written notice of its termination.) • your proceeds typically will be wired to your bank on the next business day after your order has been processed. • Nationwide Funds deducts a $20 service fee from the redemption 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 Nationwide 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 Nationwide 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 Funds 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 Funds 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.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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 and
•	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 of 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 by a Fund or its agent, plus any applicable sales charge.

Fair Valuation

The Board of Trustees has adopted Valuation Procedures governing the method by which individual portfolio securities held by the Funds are valued in order to determine each Fund’s NAV. The Valuation Procedures provide that each Fund’s assets are valued primarily on the basis of market quotations. Where such market quotations are either unavailable or are deemed by the Adviser to be unreliable, a Fair Valuation Committee, consisting of employees of the Adviser, meets to determine a manual “fair valuation” in accordance with the Valuation Procedures. In addition, the Fair Valuation Committee will “fair value” securities whose value is affected by a “significant event.” Pursuant to the Valuation Procedures, any “fair valuation” decisions are subject to the review of the Board of Trustees.

A “significant event” is defined by the Valuation Procedures as an event that materially affects the value of a domestic or foreign security that occurs after the close of the principal market on which such security trades but before the calculation of a Fund’s NAV. Significant events that could affect individual portfolio securities may include corporate actions such as reorganizations, mergers and buy-outs, corporate announcements on earnings, significant litigation, regulatory news such as government approvals and news relating to natural disasters affecting an issuer’s operations. Significant events that could affect a large number of securities in a particular market may include significant market fluctuations, market disruptions or market closings, governmental actions or other developments, or natural disasters or armed conflicts that affect a country or region.

Due to the time differences between the closings of the relevant foreign securities exchanges and the time that a Fund’s NAV is calculated, a Fund may fair value its foreign investments more frequently than it does other securities. When fair value prices are utilized, these prices will attempt to reflect the impact of the financial markets’ perceptions and trading activities on a Fund’s 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 has 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 foreign securities may occur on a daily basis, for instance, using data furnished by an independent pricing service that draws upon, among other information, the market values of foreign investments. Therefore, the fair values assigned to a Fund’s foreign investments may not be the quoted or published prices of the investments on their primary markets or exchanges. Because certain of the securities in which a Fund may invest may trade on days when the Fund does not price its shares, the NAV of the Fund’s shares may change on days when shareholders will not be able to purchase or redeem their shares.

By fair valuing a security whose price may have been affected by significant events or by news after the last market pricing of the security, each Fund attempts to establish a price that it might reasonably expect to receive upon the current sale of that security. These procedures are intended to help ensure that the prices at which a Fund’s shares are purchased and redeemed are fair, and do not result in dilution of shareholder interests or other harm to shareholders. In the event a Fund values its securities using the procedures described above, the Fund’s NAV may be higher or lower than would have been the case if the Fund had not used its Valuation Procedures.

In-Kind Purchases

Each Fund may accept payment for shares in the form of securities that are permissible investments for the Fund.

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.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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 such information is collected by the broker-dealer or other financial intermediary pursuant to an agreement, 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.

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.

Accounts with Low Balances

Maintaining small accounts is costly for the Funds and may have a negative effect on performance. Shareholders are encouraged to keep their accounts above each 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 redeemed each quarter to cover the fee, which is returned to the Fund to offset small account expenses. Under some circumstances, a Fund may waive the quarterly fee.
•	Each Fund reserves the right to redeem your remaining shares and close your account if a redemption 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.

Exchanging Shares

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


•	both accounts have the same registration;
•	your first purchase in the new fund meets its minimum investment requirement and
•	you purchase the same class of shares. For example, you may exchange between Class A shares of any Nationwide Fund, 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 R2, Institutional Class or Institutional Service Class shares. However,


•	if you exchange from Class A shares of a Fund 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 purchase 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 Nationwide Money Market Fund).

Exchanges into Nationwide Money Market Fund

You may exchange between Institutional Class shares of the Funds and Institutional Class shares of the Nationwide Money Market Fund. You may exchange between all other share classes of the Funds and the Prime Shares of the Nationwide Money Market Fund. If your original investment was in Prime Shares, any exchange of Prime Shares you make for Class A, Class D, Class B or Class C shares of another Nationwide Fund may require you to pay the sales charge applicable to such new shares. In addition, if you exchange shares subject to a CDSC, the length of time you own Prime Shares of the Nationwide Money Market Fund is not included for purposes of determining the CDSC. Redemptions from the Nationwide Money Market Fund are subject to any CDSC that applies to the original purchase.

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 redeem your shares is the NAV (minus any applicable sales charges or redemption fee) next determined after a Fund’s authorized intermediary or an agent of the Fund receives your properly completed redemption request. The value of the shares you redeem

INVESTING WITH NATIONWIDE FUNDS (cont.)

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 redemption.

You may not be able to redeem your Fund shares or Nationwide 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, a Fund will pay you for the shares that you redeem 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. A 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.

If you choose to have your redemption proceeds mailed to you and the redemption check is returned as undeliverable or is not presented for payment within six months, the Funds reserve the right to reinvest the check proceeds and future distributions in the shares of the particular Fund at the Fund’s then-current NAV until you give the Funds different instructions.

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 Nationwide Funds’ ability to make a redemption-in-kind, see the SAI.

The Board of Trustees has adopted procedures for redemptions in-kind of affiliated persons of a Fund. Affiliated persons of a Fund include shareholders who are affiliates of the 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.

Automatic Withdrawal Program

You may elect to automatically redeem Class A, Class D, Class B and Class C shares in a minimum amount of $50. Complete the appropriate section of the Mutual Fund Application for New Accounts or contact your financial intermediary or the Funds’ transfer agent. Your account value must meet the minimum initial investment amount at the time the program is established. This program may reduce, and eventually deplete, your account. Generally, it is not advisable to continue to purchase Class A or Class C shares subject to a sales charge while redeeming shares using this program. An automatic withdrawal plan for Class C shares will be subject to any applicable CDSC. If you own Class B shares, you will not be charged a CDSC on redemptions if you redeem 12% or less of your account value in a single year. More information about the waiver of the CDSC for Class B shares is located in the SAI.

Medallion Signature Guarantee

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


•	your account address has changed within the last 30 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 or sent by ACH to a bank for which instructions currently are 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.

Excessive or Short-Term Trading

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


•	disrupt portfolio management strategies;
•	increase brokerage and other transaction costs and
•	negatively affect fund performance.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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

Monitoring of Trading Activity

The Funds, through the Adviser, its subadvisers and its 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.

Restrictions on Transactions

Whenever a Fund is able to identify short-term trades and/or traders, such Fund has broad authority to take discretionary action against market timers and against particular trades and uniformly will apply the short-term trading restrictions to all such trades that the Fund identifies. It also has sole discretion to:


•	restrict purchases or exchanges that the Fund or its agents believe constitute excessive trading and
•	reject transactions that violate the Fund’s excessive trading policies or its exchange limits.

Each Fund also has implemented redemption and exchange fees to certain accounts 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 Nationwide Funds. These Nationwide Funds may assess either a redemption fee if you sell your Fund shares or an exchange fee if you exchange your Fund shares into another Nationwide Fund. The short-term trading fees are deducted from the proceeds of the redemption of the affected Fund shares.

Fair Valuation

The Funds have fair value pricing procedures in place as described above in “Investing with Nationwide Funds: Fair Valuation.”

Despite its best efforts, a Fund 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, a Fund may not be able to prevent all market timing and its potential negative impact.

Exchange and Redemption Fees

In order to discourage excessive trading, the Nationwide Funds impose exchange and redemption fees on shares held in certain types of accounts. If you redeem or exchange your shares in such an account within a designated holding period, the redemption 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 a redemption fee applies to an affected account, 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.

Exchange and redemption fees do not apply to:


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

With respect to shares redeemed or exchanged following the death or disability of a shareholder, mandatory retirement plan distributions or redemption within 30 calendar days of an automatic payroll deduction, you must inform the Funds’ transfer agent or your intermediary that the fee does not apply. You may be required to show evidence that you qualify for the exception. Redemption and exchange fees will be assessed unless or until the Funds are notified that an account is exempt.

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;
•	qualified retirement plan accounts;

INVESTING WITH NATIONWIDE FUNDS (cont.)


•	omnibus accounts where there is no capability to impose a redemption fee on underlying customers’ accounts and
•	intermediaries that do not or cannot report sufficient information to impose a redemption 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.

The following Nationwide Funds may assess the fee listed below on the total value of shares that are redeemed or exchanged if you have held the shares of the fund for less than the minimum holding period listed below:


			Minimum
	Exchange/		Holding Period
Fund	Redemption Fee		(calendar days)
Nationwide International Value Fund		2.00%		90

Nationwide U.S. Small Cap Value Fund		2.00%		90

Nationwide Fund		2.00%		30

Nationwide Growth Fund		2.00%		30

Nationwide Large Cap Value Fund		2.00%		30

Nationwide Value Fund		2.00%		30

Nationwide Bond Fund		2.00%		7

Nationwide Bond Index Fund		2.00%		7

Nationwide Government Bond Fund		2.00%		7

Nationwide International Index Fund		2.00%		7

Nationwide Mid Cap Market Index Fund		2.00%		7

Nationwide Short Duration Bond Fund		2.00%		7

Nationwide S&P 500 Index Fund		2.00%		7

Nationwide Small Cap Index Fund		2.00%		7

Additional Information about Fees and Expenses

The fees and expenses of the Funds that appear in the Fund Summaries are based on average annual net assets of the fiscal year ended October 31, 2009, and do not reflect any change in expense ratios resulting from a change in assets under management since October 31, 2009. A decline in a Fund’s average net assets during the current fiscal year, as a result of market volatility or other factors, could cause a Fund’s expense ratio to be higher than the fees and expenses shown in the applicable Fund Summary. Significant declines in a Fund’s net assets will increase your Fund’s total expense ratio, likely significantly. A Fund with higher expense ratio means you could pay more if you buy or hold shares of the Fund. Annualized expense ratios for the fiscal year ended October 31, 2009 and the six months period ending April 30, 2010 will be available in each Fund’s annual report and semi-annual report, respectively, which will be available on www.nationwide.com/mutualfunds.

DISTRIBUTIONS AND TAXES

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

Income and Capital Gain Distributions

Each Fund intends to qualify each year as a regulated investment company under the Internal Revenue Code. As a regulated investment company, a Fund generally pays no federal income tax on the income and gains it distributes to you. Each Fund expects to declare and distribute its net investment income, if any, to shareholders as dividends quarterly. Capital gains, if any, may be distributed at least annually. A Fund may distribute income dividends and capital gains more frequently, if necessary, in order to reduce or eliminate federal excise or income taxes on the Fund. All income and capital gain distributions are automatically reinvested in shares of the applicable Fund. You may request in writing a payment in cash if the distribution is in excess of $5.

If you choose to have dividends or capital gain distributions, or both, mailed to you and the distribution check is returned as undeliverable or is not presented for payment within six months, the Trust reserves the right to reinvest the check proceeds and future distributions in shares of the applicable Fund at the Fund’s then-current NAV until you give the Trust different instructions.

Tax Considerations

If you are a taxable investor, dividends and capital gain distributions you receive from a Fund, whether you reinvest your distributions in additional Fund shares or receive them in cash, are subject to federal income tax, state taxes and possibly local taxes:


•	distributions are taxable to you at either ordinary income or capital gains tax rates;
•	distributions of short-term capital gains are paid to you as ordinary income that is taxable at applicable ordinary income tax rates;
•	distributions of long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares;
•	a portion of the income dividends paid to individuals by a Fund with respect to taxable years beginning before January 1, 2011 (sunset date) may be qualified dividend income eligible for long-term capital gains tax rates, provided that certain holding period requirements are met;
•	for corporate shareholders, a portion of income dividends paid may be eligible for the corporate dividend-received deduction, subject to certain limitations and
•	distributions declared in December to shareholders of record in such month, 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-DIV, which is sent 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). A Fund may reclassify income after your tax reporting statement is mailed to you. This can result from the rules in the Internal Revenue Code that effectively prevent mutual funds, such as the Funds, from ascertaining with certainty, until after the calendar year end, and in some cases a Fund’s fiscal year end, the final amount and character of distributions the Fund has received on its investments during the prior calendar year. Prior to issuing your statement, each Fund makes every effort to search for reclassified income to reduce the number of corrected forms mailed to shareholders. However, when necessary, the Fund will send you a corrected Form 1099-DIV to reflect reclassified information.

Distributions from the Funds (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 are a taxable investor and 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 Nationwide 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 0% for individuals in the 10% and 15% federal income tax rate brackets). Short-term capital gains are taxed at ordinary income tax rates. You or your tax adviser should track your purchases, tax basis, sales and any resulting gain or loss. If you redeem 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 AND TAXES (cont.)

be subject to U.S. withholding at a 30% or lower treaty tax rate and U.S. estate tax and are subject to special U.S. tax certification requirements to avoid backup withholding and claim any treaty benefits. Exemptions from U.S. withholding tax are provided for capital gain dividends paid by a Fund from long-term capital gains and, with respect to taxable years of a Fund that begin before January 1, 2010 (sunset date), interest-related dividends paid by a Fund from its qualified net interest income from U.S. sources and short-term capital gain dividends. However, notwithstanding such exemptions from U.S. withholding at the source, any such dividends and distributions of income and capital gains will be subject to backup withholding at a rate of 28% if you fail to properly certify that you are not a U.S. person.

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, income dividends and capital gain distributions generally are not subject to current federal income taxes. In general, these plans or accounts 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

By law, 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.

This discussion of “Distributions and Taxes” is not intended or written to be used as tax advice. Because everyone’s tax situation is unique, you should consult your tax professional about federal, state, local or foreign tax consequences before making an investment in the Funds.

MULTI-MANAGER STRUCTURE

The Adviser and the Trust have received an exemptive order from the U.S. 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 unaffiliated subadviser with the approval of the Board of Trustees but without shareholder approval. If a new unaffiliated subadviser is hired for a Fund, shareholders will receive information about the new subadviser within 90 days of the change. The exemptive order allows the Funds greater flexibility, enabling them to operate more efficiently.

The Adviser performs the following oversight and evaluation services to the 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 and
•	making recommendations to the Board of Trustees regarding renewal, modification or termination of a subadviser’s contract.

The Adviser does not expect to frequently recommend subadviser changes. Where the Adviser does recommend subadviser changes, the Adviser periodically provides written reports to the Board of Trustees regarding its evaluation and monitoring of the subadviser. Although the Adviser monitors the subadviser’s performance, there is no certainty that any subadviser or Fund will obtain favorable results at any given time.

For additional information contact:

By Regular Mail:

Nationwide Funds

P.O. Box 5354

Cincinnati, OH 45210-5354

Fax: 800-421-2182

By Overnight Mail:

Nationwide Funds

303 Broadway, Suite 900

Cincinnati, OH 45202

For 24-hour access:

800-848-0920 (toll free). Representatives are available 8 a.m. - 7 p.m. Eastern time, Monday through Friday. Call after 7 p.m. Eastern time for closing share prices. Also, visit the Nationwide Funds’ website at www.nationwide.com/mutualfunds.

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

The Nationwide framemark and On Your Side are federally registered service marks of Nationwide Mutual Insurance Company. Nationwide Funds is a service mark of Nationwide Mutual Insurance Company.

Information from Nationwide 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 Funds:


•	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)
•	Semiannual Reports

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

If you wish to receive regulatory materials and/or account statements electronically, you can sign-up for our free e-delivery service. Please call 800-848-0920 for information.

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 to publicinfo@sec.gov;
•	in person at the SEC’s Public Reference Room in Washington, D.C. (For their hours of operation, call 202-551-8090) or
•	by mail by sending your request to Securities and Exchange Commission Public Reference Section, 100 F Street, N.E., Washington, D.C. 20549-0102 (The SEC charges a fee to copy any documents.)


^© 2010 Nationwide Funds Group. All rights reserved.	PR-CEQ 02/10

FIXED INCOME FUNDS

Prospectus , 2010


Fund and Class		Ticker
Nationwide Bond Fund Class A		NBDAX

Nationwide Bond Fund Class B		GBDBX

Nationwide Bond Fund Class C		GBDCX

Nationwide Bond Fund Class D		MUIBX

Nationwide Bond Fund Class R2		GBDRX

Nationwide Bond Fund Institutional Class		GBDIX

Nationwide Enhanced Income Fund Class A		NMEAX

Nationwide Enhanced Income Fund Class R2		GMERX

Nationwide Enhanced Income Fund Institutional Class		NMEIX

Nationwide Enhanced Income Fund Institutional Service Class		NMESX

Nationwide Government Bond Fund Class A		NUSAX

Nationwide Government Bond Fund Class B		GGBBX

Nationwide Government Bond Fund Class C		GGBCX

Nationwide Government Bond Fund Class D		NAUGX

Nationwide Government Bond Fund Class R2		GGBRX

Nationwide Government Bond Fund Institutional Class		GGBIX

Nationwide Money Market Fund Prime Shares		MIFXX

Nationwide Money Market Fund Institutional Class		GMIXX

Nationwide Money Market Fund Service Class		NWSXX

Nationwide Short Duration Bond Fund Class A		MCAPX

Nationwide Short Duration Bond Fund Class C		GGMCX

Nationwide Short Duration Bond Fund Institutional Class		MCAIX

Nationwide Short Duration Bond Fund Service Class		MCAFX


As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved these Funds’ shares or determined whether this prospectus is complete or accurate. To state otherwise is a crime. www.nationwide.com/mutualfunds

FUND SUMMARY: NATIONWIDE BOND FUND

Objective

The Fund seeks as high a level of current income as is consistent with preserving capital.

Fees and Expenses

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class D

Class R2

Institutional Class

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

4.25%

None

4.50%

None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Redemption/Exchange Fee (as a percentage of amount redeemed or exchanged within 7 days of purchase)

2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.50%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

None

0.50%

None

Other Expenses

Total Annual Fund Operating Expenses

Amount of Fee Waiver/Expense Reimbursement ¹

Total Annual Fund Operating Expenses (After Waivers/Reimbursements)


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 33 of this Prospectus.
1		Nationwide Mutual Funds (the “Trust”) and Nationwide Fund Advisors (the “Adviser”) have entered into a written contract limiting operating expenses to 0.75% (excluding Rule 12b-1 fees, administrative services fees and certain other expenses) for all share classes until at least February 28, 2011. The expense limitation agreement may be changed or eliminated with the consent of the Board of Trustees of the Trust at any time. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, provided, however that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement.

FUND SUMMARY: NATIONWIDE BOND FUND (cont.)

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

Class B shares

Class C shares

Class D shares

Class R2 shares

Institutional Class shares

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

Class C shares


**		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 R2 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.

Portfolio Turnover

Principal Strategies

Under normal circumstances, the Fund invests at least 80% of its net assets in a wide variety of investment grade fixed-income securities, such as corporate bonds, U.S. government securities, mortgage-backed and asset-backed securities, and commercial paper. The Fund may also invest in high-yield (i.e., “junk”) bonds, as well as foreign government and corporate bonds that are denominated in U.S. dollars. The Fund seeks to achieve its objective by investing in securities offering the highest level of expected income while simultaneously minimizing market price fluctuations. In selecting securities, the subadviser typically maintains an average portfolio duration of three to seven 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.

Liquidity risk – is the risk that a security cannot be sold, or cannot be sold quickly, at an acceptable price.

Prepayment and call 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 in full by the issuer more slowly than anticipated. This can cause the market value of the security to fall because the market may view its interest rate as low for a longer-term investment.

Mortgage-backed and asset-backed securities risks – through its investments in mortgage-backed and asset-backed securities, the Fund may have some exposure to subprime loans, as well as to the mortgage and credit markets generally. Subprime loans, which are loans made to borrowers with weakened credit histories, have had in many cases higher default rates than loans that meet government underwriting requirements.

High-yield bonds risk – investing in high-yield bonds and other lower rated bonds will subject the Fund to substantial risk of loss.

Foreign securities risk – foreign securities may be more volatile, harder to price and less liquid than U.S. securities.

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

Performance

FUND SUMMARY: NATIONWIDE BOND FUND (cont.)

distributions are reinvested in the Fund. Remember, however, that past performance (before and after taxes) is not necessarily indicative of how the Fund will perform in the future.

Updated performance information is available at no cost by visiting [website] or by calling [number]

Please call 800-848-0920 for the Fund’s current 30-day yield.

Annual Total Returns – Class D Shares

(Years Ended December 31)

Best Quarter: % – qtr. of

Worst Quarter: % – qtr. of

Average Annual Total Returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Class A shares – Before Taxes

Class B shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class D shares – Before Taxes

Class D shares – After Taxes on Distributions

Class D shares – After Taxes on Distributions and Sales of Shares

Class R2 shares – Before Taxes ²

Institutional Class shares – Before Taxes ²

Barclays Capital U.S. Aggregate Bond Index ⁴


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of specific classes are based on the previous performance of various classes of the Fund as noted below. This performance is substantially similar to what the individual classes would have produced because all classes 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 B (introduced September 4, 2003): Performance is based on the Fund’s Class X shares (which are no longer offered by the Fund) through September 4, 2003.
		Class C (introduced September 4, 2003): Performance is based on the Fund’s Class D shares through March 1, 2001 and the Fund’s Class Y shares (which are no longer offered by the Fund) from March 1, 2001 through September 4, 2003.
		Class R2 (introduced October 1, 2003): Performance is based on the Fund’s Class D shares through October 1, 2003.
		Institutional Class (introduced June 29, 2004): Performance is based on the Fund’s Class D shares 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 charge.
4		The Barclays Capital U.S. Aggregate Bond is an unmanaged market value-weighted index that is comprised of investment-grade, fixed-rate debt issues (including government, corporate, asset-backed and mortgage-backed securities with maturities of one year or more) that is generally representative of the U.S. bond market as a whole. The Aggregate Index more closely reflects the Fund’s management style because it includes the permissible instruments in which the Fund may invest. Unlike mutual funds, the Index does not incur expenses. If expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors

Subadviser

Nationwide Asset Management, LLC

Portfolio Managers


Portfolio Manager	Title	Length of Service
Gary S. Davis, CFA	Senior Investment Professional	Since January 2004

Joel S. Buck	Senior Investment Professional	Since April 2009

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A, B, C, D: $2,000 (per fund) Class R2: no minimum Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B, C, D): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B, C, D: $100 (per fund) Class R2 and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C, D): $50 * Class B Shares are closed to new investors.

FUND SUMMARY: NATIONWIDE BOND FUND (cont.)


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

Dividends, Capital Gains and Taxes

Payments to Broker-Dealers and Other Financial Intermediaries

FUND SUMMARY: NATIONWIDE ENHANCED INCOME FUND

Objective

The Fund seeks a high level of current income while preserving capital and minimizing fluctuations in share value.

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in Nationwide Funds. More information about these and other discounts is available from your financial professional and in “Investing with Nationwide Funds” commencing on page of this Prospectus and in [identify section heading and SAI page number] of the Statement of Additional Information.


Shareholder Fees
(paid directly from your investment)	Class A	Class R2	Institutional Service	Institutional Class
	Shares	Shares	Class Shares	Shares
Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	2.25%	None	None	None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)	None*	None	None	None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees	0.35%	0.35%	0.35%	0.35%

Distribution and/or Service (12b-1) Fees	0.25%	0.50%	None	None

Other Expenses

Total Annual Fund Operating Expenses

Amount of Fee Waiver/Expense Reimbursement ¹

Total Annual Fund Operating Expenses (After Waivers/Reimbursements)


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 33 of this Prospectus.
1		Nationwide Mutual Funds (the “Trust”) and Nationwide Fund Advisors (the “Adviser”) have entered into a written contract limiting operating expenses to 0.45% (excluding Rule 12b-1 fees, administrative services fees and certain other expenses) for all share classes until at least February 28, 2011. The expense limitation agreement may be changed or eliminated with the consent of the Board of Trustees of the Trust at any time. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, provided, however that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement.

FUND SUMMARY: NATIONWIDE ENHANCED INCOME FUND (cont.)

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

Class R2 shares

Institutional Service Class shares

Institutional Class shares

The Fund does not apply sales charges on reinvested dividends and other distributions.

Portfolio Turnover

Principal Strategies

Under normal circumstances, the Fund invests primarily in high-grade corporate bonds, U.S. government securities, and mortgage-backed and asset-backed securities. These securities may pay interest on either a fixed-rate or variable-rate basis. In choosing securities, the Fund’s subadviser attempts to identify securities that, in its opinion, offer the best combination of yield, maturity and relative price performance, based on anticipated changes in interest rates and the price relationships among various types of fixed-income securities. The Fund is managed so that its duration will be between six months and one year, and will not exceed two years. 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.

Liquidity risk – is the risk that a security cannot be sold, or cannot be sold quickly, at an acceptable price.

Extension risk – when interest rates rise, certain bond obligations will be paid off by the issuer more slowly than anticipated. This can cause the market value of the security to fall because the market may view its interest rate as too low for a longer-term investment.

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.

Performance

Please call 800-848-0920 for the Fund’s current 30-day yield.

FUND SUMMARY: NATIONWIDE ENHANCED INCOME FUND (cont.)

Annual Total Returns – Class A Shares

(Years Ended December 31)

Best Quarter: % – qtr. of

Worst Quarter: % – qtr. of

Average Annual Total Returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Class A shares – Before Taxes

Class A shares – After Taxes on Distributions

Class A shares – After Taxes on Distributions and Sales of Shares

Class R2 shares – Before Taxes ²

Institutional Service Class shares – Before Taxes

Institutional Class shares – Before Taxes

ML 6-Month T-Bill Index ³

ML 1-Year T-Bill Index ³

Composite Index ³


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of Class R2 shares (October 1, 2003) are based on the previous performance of Class A shares. This performance is substantially similar to what Class R2 shares would have produced because both classes invest in the same portfolio of securities. Returns for Class R2 shares have been adjusted to eliminate sales charges that do not apply to that class, but have not been adjusted to reflect any lower expenses.
3		The Composite Index comprises 50% Merrill Lynch (ML) 6-Month Treasury Bill (T-Bill) Index/50% Merrill Lynch 1-Year Treasury Bill Index. The ML 6-Month T-Bill Index comprises a single issue purchased at the beginning of a month and held for a full month. At the end of that month, that issue is sold and rolled into a newly selected issue. The issue selected at each month-end rebalancing is the outstanding T-Bill that matures closest to, but not beyond, six months from the rebalancing date. The ML 1-Year T-Bill Index comprises a single issue purchased at the beginning of a month and held for a full month. At the end of that month, that issue is sold and rolled into a newly selected issue. The issue selected at each month-end rebalancing is the outstanding T-Bill with the longest maturity. The Indexes do not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Indexes would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors

Subadviser

Morley Capital Management, Inc.

Portfolio Managers


Portfolio Manager	Title	Length of Service
Perpetua M. Phillips	Senior Investment Officer	Since February 2003

Paul Rocheleau	Portfolio Manager	Since September 2008

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A: $2,000 (per fund) Class R2: no minimum Institutional Service Class: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Class A): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A: $100 (per fund) Class R2, Institutional Class and Institutional Service Class: No Minimum Automatic Asset Accumulation Plan (Class A): $50


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

FUND SUMMARY: NATIONWIDE GOVERNMENT BOND FUND

Objective

The Fund seeks as high a level of current income as is consistent with preserving capital.

Fees and Expenses

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class D

Class R2

Institutional Class

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

4.25%

None

4.50%

None

Maximum Deferred Sales Charge (Load (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Redemption/Exchange Fee (as a percentage of amount redeemed or exchanged within 7 days of purchase)

2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.50%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

None

0.50%

None

Other Expenses

Total Annual Fund Operating Expenses


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 33 of this Prospectus.

FUND SUMMARY: NATIONWIDE GOVERNMENT BOND FUND (cont.)

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

Class B shares

Class C shares

Class D shares

Class R2 shares

Institutional Class shares

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

Class C shares


**		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 R2 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.

Portfolio Turnover

Principal Strategies

Under normal circumstances, the Fund invests at least 80% of its net assets in securities issued by the United States government and its agencies and instrumentalities. Many of these securities include mortgage-backed securities. The Fund’s subadviser seeks to achieve the Fund’s objective by investing in securities offering the highest level of expected income while simultaneously minimizing market price fluctuations. The Fund will generally maintain an average portfolio duration of three 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.

Liquidity risk – is the risk that a security cannot be sold, or cannot be sold quickly, at an acceptable price.

Mortgage-backed securities risk – through its investments in mortgage-backed securities, the Fund may have some exposure to subprime loans, as well as to the mortgage and credit markets generally. Subprime loans, which are loans made to borrowers with weakened credit histories, have had in many cases higher default rates than loans that meet government underwriting requirements.

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

Performance

Please call 800-848-0920 for the Fund’s current 30-day yield.

FUND SUMMARY: NATIONWIDE GOVERNMENT BOND FUND (cont.)

Annual Total Returns – Class D Shares

(Years Ended December 31)

Best Quarter: % – qtr. of
Worst Quarter: % – qtr. of

Average Annual Total Returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Class A shares – Before Taxes ²

Class B shares – Before Taxes ²

Class C shares – Before Taxes ^{2, 3}

Class D shares – Before Taxes

Class D shares – After Taxes on Distributions

Class D shares – After Taxes on Distributions and Sales of Shares

Class R2 shares – Before Taxes ²

Institutional Class shares – Before Taxes ²

Merrill Lynch Government Master Index ⁴


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of specific classes are based on the previous performance of various classes of the Fund as noted below. This performance is substantially similar to what the individual classes would have produced because all classes 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 B (introduced September 4, 2003): Performance is based on the Fund’s Class X shares (which are no longer offered by this Fund) through September 4, 2003.
		Class C (introduced September 4, 2003): Performance is based on the Fund’s Class D shares through March 1, 2001 and the Fund’s Class Y shares (which are no longer offered by this Fund) from March 2, 2001 through September 4, 2003.
		Class R2 (introduced October 1, 2003): Performance is based on the Fund’s Class D shares through October 1, 2003.
		Institutional Class (introduced June 29, 2004): Performance is based on the Fund’s Class D shares 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 charge.
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. The Index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors (the “Adviser”)

Subadviser

Nationwide Asset Management, LLC

Portfolio Managers


Portfolio Manager	Title	Length of Service
Gary R. Hunt, CFA	Senior Investment Professional	Since March 1997

Joel S. Buck	Senior Investment Professional	Since April 2009

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A, B, C, D: $2,000 (per fund) Class R2: no minimum Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B, C, D): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B, C, D: $100 (per fund) Class R2 and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C, D): $50 * Class B Shares are closed to new investors.


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

FUND SUMMARY: NATIONWIDE MONEY MARKET FUND

Objective

The Fund seeks as high a level of current income as is consistent with preserving capital and maintaining liquidity. The Fund is a money market fund that seeks to maintain a stable net asset value of $1.00 per share.

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund. There are no sales charges to purchase or sell shares of the Nationwide Money Market Fund.


Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment)	Prime	Service	Institutional Class
	Shares	Class	Shares
Management Fees	0.39%	0.39%	0.39%

Distribution and/or Service (12b-1) Fees	None	0.15%	None

Other Expenses

Total Annual Fund Operating Expenses

Amount of Fee Waiver/Expense Reimbursement ¹

Total Annual Fund Operating Expenses (After Waivers/Reimbursements)


1		Nationwide Mutual Funds (the “Trust”) and Nationwide Fund Advisors (the “Adviser”) have entered into a written contract limiting operating expenses to 0.59% (excluding Rule 12b-1 fees, administrative services fees and certain other expenses) for all share classes until at least February 28, 2011. The expense limitation agreement may be changed or eliminated with the consent of the Board of Trustees of the Trust at any time. Pursuant to the contract, operating expenses for Service Class shares are further limited to 0.75%, including Rule 12b-1 fees and administrative services fees. The Trust is authorized to reimburse the Adviser for management fees previously waived or reduced and/or for expenses previously paid by the Adviser, provided, however that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement.

FUND SUMMARY: NATIONWIDE MONEY MARKET FUND (cont.)

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

Prime shares

Service Class shares

Institutional Class shares

Portfolio Turnover

Principal Strategies

The Fund invests primarily in a portfolio of high-quality, fixed-income securities that mature in 397 days or less. These securities are issued by banks, corporations and the U.S. government, and may include asset-backed securities as well as obligations of states, municipalities and foreign governments. The Fund may purchase foreign money market securities, although all obligations held by the Fund must be denominated in U.S. dollars. The Fund may invest in floating-and variable-rate obligations and may enter into repurchase agreements. The Fund’s dollar-weighted average maturity will be 90 days or less.

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. 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.

There is no guarantee that the Fund will provide a certain level of income or that any such income will stay ahead of inflation. Further, the Fund’s yield will vary; it is not fixed for a specific period like the yield on a bank certificate of deposit. A low interest rate environment may prevent the Fund from providing a positive yield or paying Fund expenses out of current income could impair the Fund’s ability to maintain a stable net asset value.

Investments in the Fund are not bank deposits and are not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) 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 – an issuer may be unable to pay the interest or principal when due.

Liquidity risk – is the risk that a security cannot be sold, or cannot be sold quickly, at an acceptable price.

Asset-backed securities risk – the credit quality of most asset-backed securities depends primarily on the credit quality of the assets underlying such securities, how well the entity issuing the security is insulated from the credit risk of the originator or any other affiliated entities, and the amount and quality of any credit enhancement of the securities.

Repurchase agreements risk – expose the Fund to the risk that the party that sells the securities to the Fund may default on its obligation to repurchase them.

Foreign securities risk – foreign securities may be more volatile, harder to price and less liquid than U.S. securities.

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

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 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. If taxes and the applicable sales charges were included, the annual total returns would be lower than those shown. The table compares the Fund’s average annual total returns to the returns of a broad-based securities index. Both the bar chart and table assume that all dividends and distributions are reinvested in the Fund. Remember, however, that past performance is not necessarily indicative of how the Fund will perform in the future. Updated performance information is available at no cost by visiting [website] or by calling [number]

Please call 800-848-0920 for the Fund’s current 7-day yield.

FUND SUMMARY: NATIONWIDE MONEY MARKET FUND (cont.)

Annual Total Returns – Prime Shares

(Years Ended December 31)

Best Quarter: % – qtr. of

Worst Quarter: % – qtr. of

Average Annual Total Returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Prime shares

Service Class shares ²

Institutional Class shares ²

iMoneyNet First Tier Retail Index ³


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of Institutional Class shares (December 31, 2001) include the previous performance of the Fund’s Prime shares. This performance is substantially similar to what the individual classes would have produced because all classes invest in the same portfolio of securities. Performance has not been adjusted to reflect different expense levels.
3		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 securities, 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. The Index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors

Subadviser

Federated Investment Management Company

Purchase and Sale of Fund Shares


Minimum Initial Investment Prime Shares: $2,000 (per fund) Service Class Shares: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Prime Shares): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Prime Shares: $100 (per fund) Service Class Shares and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Prime Shares): $50


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway, Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

Dividends, Capital Gains and Taxes

Payments to Broker-Dealers and Other Financial Intermediaries

FUND SUMMARY: NATIONWIDE SHORT DURATION BOND FUND

Objective

The Fund seeks to provide a high level of current income while preserving capital and minimizing fluctuations in share value.

Fees and Expenses

This table describes the fees and expenses you may pay when buying and holding shares of the Fund. You may qualify for sales charge discounts if you and your family invest, or agree to invest in the future, at least $100,000 in Nationwide Funds. More information about these and other discounts is available from your financial professional and in “Investing with Nationwide Funds” commencing on page of this Prospectus and in [identify section heading and SAI page number] of the Statement of Additional Information.


Shareholder Fees
(paid directly from your investment)	Class A	Class C	Service Class	Institutional Class
	Shares	Shares	Shares	Shares
Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)	2.25%	None	None	None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)	None*	0.75%	None	None

Redemption /Exchange Fee (as a percentage of amount redeemed or exchanged within 7 days of purchase)	2.00%	2.00%	2.00%	2.00%

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees	0.35%	0.35%	0.35%	0.35%

Distribution and/or Service (12b-1) Fees	0.25%	0.75%	0.25%	None

Other Expenses

Total Annual Fund Operating Expenses ¹


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 33 of this Prospectus.
1		Nationwide Mutual Funds (the “Trust”) and Nationwide Fund Advisors (the “Adviser”) have entered into a written contract limiting operating expenses to 0.55% (excluding Rule 12b-1 fees, administrative services fees and certain other expenses) for all share classes until at least February 28, 2011. The expense limitation agreement may be changed or eliminated with the consent of the Board of Trustees of the Trust at any time. The Trust is authorized to reimburse the Adviser for management fees previously waived and/or for expenses previously paid by the Adviser, provided, however that any reimbursements must be paid at a date not more than three years after the fiscal year in which the Adviser waived the fees or reimbursed the expenses and the reimbursements do not cause the Fund to exceed the expense limitation in the agreement.

FUND SUMMARY: NATIONWIDE SHORT DURATION BOND FUND (cont.)

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

Class C shares

Service Class shares

Institutional Class shares

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 C shares


**		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), 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.

Portfolio Turnover

Principal Strategies

Under normal circumstances, the Fund invests at least 80% of its net assets in investment grade corporate bonds, U.S. government securities, and mortgage-backed and asset-backed securities. These securities may pay interest on either a fixed-rate or variable-rate basis. In choosing securities, the Fund’s subadviser attempts to identify securities that, in its opinion, offer the best combination of yield, maturity and relative price performance, based on anticipated changes in interest rates and the price relationships among various types of fixed-income securities. The Fund is managed so that its duration will not exceed three years. 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.

Liquidity risk – is the risk that a security cannot be sold, or cannot be sold quickly, at an acceptable price.

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

Performance

Prior to October 4, 2004, the Fund was invested in a combination of short-and intermediate-term fixed-income securities and wrap contracts issued by financial institutions intended to stabilize the Fund’s net asset value per share. Since that date, the Fund has ceased to use wrap contracts for that purpose. For the period between October 4, 2004 and December 6, 2004, the Fund concentrated its investments in short-term fixed- income instruments with less than 60 days to maturity. Beginning December 6, 2004, the Fund began to pursue its new investment objective and strategies as described herein and the Fund’s share price has fluctuated daily.

FUND SUMMARY: NATIONWIDE SHORT DURATION BOND FUND (cont.)

Please call 800-848-0920 for the Fund’s current 30-day yield.

Annual Total Returns – Class A Shares ²

(Years Ended December 31)

Best Quarter: % – qtr. of

Worst Quarter: % – qtr. of

Average Annual Total Returns ¹

as of December 31, 2009

1 Year

5 Years

10 Years

Class A shares – Before Taxes ²

Class A shares – After Taxes on Distributions ²

Class A shares – After Taxes on Distributions and Sales of Shares ²

Class C shares – Before Taxes ³

Service Class shares – Before Taxes

Institutional Class shares – Before Taxes

Merrill Lynch 1-3 Year Treasury Index ⁴


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
2		Returns until the first offering of Class A shares (July 16, 2003) are based on the previous performance of the IRA Class shares (which are no longer offered by the Fund). Excluding the effects of any fee waivers or reimbursements, such prior performance is similar to what Class A shares would have produced because both classes invest in the same portfolio of securities. Class A returns have been adjusted to reflect differences in sales charges, but not differing fees.
3		Returns until the first offering of Class C shares (February 28, 2005) are based on the previous performance of Class A shares. Excluding the effects of any fee waivers or reimbursements, such prior performance is similar to what Class C shares would have produced because both classes invest in the same portfolio of securities. Returns for Class C shares have been adjusted to eliminate sales charges that do not apply to that class but have not been adjusted to reflect any lower expenses.
4		The Merrill Lynch 1-3 Year Treasury Index is an unmanaged index that tracks short-term U.S. Treasury notes and bonds with maturities of one to three years. The Index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors

Subadviser

Morley Capital Management, Inc.

Portfolio Managers


Portfolio Manager	Title	Length of Service
Perpetua M. Phillips	Senior Investment Officer	Since February 2003

Paul Rocheleau	Portfolio Manager	Since September 2008

FUND SUMMARY: NATIONWIDE SHORT DURATION BOND FUND (cont.)

Purchase and Sale of Fund Shares


Minimum Initial Investment Classes A, C: $2,000 (per fund) Service Class: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, C): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, C: $100 (per fund) Service Class and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, C): $50


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

Dividends, Capital Gains and Taxes

Payments to Broker-Dealers and Other Financial Intermediaries

HOW THE FUNDS INVEST: NATIONWIDE BOND FUND

Objective

The Nationwide Bond Fund seeks as high a level of current income as is consistent with preserving capital. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

Under normal circumstances, the Fund invests at least 80% of its net assets in fixed-income securities that are investment grade, including corporate bonds, mortgage-backed securities and U.S. government 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 foreign government and corporate bonds that are denominated in U.S. dollars and in high-yield bonds . Securities in which the Fund invests may include those that pay interest on either a fixed-rate or variable-rate basis.

In selecting securities, the subadviser typically maintains an average portfolio duration of three to seven years. The subadviser seeks value and may sell a security to take advantage of more favorable opportunities. The subadviser 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.

Principal Risks

The Fund is subject to the same risks that apply to all mutual funds that invest in fixed-income securities. For instance, the value of the Fund’s investments—and therefore, the value of Fund shares—may fluctuate. Further, the Fund’s portfolio managers may select securities that underperform the bond markets, the Fund’s benchmark or other mutual funds with similar investment objectives and strategies.

In addition, the Fund is subject to INTEREST RATE RISK, CREDIT RISK, LIQUIDITY RISK, EXTENSION RISK, PREPAYMENT AND CALL RISK, MORTGAGE-BACKED SECURITIES RISK, HIGH-YIELD BONDS RISK and FOREIGN SECURITIES RISK, each of which is described in the section “Risks of Investing in the Funds” beginning on page 26.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key 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.

Investment grade – the four highest rating categories of nationally recognized statistical rating organizations, including Moody’s, Standard & Poor’s and Fitch.

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.

U.S. government securities are debt securities issued and/or guaranteed as to principal and interest by either the U.S. government, or by U.S. government agencies, U.S. government-sponsored enterprises and U.S. government instrumentalities. Securities issued or guaranteed directly by the U.S. government are supported by the full faith and credit of the United States. Securities issued or guaranteed by agencies or instrumentalities of the U.S. government, and enterprises sponsored by the U.S. government, are not direct obligations of the United States. Therefore, such securities may not be supported by the full faith and credit of the United States.

High-yield bonds – commonly referred to as “junk bonds,” these fixed-income securities are rated below investment grade by nationally recognized statistical rating organizations, such as Moody’s and Standard & Poor’s, or are unrated securities that the Fund’s subadviser believes to be of comparable quality. These bonds generally offer investors higher interest rates as a way to help compensate for the fact that the issuer is at greater risk of default.

Duration is a measure of how much the price of a bond would change compared to a change in market interest rates, based on the remaining time until a bond’s maturity together with other factors. A bond’s value drops when interest rates rise, and vice versa. Bonds with longer durations have higher risk and volatility.

Maturity is the date on which the principal amount of a security is required to be paid to investors.

HOW THE FUNDS INVEST: NATIONWIDE ENHANCED INCOME FUND

Objective

The Nationwide Enhanced Income Fund seeks a high level of current income while preserving capital and minimizing fluctuations in share value. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

Under normal circumstances, the Fund invests primarily in high-grade corporate bonds, U.S. government securities, mortgage-backed securities and asset-backed securities . These securities may pay interest on either a fixed-rate or variable-rate basis. In choosing securities, the Fund’s subadviser attempts to identify securities that, in its opinion, offer the best combination of yield, maturity and relative price performance, based on anticipated changes in interest rates and the price relationships among various types of fixed-income securities. The Fund’s subadviser may sell securities in order to buy others that it believes will better serve the objectives of the Fund.

The Fund is managed so that its duration will be between six months and one year, and will not exceed two years. 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

In addition, the Fund is subject to INTEREST RATE RISK, CREDIT RISK, LIQUIDITY RISK, EXTENSION RISK, PREPAYMENT AND CALL RISK, MORTGAGE-BACKED SECURITIES RISK, ASSET-BACKED SECURITIES RISK and DERIVATIVES RISK, each of which is described in the section “Risks of Investing in the Funds” beginning on page 26.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

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.

Derivative – a contract the value of which is based on the performance of an underlying financial asset, index or economic measure.

Maturity is the date on which the principal amount of a security is required to be paid to investors.

HOW THE FUNDS INVEST: NATIONWIDE GOVERNMENT BOND FUND

Objective

The Nationwide Government Bond Fund seeks as high a level of current income as is consistent with preserving capital. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

Under normal circumstances, the Fund invests at least 80% of its net assets in U.S. government securities . Many of these securities include mortgage-backed securities. The Fund’s subadviser seeks to achieve the Fund’s 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 subadviser uses interest rate expectations, duration analysis, economic forecasting, market sector analysis and other techniques. The Fund may also look for bonds that the subadviser 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 portfolio duration of three to six years.

Principal Risks

In addition, the Fund is subject to INTEREST RATE RISK, CREDIT RISK, LIQUIDITY RISK, EXTENSION RISK, PREPAYMENT AND CALL RISK and MORTGAGE-BACKED SECURITIES RISK, each of which is described in the section “Risks of Investing in the Funds” beginning on page 26.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

HOW THE FUNDS INVEST: NATIONWIDE MONEY MARKET FUND

Objective

The Nationwide Money Market Fund seeks as high a level of current income as is consistent with preserving capital and maintaining liquidity. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

The Fund seeks to maintain a stable 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;
•	repurchase agreements, which are agreements to buy a security and then sell the security back after a short period of time at a higher price;
•	*asset-backed securities* comprised of commercial paper;
•	*U.S. government securities;* and
•	obligations of U.S. banks, foreign banks and U.S. branches of foreign banks.

These securities may pay interest on either a fixed-rate or variable-rate basis. All of the money market obligations held by the Fund must be denominated in U.S. dollars.

The Fund’s dollar-weighted average maturity will be 90 days or less.

Because the Fund invests in short-term securities, the Fund’s subadviser 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 stable net asset value of $1.00 per share. 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; therefore, you could lose money.

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.

The Fund’s portfolio managers may select securities that underperform the money markets, the Fund’s benchmark or other money market mutual funds. In addition, the Fund is subject to INTEREST RATE RISK, CREDIT RISK, LIQUIDITY RISK, ASSET-BACKED SECURITIES RISK, REPURCHASE AGREEMENT RISK and FOREIGN SECURITIES RISK , each of which is described in the section “Risks of Investing in the Funds” beginning on page 26.

The Fund cannot guarantee that it will achieve its investment objective. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

Commercial paper means short-term debt instruments, usually unsecured, that are issued by banks, corporations, states or municipalities in order to finance their short-term credit needs, such as accounts receivable or inventory, and that are acquired at either a discount or are interest bearing.

Maturity is the date on which the principal amount of a security is required to be paid to investors.

HOW THE FUNDS INVEST: NATIONWIDE SHORT DURATION BOND FUND

Objective

The Nationwide Short Duration Bond Fund seeks to provide a high level of current income while preserving capital and minimizing fluctuations in share value. This objective can be changed by the Trust’s Board of Trustees without shareholder approval upon 60 days’ written notice to shareholders.

Principal Strategies

Under normal circumstances, the Fund invests at least 80% of its net assets in corporate bonds, U.S. government securities, mortgage-backed securities and asset-backed securities that are investment grade . These securities may pay interest on either a fixed-rate or variable-rate basis. In choosing securities, the Fund’s subadviser attempts to identify securities that, in its opinion, offer the best combination of yield, maturity and relative price performance, based on anticipated changes in interest rates and the price relationships among various types of fixed-income securities. The Fund’s subadviser may sell securities in order to buy others that it believes will better serve the objectives of the Fund.

The Fund is managed so that its duration will not exceed three years. 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. If the value of the Fund’s investments goes down, you may lose money.

Key Terms:

Investment grade – the four highest rating categories of nationally recognized statistical rating organizations, including Moody’s, Standard & Poor’s and Fitch.

Derivative – a contract the value of which is based on the performance of an underlying financial asset, index or economic measure.

Maturity is the date on which the principal amount of a security is required to be paid to investors.

RISKS OF INVESTING IN THE FUNDS

Asset-backed securities risk – like traditional fixed income securities, the value of asset-backed securities typically increases when interest rates fall and decreases when interest rates rise. Certain asset-backed securities may also be subject to the risk of prepayment. In a period of declining interest rates, borrowers may pay what they owe on the underlying assets more quickly than anticipated. Prepayment reduces the yield to maturity and the average life of the asset-backed securities. In addition, when a Fund reinvests the proceeds of a prepayment, it may receive a lower interest rate. In a period of rising interest rates, prepayments may occur at a slower rate than expected. As a result, the average maturity of a Fund’s portfolio may increase. The value of longer-term securities generally changes more in response to changes in interest rates than shorter term securities.

The credit quality of most asset-backed securities depends primarily on the credit quality of the assets underlying such securities, how well the entity issuing the security is insulated from the credit risk of the originator or any other affiliated entities, and the amount and quality of any credit enhancement of the securities. Unlike mortgage backed securities, asset-backed securities may not have the benefit of any security interest in the related asset.

Credit risk – a Fund has the risk that the issuer of a debt security will be unable to pay the interest or principal when due. The degree of credit risk depends on both the financial condition of the issuer and the terms of the obligation. Changes in an issuer’s credit rating can adversely affect the value of a Fund’s investments. Obligations rated in the fourth highest rating category by any rating agency are considered medium-grade securities. Medium-grade securities, although considered investment-grade, have speculative characteristics and may be subject to greater fluctuations in value than higher-rated securities. In addition, the issuers of medium-grade securities may be more vulnerable to adverse economic conditions or changing circumstances than issuers of higher-rated securities. High-yield bonds, which are rated below investment grade, are generally more exposed to credit risk than investment grade securities.

A corporate event such as a restructuring, merger, leveraged buyout, takeover, or similar action may cause a decline in market value of an issuer’s securities or credit quality of its bonds due to factors including an unfavorable market response or a resulting increase in the company’s debt. Added debt may significantly reduce the credit quality and market value of a company’s bonds, and may thereby affect the value of its equity securities as well.

U.S. government and U.S. government agency securities – neither the U.S. government nor its agencies guarantee the market value of their securities, and interest rate changes, prepayments and other factors may affect the value of government securities. Some of the securities purchased by a Fund are issued by the U.S. government, such as Treasury notes, bills and bonds, and Government National Mortgage Association (“GNMA”) pass-through certificates, and are backed by the “full faith and credit” of the U.S. government (the U.S. government has the power to tax its citizens to pay these debts) and are subject to little credit risk. Securities issued by U.S. government agencies, authorities or instrumentalities, such as the Federal Home Loan Banks, Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corporation (“FHLMC”), are neither issued nor guaranteed by the U.S. government. Although FNMA, FHLMC and the Federal Home Loan Banks are chartered by Acts of Congress, their securities are backed only by the credit of the respective instrumentality. Investors should remember that although certain government securities are guaranteed, market price and yield of the securities or net asset value and performance of the Funds are not guaranteed.

Credit enhancement risk – securities in which the Nationwide Money Market Fund invests may be subject to credit enhancement (for example, guarantees or letters of credit). Credit enhancement is designed to help assure timely payment of the security; it does not protect the Fund against losses caused by declines in a security’s value due to changes in market conditions. Securities subject to credit enhancement generally would be assigned a lower credit rating if the rating were based primarily on the credit quality of the issuer without regard to credit enhancement. If the credit quality of the credit enhancement provider is downgraded, the rating on a security credit-enhanced by such credit enhancement provider also may be downgraded.

Derivatives risk – a derivative is a contract the value of which is 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

RISKS OF INVESTING IN THE FUNDS (cont.)

which the derivative is linked changes in unexpected ways. Some risks of investing in derivatives include:


•	the other party to the derivatives contract may fail to fulfill its obligations;
•	their use may reduce liquidity and make a Fund harder to value, especially in declining markets;
•	a Fund may suffer disproportionately heavy losses relative to the amount invested and
•	when used for hedging purposes, 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.

Each Fund has claimed an exclusion from the definition of the term “commodity pool operator” under the Commodity Exchange Act (CEA) and, therefore, is not subject to registration or regulation as a commodity pool operator under the CEA.

Foreign securities risk – foreign securities 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 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; the possible seizure, nationalization or expropriation of the issuer or foreign deposits (in which the Fund could lose its entire investment in a certain market) and the possible adoption of foreign governmental restrictions such as exchange controls.

Foreign custody – a Fund that invests in foreign securities may hold such securities and cash in foreign banks and securities depositories. Some foreign banks and securities depositories may be recently organized or new to the foreign custody business. In addition, there may be limited or no regulatory oversight over their operations. Also, the laws of certain countries may put limits on a Fund’s ability to recover its assets if a foreign bank, depository or issuer of a security, or any of their agents, goes bankrupt. In addition, it is often more expensive for a Fund to buy, sell and hold securities in certain foreign markets than in the United States. The increased expense of investing in foreign markets reduces the amount a Fund can earn on its investments and typically results in a higher operating expense ratio for a Fund holding assets outside the United States.

Foreign government debt securities – a government entity may delay or refuse to pay interest or repay principal on its debt for reasons including cash flow problems, insufficient foreign currency reserves, political considerations, relative size of its debt position to its economy or failure to put into place economic reforms required by the International Monetary Fund. If a government entity defaults, it generally will ask for more time to pay or request further loans. There is no bankruptcy proceeding by which all or part of the debt securities that a government entity has not repaid may be collected.

High-yield bonds risk – investment in high-yield bonds (often referred to as “junk bonds”) and other lower-rated securities involves substantial risk of loss. These securities are considered to be speculative with respect to the issuer’s ability to pay interest and principal when due and are susceptible to default or decline in market value due to adverse economic and business developments. The market values of high-yield securities tend to be very volatile, and these securities are less liquid than investment-grade debt securities. Therefore, Funds that invest in high-yield bonds are subject to the following risks:


•	increased price sensitivity to changing interest rates and to adverse economic and business developments;
•	greater risk of loss due to default or declining credit quality;
•	greater likelihood that adverse economic or company specific events will make the issuer unable to make interest and/or principal payments when due and
•	negative market sentiments toward high-yield securities may depress their price and liquidity. If this occurs, it may become difficult to price or dispose of a particular security held by a Fund.

Interest rate risk – prices of fixed-income securities generally increase when interest rates decline and decrease when interest rates increase. Prices of longer term securities generally change more in response to interest rate changes than prices of shorter term securities. To the extent a Fund invests a substantial portion of its assets in fixed-income securities with longer-term maturities, rising interest rates may cause the value of the Fund’s investments to decline significantly.

Inflation – prices of existing fixed-rate debt securities could decline due to inflation or the threat of inflation. Inflationary expectations are generally associated with higher prevailing interest rates, which normally lower the prices of existing fixed-rate debt securities. Because inflation reduces the purchasing power of income produced by existing fixed-rate securities, the prices at which these securities trade also will be reduced to compensate for the fact that the income they produce is worth less.

RISKS OF INVESTING IN THE FUNDS (cont.)

Floating-and variable-rate securities – Floating-rate securities have interest rates that vary with changes to a specific measure, such as the Treasury bill rate. Variable-rate securities have interest rates that change at preset times based on the specific measure. Some floating-and variable-rate securities may be callable by the issuer, meaning that they can be paid off before their maturity date and the proceeds may be required to be invested in lower yielding securities that reduce a Fund’s income. Like other fixed-income securities, floating and variable-rate securities are subject to interest rate risk. A Fund will only purchase a floating-or variable-rate security of the same quality as the debt securities it would otherwise purchase.

Liquidity risk – the risk that a Fund may invest to a greater degree in instruments that trade in lower volumes and may make investments that may be less liquid than other investments. It is also the risk that a Fund may make investments that may become less liquid in response to market developments or adverse investor perceptions. When there is no willing buyer and investments cannot be readily sold at the desired time or price, the Fund may have to accept a lower price or may not be able to sell the instruments at all. An inability to sell a portfolio position can adversely affect a Fund’s value or prevent a Fund from being able to take advantage of other investment opportunities. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, a Fund may be forced to sell liquid securities at an unfavorable time and conditions. Funds that invest in non-investment grade fixed income securities, small and mid-capitalization stocks, REITs and emerging country issuers will be especially subject to the risk that during certain periods, the liquidity of particular issuers or industries, or all securities within particular investment categories, will shrink or disappear suddenly and without warning as a result of adverse economic, market or political events, or adverse investor perceptions, whether or not accurate.

Mortgage-backed securities risk – these fixed-income securities represent the right to receive a portion of principal and/or interest payments made on a pool of residential or commercial mortgage loans. When interest rates fall, borrowers may refinance or otherwise repay principal on their loans earlier than scheduled. When this happens, certain types of mortgage-backed securities will be paid off more quickly than originally anticipated and a Fund will have to invest the proceeds in securities with lower yields. This risk is known as “prepayment risk.” When interest rates rise, certain types of mortgage-backed securities will be paid off more slowly than originally anticipated and the value of these securities will fall if the market perceives the securities’ interest rates to be too low for a longer-term investment. This risk is known as “extension risk.” Because of prepayment risk and extension risk, mortgage-backed securities react differently to changes in interest rates than other fixed-income securities. Small movements in interest rates (both increases and decreases) may quickly and significantly reduce the value of certain mortgage-backed securities. Through its investments in mortgage-backed securities, including those issued by private lenders, a Fund may have some exposure to subprime loans, as well as to the mortgage and credit markets generally. Subprime loans refer to loans made to borrowers with weakened credit histories or with a lower capacity to make timely payments to their loans. For these reasons, the loans underlying these securities have had in many cases higher default rates than those loans that meet government underwriting requirements. The risk of non-payment is greater for mortgage-backed securities issued by private lenders that contain subprime loans, but a level of risk exists for all loans.

Repurchase agreements – the Nationwide Money Market Fund may make a short-term loan to a qualified bank or broker-dealer. The Fund buys securities that the seller has agreed to buy back at a specified time and at a set price that includes interest. There is a risk that the seller will be unable to buy back the securities at the time required and the Fund could experience delays in recovering amounts owed to it.

* * * * * *

Selective Disclosure of Portfolio Holdings

FUND MANAGEMENT

Investment Adviser

Subadvisers

NATIONWIDE ASSET MANAGEMENT, LLC (“NWAM”) is the subadviser for the Nationwide Bond Fund and the Nationwide Government Bond Fund. NWAM is located at One Nationwide Plaza, Columbus, Ohio 43215. NWAM is a wholly-owned subsidiary of Nationwide Mutual Insurance Company (“Nationwide Mutual”) and is an affiliate of the Adviser.

MORLEY CAPITAL MANAGEMENT, INC. (“MORLEY”) is subadviser to the Nationwide Enhanced Income Fund and Nationwide Short Duration Bond Fund. Morley is located at 1300 S.W. 5th Avenue, Suite 3300, Portland, Oregon 97201. Morley is a wholly-owned subsidiary of Morley Financial Services, Inc., a firm specializing in stable value and fixed income fund management which was founded in 1982 and began managing its first discretionary account in February 1984.

FEDERATED INVESTMENT MANAGEMENT COMPANY (“FEDERATED”) is the subadviser for the Nationwide Money Market Fund. Federated is located at Federated Investors Tower, Pittsburgh, Pennsylvania 15222-3779. Federated is a subsidiary of Federated Investors, Inc.

Management Fees


Fund	Actual Management Fee Paid
Nationwide Bond Fund		%

Nationwide Enhanced Income Fund		%

Nationwide Government Bond Fund		%

Nationwide Money Market Fund		%

Nationwide Short Duration Bond Fund		%

Portfolio Management

Nationwide Bond Fund

Gary S. Davis, CFA and Joel S. Buck are co-portfolio managers of the Nationwide Bond Fund and are responsible for the day-to-day management of the Fund, including the selection of the Fund’s investments.

Mr. Davis joined Nationwide Mutual, the parent company of NWAM, in 1998 as a senior portfolio manager and is currently a Senior Investment Professional. He manages and co-manages other institutional fixed-income accounts for Nationwide Mutual.

Mr. Buck joined Nationwide Mutual, the parent company of NWAM, in 1998 as a director. He is currently a Senior Investment Professional and manages or co-manages multi-asset class portfolios for Nationwide Mutual and affiliates.

Nationwide Enhanced Income Fund and Nationwide Short Duration Bond Fund

Perpetua M. Phillips, Vice President and Senior Investment Officer, and Paul Rocheleau, Portfolio Manager, are responsible for the day-to-day management of the Funds, including the selection of the Funds’ investments.

Ms. Phillips joined Morley in 1999. She has over 20 years of experience in finance and investments, including portfolio management of indexed and total return portfolios and fixed-income research and analysis.

Mr. Rocheleau joined Morley in 2006. Prior to that, he was a portfolio manager at Crabbe Huson Group and its successor, Columbia Asset Management, from 1992 to 2003. Mr. Rocheleau earned a bachelor’s degree in economics from the University of Vermont.

Nationwide Government Bond Fund

Gary R. Hunt, CFA, and Joel S. Buck are co-portfolio managers with joint responsibility for the day-to-day management of the Fund, including the selection of the Fund’s investments. Mr. Hunt has either managed or co-managed the Nationwide Government Bond Fund and its predecessor funds since March 1997. He joined Nationwide Insurance, an affiliate of the Adviser, in 1992 as a securities

INVESTING WITH NATIONWIDE FUNDS

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 Nationwide Funds offer several different share classes each with different price and cost features. The following table compares Class A, Class C and Prime shares, which are available to all investors, and Class B and Class D shares which are available only to certain investors.

Class R2, Service Class, Institutional Service Class and Institutional Class shares are available only to certain investors. For eligible investors these share classes may be more suitable than Class A, Class B, Class C, Class D or Prime shares.

Comparing Class A, Class D, Class B, Class C and Prime Shares


Classes and Charges		Points to Consider


Class A Shares and Class D Shares

Front-end sales charge up to 4.25% for Class A shares and 4.50% for Class D shares. (2.25% for Nationwide		A front-end sales charge means that a portion of your initial investment goes toward the sales charge and is not invested.
Enhanced Income Fund and Nationwide Short Duration Bond Fund)		Reduction and waivers of sales charges may be available.

Contingent deferred sales charge (CDSC) ¹ (Class A shares only)		Total annual operating expenses are lower than Class B and Class C expenses which means higher dividends and/or net asset value (“NAV”) per share.

Annual service and/or 12b-1 fee of 0.25% (Class A shares only)		No conversion feature.

Administrative services fee of up to 0.25%		No maximum investment amount.


Class B Shares (closed to new investors)

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

		No reduction of CDSC, but waivers may be available.

		The CDSC declines 1% in most years to zero after six years.

Annual service and/or 12b-1 fee of 1.00% No administrative services fee		Total annual operating expenses are higher than Class A charges which means lower dividends and/or NAV per share.

		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% (0.75% for Nationwide Short Duration Bond Fund)		No front-end sales charge means your full investment immediately goes toward buying shares.

		No reduction of CDSC, but waivers may be available.

		The CDSC declines to zero after one year.

Annual service and/or 12b-1 fee of 1.00% (0.75% for Nationwide Short Duration Bond Fund)		Total annual operating expenses are higher than Class A charges which means lower dividends and/or NAV per share.

		No conversion feature.

No administrative services fee		Maximum investment amount of $1,000,000 ² . Larger investments may be rejected.

Prime Shares (Nationwide Money Market Fund)

No annual service and/or 12b-1 fee		No front-end sales charge means your full investment immediately goes toward buying shares.

Administrative services fee of up to 0.25%		No maximum investment amount.



¹		A CDSC of up to 0.75% for the Nationwide Bond Fund and the Nationwide Government Bond Fund; and 0.35% for the Nationwide Enhanced Income Fund and the Nationwide Short Duration Bond Fund will be charged on Class A shares redeemed within 18 months of purchase (or two years in the case of the Nationwide Enhanced Income Fund and the Nationwide Short Duration Bond Fund) if you paid no sales charge on the original purchase and a finders fee was paid.

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

INVESTING WITH NATIONWIDE FUNDS (cont.)

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 for Nationwide Bond Fund and Nationwide Government Bond Fund


	Sales Charge as a
	percentage of
							Dealer
				Net Amount			Commission as
Amount of	Offering			Invested			Percentage of
Purchase	Price			(approximately)			Offering Price
Less than $100,000		4.25	%		4.44	%		3.75	%

$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.

Front-End Sales Charges for Class A Shares for Nationwide Enhanced Income Fund and Nationwide Short Duration Bond Fund

Sales Charge as a

percentage of

Dealer

Net Amount

Commission as

Amount of

Offering

Invested

Percentage of

Purchase

Price

(approximately)

Offering Price

Less than $100,000

2.25

2.30

2.00

$100,000 to $499,999

1.75

1.78

1.50

$500,000 to $999,999

1.50

1.52

1.25

$1 million or more

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 Nationwide Mutual Funds in May 1998, as long as they purchase the Class D shares through the same account in the same capacity and
•	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


	Sales Charge
	as a percentage of
							Dealer
				Net Amount			Commission as
Amount of	Offering			Invested			Percentage of
Purchase	Price			(approximately)			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 or more		None			None			None

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 the Funds’ transfer agent, 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 NAV. In order to obtain a sales charge reduction, you may need to provide your financial intermediary or the Funds’ 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.nationwide.com/mutual-funds-sales-charges.jsp.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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.* To qualify for the reduced Class A sales charge that would apply to a larger purchase than you are currently making (as shown in the table above), you and other family members living at the same address can add the current value of any Class A, Class D, Class B or Class C shares in all Nationwide Funds (except Nationwide Money Market Fund) that you currently own or are currently purchasing to the value of your Class A purchase.
•	*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 redeem 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 redeeming 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 redemption 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 $100,000 in Class A shares (except the Nationwide Money Market Fund) during a 13-month period, your sales charge is based on the total amount you intend to invest. You can also combine your purchase of Class A, Class B and Class C shares with your purchase of Class D shares to fulfill your Letter of Intent. 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:


•	investors purchasing shares through an unaffiliated brokerage firm that has an agreement with Nationwide Fund Distributors LLC (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 investor who pays for shares with proceeds from sales of a Nationwide Fund’s Class D shares if the new Fund does not offer Class D shares and Class A shares are purchased instead;
•	retirement plans (Class A shares only);
•	investment advisory clients of the Adviser and its 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;
•	investors purchasing through a broker-dealer or other financial intermediary that agrees to waive the entire Dealer Commission portion of the sales load, as described in the SAI (Class A shares only) and
•	former holders of IRA Class shares (Class A shares of Nationwide Short Duration Bond Fund only).

The SAI 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 the Trust (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) 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 (24 months for Nationwide Enhanced Income Fund and Nationwide Short Duration Bond Fund). The CDSC covers the finders fee paid to the selling dealer. (See table below.)

The CDSC also does not apply:


•	if you are eligible to purchase Class A shares without a sales charge for another reason;
•	if no finders fee was paid or
•	to shares acquired through reinvestment of dividends or capital gains distributions.

Contingent Deferred Sales Charge on Certain Redemptions of Class A Shares


	$1 million		$4 million		$25 million
Amount of Purchase	to $3,999,999		to $24,999,999		or more
Amount of CDSC on Nationwide Enhanced Income Fund and Nationwide Short Duration Bond Fund if redeemed within 24 months of initial purchase		0.35%		0.25%		0.15%

Amount of CDSC on other Funds if redeemed within 18 months of purchase		0.75%		0.50%		0.25%

INVESTING WITH NATIONWIDE FUNDS (cont.)

Any CDSC is based on the original purchase price or the current market value of the shares being redeemed, whichever is less. If you redeem a portion of your shares, shares that are not subject to a CDSC are redeemed 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 redemption of Class A, Class B or Class C shares purchased through reinvested dividends or distributions;
•	Class B shares which are qualifying redemptions of Class B shares under the Automatic Withdrawal Program;
•	Class A, Class B or Class C shares redeemed following the death or disability of a shareholder, provided the redemption occurs within one year of the shareholder’s death or disability;
•	mandatory withdrawals of Class A, Class B or Class C shares from traditional IRA accounts after age 70-1/2 and for other required distributions from retirement accounts and
•	redemptions of Class C shares from retirement plans offered by retirement plan administrators that maintain an agreement with the Funds or the Distributor.

Class B Shares

Class B shares are offered only (1) to current shareholders of Class B shares that wish to add to their existing Class B investments in the same fund; (2) to current shareholders of Class B shares exchanging into Class B shares of another Nationwide Fund and (3) through reinvestment of dividends or distributions that are paid on Class B shares in additional Class B shares.

Class B shares may be appropriate if you do not want to pay a front-end sales charge, are investing less than $100,000 and anticipate holding your shares for longer than six years.

If you redeem 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:


													7 years
Sale within	1 year		2 years		3 years		4 years		5 years		6 Years		or more
Sales charge		5%		4%		3%		3%		2%		1%		0%

Conversion of Class B Shares

Class C Shares

Class C shares may be appropriate if you are uncertain how long you will hold your shares. If you redeem your Class C shares within the first year after purchase, you must pay a CDSC of 1% (0.75% for Class C shares of the Nationwide Short Duration Bond Fund).

For both Class B and Class C shares, the CDSC is based on the original purchase price or the current market value of the shares being redeemed, whichever is less. If you redeem a portion of your shares, shares that are not subject to a CDSC are redeemed 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.

Share Classes Available Only to Institutional Accounts

The Funds offer Class R2, Institutional Service Class, Institutional Class and Service Class shares. Only certain types of entities and selected individuals are eligible to purchase shares of these classes.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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.

Class R2 Shares

Class R2 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 services firm has an agreement with the Distributor to use Class R2 shares.

Class R2 shares are not available to:


•	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.

Institutional Service Class and Service Class Shares

Institutional Service Class and 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 Funds 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 services fee;
•	registered investment advisers investing on behalf of institutions and high net-worth individuals whose adviser is compensated by the Funds 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 Funds;
•	institutional advisory accounts of the Adviser’s affiliates, those accounts which have client relationships with an affiliate of the Adviser, its affiliates and their corporate sponsors and 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 services 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 Distributor. These fees are either kept by the Distributor or paid to your financial adviser or other intermediary.

Distribution and Service Fees

Each Fund has adopted a Distribution Plan under Rule 12b-1 of the Investment Company Act of 1940, which permits Class A, Class B, Class C, Class R2 and Service Class shares of the Funds to compensate the Distributor for expenses associated with distributing and selling shares and providing shareholder services through distribution and/or service fees. These fees are paid to the Distributor and are either kept or paid to your financial adviser or other intermediary for distribution and shareholder services. Class D, Institutional Service Class, Institutional Class and Prime shares pay no 12b-1 fees.

INVESTING WITH NATIONWIDE FUNDS (cont.)

These 12b-1 fees are in addition to any 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, Class R2 and Service Class 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 R2 shares		0.50% (0.25% of which may be either a distribution or service fee)

Service Class shares (Money Market Fund only)		0.15% (distribution or service fee)

Service Class shares (Short Duration Bond Fund only)		0.25% (distribution or service fee)


*		0.75% for Nationwide Short Duration Bond Fund

Administrative Services Fees

Class A, Class D, Class R2, Institutional Service Class, Service Class and Prime shares of the Funds are subject to fees pursuant to an Administrative Services Plan adopted by the Board of Trustees of the Trust. (These fees are in addition to Rule 12b-1 fees for Class A, Class R2 and Service Class shares as described above.) These fees are paid by the Funds to broker-dealers or other financial intermediaries who provide administrative support services to beneficial shareholders on behalf of the Funds. Under the Administrative Services Plan, a Fund may pay a broker-dealer or other intermediary a maximum annual administrative services fee of 0.25% for Class A, Class D, Class R2, Service Class and Prime shares; however, many intermediaries do not charge the maximum permitted fee or even a portion thereof.

For the year ended October 31, 2009, administrative services fees for the Funds were as follows:

Nationwide Bond Fund Class A, Class D and Class R2 shares were %, % and %, respectively.

Nationwide Enhanced Income Fund Class A, Class R2 and Institutional Service Class shares were %, % and %, respectively.

Nationwide Government Bond Fund Class A, Class D and Class R2 shares were %, % and %, respectively.

Nationwide Money Market Fund Prime shares and Service Class shares were % and %, respectively.

Nationwide Short Duration Bond Fund Class A and Service Class shares were % and %, respectively.

Because these fees are paid out of a Fund’s Class A, Class D, Institutional Service Class, Service Class and Prime share assets on an ongoing basis, these fees will increase the cost of your investment in such share classes over time and may cost you more than paying other types of fees.

Revenue Sharing

The Adviser and/or its affiliates (collectively, “Nationwide Funds Group“ or “NFG”) often makes payments for marketing, promotional or related services provided by broker-dealers and other financial intermediaries that sell shares of the Trust or which include them as investment options for their respective customers.

These payments are often referred to as “revenue sharing payments.” The existence or level of such payments may be based on factors that include, without limitation, differing levels or types of services provided by the broker-dealer or other financial intermediary, the expected level of assets or sales of shares, the placing of some or all of the Funds on a recommended or preferred list and/or access to an intermediary’s personnel and other factors. Revenue sharing payments are paid from NFG’s own legitimate profits and other of its own resources (not from the Funds) and may be in addition to any Rule 12b-1 payments that are paid to broker-dealers and other financial intermediaries. The Board of Trustees of the Trust will monitor these revenue sharing arrangements as well as the payment of advisory fees paid by the Funds to ensure that the levels of such advisory fees do not involve the indirect use of the Funds’ assets to pay for marketing, promotional or related services. Because revenue sharing payments are paid by NFG, and not from the Funds’ assets, the amount of any revenue sharing payments is determined by NFG.

The recipients of such payments may include:


•	the Distributor and other affiliates of the Adviser;
•	broker-dealers;
•	financial institutions and
•	other financial intermediaries through which investors may purchase shares of a Fund.

INVESTING WITH NATIONWIDE FUNDS (cont.)

sell shares of a Fund to you instead of shares of funds offered by competing fund families.

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

Contacting Nationwide Funds

Representatives are available 8 a.m. to 7 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 and
•	obtain mailing and wiring instructions.

Internet Go to www.nationwide.com/mutualfunds 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 Nationwide Funds;
•	access your account information and
•	request transactions, including purchases, redemptions and exchanges.

By Regular Mail Nationwide Funds, P.O. Box 5354, Cincinnati, Ohio 45210-5354.

By Overnight Mail Nationwide Funds,
303 Broadway, Suite 900, Cincinnati, Ohio 45202.

By Fax 800-421-2182.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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

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



How to Buy Shares		*How to Exchange or Sell Shares

Be sure to specify the class of shares you wish to purchase. Each Fund may reject any order to buy shares and may suspend the sale of shares at any time.		* Exchange privileges may be amended or discontinued upon 60-days written notice to shareholders. **A medallion signature guarantee may be required. See “Medallion Signature Guarantee” below.

Through an authorized intermediary. The 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 in proper form.		Through an authorized intermediary. The 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 in proper form.



By mail. Complete an application and send with a check made payable to: Nationwide Funds. Payment must be made in U.S. dollars and drawn on a U.S. bank. The Funds do not accept cash, starter checks, third-party checks, travelers’ checks, cashier 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 Nationwide Funds. The letter must include your account number(s) and the name(s) of the Fund(s) 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 Funds follow 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 Funds 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 Funds follow 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 Funds may revoke telephone privileges at any time, without notice to shareholders.

		Additional information for selling shares. A check made payable to the shareholder(s) of record will be mailed to the address of record.

		The Funds may record telephone instructions to redeem shares and may request redemption instructions in writing, signed by all shareholders on the account.



On-line. Transactions may be made through the Nationwide Funds’ website. However, the Funds may discontinue on-line transactions of Fund shares at any time.		On-line. Transactions may be made through the Nationwide 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. ( The authorization will be in effect unless you give the Funds 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. • the wire must be received by 4:00 p.m. in order to receive the current day’s NAV.		By bank wire. The Funds can wire the proceeds of your redemption directly to your account at a commercial bank. A voided check must be attached to your application. (The authorization will be in effect unless you give the Funds written notice of its termination.) • your proceeds typically will be wired to your bank on the next business day after your order has been processed. • Nationwide Funds deducts a $20 service fee from the redemption 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 Nationwide 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 Nationwide 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 Funds 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 Funds 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.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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 and
•	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 of 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 by a Fund or its agent, plus any applicable sales charge.

Fair Valuation

The Board of Trustees has adopted Valuation Procedures governing the method by which individual portfolio securities held by the Funds are valued in order to determine each Fund’s NAV. The Valuation Procedures provide that each Fund’s assets are valued primarily on the basis of the last quoted bid price. Where such bid prices are either unavailable or are deemed by the Adviser to be unreliable, a Fair Valuation Committee, consisting of employees of the Adviser, meets to determine a manual “fair valuation” in accordance with the Valuation Procedures. In addition, the Fair Valuation Committee will “fair value” securities whose value is affected by a “significant event.” Pursuant to the Valuation Procedures, any “fair valuation” decisions are subject to the review of the Board of Trustees.

Due to the time differences between the closings of the relevant foreign securities exchanges and the time that a Fund’s NAV is calculated, a Fund may fair value its foreign investments more frequently than it does other securities. When fair value prices are utilized, these prices will attempt to reflect the impact of the financial markets’ perceptions and trading activities on a Fund’s 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 has 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 foreign securities may occur on a daily basis, for instance, using data furnished by an independent pricing service that draws upon, among other information, the market values of foreign investments. Therefore, the fair values assigned to a Fund’s foreign investments may not be the quoted or published prices of the investments on their primary markets or exchanges. Because certain of the securities in which a Fund may invest may trade on days when the Fund does not price its shares, the NAV of the Fund’s shares may change on days when shareholders will not be able to purchase or redeem their shares.

By fair valuing a security whose price may have been affected by significant events or by news after the last market pricing of the security, each Fund attempts to establish a price that it might reasonably expect to receive upon the current sale of that security. These procedures are intended to help ensure that the prices at which a Fund’s shares are purchased and redeemed are fair and do not result in dilution of shareholder interests or other harm to shareholders. In the event a Fund values its securities using the procedures described above, the Fund’s NAV may be higher or lower than would have been the case if the Fund had not used its Valuation Procedures.

The Nationwide Money Market Fund’s securities are valued at amortized cost, which approximates market value, in accordance with Rule 2a-7 of the Investment Company Act of 1940.

In-Kind Purchases

Each Fund may accept payment for shares in the form of securities that are permissible investments for the Fund.

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.

INVESTING WITH NATIONWIDE FUNDS (cont.)

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.


•	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.

Accounts with Low Balances

Maintaining small accounts is costly for the Funds and may have a negative effect on performance. Shareholders are encouraged to keep their accounts above each 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. For Prime Shares of Nationwide Money Market Fund, if the average monthly value of your account falls below $250, you are generally subject to a $2 monthly fee. Shares from your account are redeemed each quarter/month to cover the fee, which is returned to the Fund to offset small account expenses. Under some circumstances, a Fund may waive the low-balance fee.
•	Each Fund reserves the right to redeem your remaining shares and close your account if a redemption of shares brings the value of your account below the minimum. In such cases, you will be notified and given 60 days to purchase additional shares before the account is closed.

Exchanging Shares

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


•	both accounts have the same registration;
•	your first purchase in the new fund meets its minimum investment requirement and
•	you purchase the same class of shares. For example, you may exchange between Class A shares of any Nationwide Fund, 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 R2, Service Class, Institutional Service Class or Institutional 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 purchase is charged.

Exchanges into Nationwide Money Market Fund

You may exchange between Institutional Class shares of the Funds and Institutional Class shares of the Nationwide Money Market Fund, and between Service Class shares of the Funds and Service Class shares of the Nationwide Money Market Fund. You may exchange between all other share classes of the Funds and the Prime Shares of the Nationwide Money Market Fund. If your original investment was in Prime Shares, any exchange of Prime Shares you make for Class A, Class D, Class B or Class C shares of another Nationwide Fund may require you to pay the sales charge applicable to such new shares. In addition, if you exchange shares subject to a CDSC, the length of time you own Prime Shares of the Nationwide Money Market Fund is not included for purposes of determining the CDSC. Redemptions from the Nationwide Money Market Fund are subject to any CDSC that applies to the original purchase.

INVESTING WITH NATIONWIDE FUNDS (cont.)

Selling Shares

You may not be able to redeem your Fund shares or Nationwide 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.

Automatic Withdrawal Program

You may elect to automatically redeem shares in Class A, Class D, Class B, Class C and Prime shares in a minimum amount of $50. Complete the appropriate section of the Mutual Fund Application for New Accounts or contact your financial intermediary or the Funds’ transfer agent. Your account value must meet the minimum initial investment amount at the time the program is established. This program may reduce, and eventually deplete, your account. Generally, it is not advisable to continue to purchase Class A or Class C shares subject to a sales charge while redeeming shares using this program. An automatic withdrawal plan for Class C shares will be subject to any applicable CDSC. If you own Class B shares, you will not be charged a CDSC on redemptions if you redeem 12% or less of your account value in a single year. More information about the waiver of the CDSC for Class B shares is located in the SAI.

Medallion Signature Guarantee

A medallion signature guarantee is required for redemptions of shares of the Funds in any of the following instances:


•	your account address has changed within the last 30 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 or sent by ACH to a bank for which instructions currently are not on your account.

Excessive or Short-Term Trading


•	disrupt portfolio management strategies;
•	increase brokerage and other transaction costs and
•	negatively affect fund performance.

INVESTING WITH NATIONWIDE FUNDS (cont.)

greater risk for excessive trading. Investors may attempt to take advantage of anticipated price movements in securities held by a Fund 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 Board of Trustees has adopted and implemented the following policies and procedures to detect, discourage and prevent excessive or short-term trading in the Funds:

Monitoring of Trading Activity

Restrictions on Transactions


•	restrict purchases or exchanges that the Fund or its agents believe constitute excessive trading and
•	reject transactions that violate the Fund’s excessive trading policies or its exchange limits.

Each Fund also has implemented redemption and exchange fees to certain accounts 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 Nationwide Funds. These Nationwide Funds may assess either a redemption fee if you redeem your Fund shares or an exchange fee if you exchange your Fund shares into another Nationwide Fund. The short-term trading fees are deducted from the proceeds of the redemption of the affected Fund shares.

Fair Valuation

The Funds have fair value pricing procedures in place as described above in “Investing with Nationwide Funds: Fair Valuation.”

Exchange and Redemption Fees

Redemption and exchange fees do not apply to:


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

With respect to shares redeemed or exchanged following the death or disability of a shareholder, mandatory retirement plan distributions or sale within 30 calendar days of an automatic payroll deduction, you must inform the Funds’ transfer agent or your intermediary that the fee does not apply. You may be required to show evidence that you qualify for the exception. Redemption and exchange fees will be assessed unless or until the Funds are notified that an account is exempt.

Only certain intermediaries have agreed to collect the exchange and redemption fees from their customer

INVESTING WITH NATIONWIDE FUNDS (cont.)

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;
•	qualified retirement plan accounts;
•	omnibus accounts where there is no capability to impose a redemption fee on underlying customers’ accounts and
•	intermediaries that do not or cannot report sufficient information to impose a redemption 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.


			Minimum
	Exchange/		Holding Period
Fund	Redemption Fee		(calendar days)
Nationwide International Value Fund		2.00%		90

Nationwide U.S. Small Cap Value Fund		2.00%		90

Nationwide Fund		2.00%		30

Nationwide Growth Fund		2.00%		30

Nationwide Large Cap Value Fund		2.00%		30

Nationwide Value Fund		2.00%		30

Nationwide Bond Fund		2.00%		7

Nationwide Bond Index Fund		2.00%		7

Nationwide Government Bond Fund		2.00%		7

Nationwide International Index Fund		2.00%		7

Nationwide Mid Cap Market Index Fund		2.00%		7

Nationwide Short Duration Bond Fund		2.00%		7

Nationwide S&P 500 Index Fund		2.00%		7

Nationwide Small Cap Index Fund		2.00%		7

Additional Information about Fees and Expenses

The fees and expenses of the Funds that appear in the Fund Summaries are based on average annual net assets of the fiscal year ended October 31, 2009, and do not reflect any change in expense ratios resulting from a change in assets under management since October 31, 2009. A decline in a Fund’s average net assets during the current fiscal year, as a result of market volatility or other factors, could cause a Fund’s expense ratio to be higher than the fees and expenses shown in the applicable Fund Summary. Significant declines in a Fund’s net assets will increase your Fund’s total expense ratio, likely significantly. A Fund with higher expense ratio means you could pay more if you buy or hold shares of the Fund. Annualized expense ratios for the fiscal year ended October 31, 2009 and the six months ending April 30, 2010 will be available in each Fund’s annual report and semi-annual report, respectively, which will be available on www.nationwide.com/mutualfunds.

DISTRIBUTIONS AND TAXES

Income and Capital Gain Distributions

Each Fund intends to qualify each year as a regulated investment company under the Internal Revenue Code. As a regulated investment company, a Fund generally pays no federal income tax on the income and gains it distributes to you. Each Fund expects to declare daily and distribute net investment income, if any, to shareholders as dividends monthly. Capital gains, if any, may be distributed at least annually. A Fund may distribute income dividends and capital gains more frequently, if necessary, in order to reduce or eliminate federal excise or income taxes on the Fund. All income and capital gain distributions are automatically reinvested in shares of the applicable Fund. You may request in writing a payment in cash if the distribution is in excess of $5.

Tax Considerations


•	distributions are taxable to you at either ordinary income or capital gains tax rates;
•	distributions of short-term capital gains are paid to you as ordinary income that is taxable at applicable ordinary income tax rates;
•	distributions of long-term capital gains are taxable to you as long-term capital gains no matter how long you have owned your Fund shares;
•	a portion of the income dividends paid to individuals by a Fund with respect to taxable years beginning before January 1, 2011 (sunset date) may be qualified dividend income eligible for long-term capital gains tax rates, provided that certain holding period requirements are met;
•	for corporate shareholders, none of income dividends paid may be eligible for the corporate dividend-received deduction because the income of the Funds is primarily derived from investments earning interest rather than divided income, and
•	distributions declared in December to shareholders of record in such month, 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- DIV, which is sent 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). A Fund may reclassify income after your tax reporting statement is mailed to you. This can result from the rules in the Internal Revenue Code that effectively prevent mutual funds, such as the Funds, from ascertaining with certainty, until after the calendar year end, and in some cases a Fund’s fiscal year end, the final amount and character of distributions the Fund has received on its investments during the prior calendar year. Prior to issuing your statement, each Fund makes every effort to search for reclassified income to reduce the number of corrected forms mailed to shareholders. However, when necessary, the Fund will send you a corrected Form 1099-DIV to reflect reclassified information.

Selling and Exchanging Shares

Other Tax Jurisdictions

Distributions and gains from the sale or exchange of your Fund shares may be subject to state and local taxes, even if

DISTRIBUTIONS AND TAXES (cont.)

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 at a 30% or lower treaty tax rate and U.S. estate tax and are subject to special U.S. tax certification requirements to avoid backup withholding and claim any treaty benefits. Exemptions from U.S. withholding tax are provided for capital gain dividends paid by a Fund from long-term capital gains and, with respect to taxable years of a Fund that begin before January 1, 2010 (sunset date), interest-related dividends paid by a Fund from its qualified net interest income from U.S. sources and short-term capital gain dividends. However, notwithstanding such exemptions from U.S. withholding at the source, any such dividends and distributions of income and capital gains will be subject to backup withholding at a rate of 28% if you fail to properly certify that you are not a U.S. person.

Tax Status for Retirement Plans and Other Tax-Deferred Accounts

Backup Withholding

By law, 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.

MULTI-MANAGER STRUCTURE

The Adviser and the Trust have received an exemptive order from the U.S. 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 subadvisory agreements with non-affiliated subadvisers with the approval of the Board of Trustees but without shareholder approval. If a new unaffiliated subadviser is hired for a Fund, shareholders will receive information about the new subadviser within 90 days of the change. The exemptive order allows the Funds greater flexibility, enabling them to operate more efficiently.

The Adviser performs the following oversight and evaluation services to a subadvised Fund:


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

For additional information contact:

By Regular Mail:

Nationwide Funds

P.O. Box 5354

Cincinnati, OH 45210-5354

Fax: 800-421-2182

By Overnight Mail:

Nationwide Funds

303 Broadway, Suite 900

Cincinnati, OH 45202

For 24-hour access:

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

The Nationwide framemark and On Your Side are federally registered service marks of Nationwide Mutual Insurance Company. Nationwide Funds is a service mark of Nationwide Mutual Insurance Company.

Information from Nationwide 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 Funds:


•	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)
•	Semiannual Reports

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

If you wish to receive regulatory materials and/or account statements electronically, you can sign-up for our free e-delivery service. Please call 800-848-0920 for information.

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 to publicinfo@sec.gov,
•	in person at the SEC’s Public Reference Room in Washington, D.C. (For their hours of operation, call 202-551-8090) or
•	by mail by sending your request to Securities and Exchange Commission Public Reference Section, 100 F Street, N.E., Washington, D.C. 20549-0102 (The SEC charges a fee to copy any documents.)


^© 2009 Nationwide Funds Group. All rights reserved.	PR-CFX

INVESTOR DESTINATIONS FUNDS

Prospectus , 2010


Fund and Class		Ticker
Nationwide Investor Destinations Aggressive Fund Class A		NDAAX

Nationwide Investor Destinations Aggressive Fund Class B		NDABX

Nationwide Investor Destinations Aggressive Fund Class C		NDACX

Nationwide Investor Destinations Aggressive Fund Class R2		GAFRX

Nationwide Investor Destinations Aggressive Fund Institutional Class		GAIDX

Nationwide Investor Destinations Aggressive Fund Service Class		NDASX

Nationwide Investor Destinations Moderately Aggressive Fund Class A		NDMAX

Nationwide Investor Destinations Moderately Aggressive Fund Class B		NDMBX

Nationwide Investor Destinations Moderately Aggressive Fund Class C		NDMCX

Nationwide Investor Destinations Moderately Aggressive Fund Class R2		GMARX

Nationwide Investor Destinations Moderately Aggressive Fund Institutional Class		GMIAX

Nationwide Investor Destinations Moderately Aggressive Fund Service Class		NDMSX

Nationwide Investor Destinations Moderate Fund Class A		NADMX

Nationwide Investor Destinations Moderate Fund Class B		NBDMX

Nationwide Investor Destinations Moderate Fund Class C		NCDMX

Nationwide Investor Destinations Moderate Fund Class R2		GMDRX

Nationwide Investor Destinations Moderate Fund Institutional Class		GMDIX

Nationwide Investor Destinations Moderate Fund Service Class		NSDMX

Nationwide Investor Destinations Moderately Conservative Fund Class A		NADCX

Nationwide Investor Destinations Moderately Conservative Fund Class B		NBDCX

Nationwide Investor Destinations Moderately Conservative Fund Class C		NCDCX

Nationwide Investor Destinations Moderately Conservative Fund Class R2		GMMRX

Nationwide Investor Destinations Moderately Conservative Fund Institutional Class		GMIMX

Nationwide Investor Destinations Moderately Conservative Fund Service Class		NSDCX

Nationwide Investor Destinations Conservative Fund Class A		NDCAX

Nationwide Investor Destinations Conservative Fund Class B		NDCBX

Nationwide Investor Destinations Conservative Fund Class C		NDCCX

Nationwide Investor Destinations Conservative Fund Class R2		GCFRX

Nationwide Investor Destinations Conservative Fund Institutional Class		GIMCX

Nationwide Investor Destinations Conservative Fund Service Class		NDCSX


As with all mutual funds, the Securities and Exchange Commission has not approved or disapproved these Funds’ shares or determined whether this prospectus is complete or accurate. To state otherwise is a crime. www.nationwide.com/mutualfunds

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS AGGRESSIVE FUND

Objective

The Fund seeks to maximize total investment return for an aggressive level of risk.

Fees and Expenses

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class R2

Service Class

Institutional Class

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75%

None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Direct Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.13%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

0.50%

0.25%

None

Other Expenses

Total Direct Annual Fund Operating Expenses

Acquired Fund (i.e., Indirect Annual Underlying Fund) Operating Expenses

Total Direct and Acquired Fund Annual Operating Expenses


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 30 of this Prospectus.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS AGGRESSIVE FUND (cont.)

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

Class B shares

Class C shares

Class R2 shares

Service Class

Institutional Class shares

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

Class C shares


**		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 R2, 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.

Portfolio Turnover

Principal Strategies

The Fund is a “fund of funds” that invests primarily in affiliated index mutual funds representing a variety of asset classes. The Fund aims to provide diversification across major asset classes—U.S. stocks, international stocks, and bonds—by investing primarily in mutual funds offered by Nationwide Mutual Funds (each, an “Underlying Fund” or collectively, “Underlying Funds”). Each Underlying Fund invests directly in equity securities, bonds or other securities, as appropriate to its investment objective and strategies. Most Underlying Funds are index funds, which means they seek to match the investment returns of specified stock or bond indexes. The Fund also invests in certain Underlying Funds that are not index funds. Although the Fund seeks to provide diversification across major asset classes, the Fund is nondiversified as to issuers, which means that it holds securities issued by a small number of issuers (i.e., Underlying Funds), and invests a significant portion of its assets in any one Underlying Fund.

The Fund pursues its objective primarily by seeking growth of capital. Through investments in the Underlying Funds, the Fund invests heavily in equity securities, such as common stocks of U.S. and international companies. As of the date of this Prospectus, the Fund allocates approximately 65% of its net assets in U.S. stocks and approximately 30% in international stocks. The Fund is designed for aggressive investors who are comfortable with assuming the risks associated with investing in a high percentage of stocks, including international stocks. The Fund is also designed for investors with long time horizons, who want to maximize their long-term returns and who have a high tolerance for possible short-term losses.

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 Underlying Funds invest or overall stock markets in which such stocks trade go down.

Foreign securities risk – foreign securities may be more volatile, harder to price and less liquid than U.S. securities. The prices of foreign securities may be further affected by other factors, such as changes in the exchange rates between the dollar and the currencies in which the securities are traded.

Mid- and small-cap risk – smaller to medium-sized companies are usually less stable in price and less liquid than are larger, more established companies. Therefore, they generally involve greater risk.

Index fund risk – an Underlying Fund that seeks to match the performance of an index does not use defensive strategies or attempt to reduce its exposure to poor performing securities. Further, correlation between an Underlying Fund’s performance and that of the index may be negatively affected by the Underlying Fund’s expenses, changes in the composition of the index, and the timing of purchase and redemption of Underlying Fund shares.

Nondiversified fund risk – because the Fund may hold large positions in the Underlying Funds, an increase or decrease in the value of the shares issued by these Underlying Funds may have a greater impact on the Fund’s value and total return.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS AGGRESSIVE FUND (cont.)

Strategy risk – there is the risk that the Adviser’s evaluations and allocation among asset classes and Underlying Funds may be incorrect. Further, the Adviser may alter the Fund’s asset allocation at its discretion. A material change in the asset allocation could affect both the level of risk and the potential for gain or loss. There also is no guarantee that the Underlying Funds will achieve their investment objectives.

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

Performance

Annual Total Returns – Class A Shares

(Years Ended December 31)

Best Quarter: % – qtr. of
Worst Quarter: % – qtr. of

Average annual total returns ¹

as of December 31, 2009:

Since inception

1 Year

5 Years

(Mar. 31, 2000)

Class A shares – Before Taxes

Class A shares – After Taxes on Distributions

Class A shares – After Taxes on Distributions and Sales of Shares

Class B shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class R2 shares – Before Taxes ³

Service Class shares – Before Taxes

Institutional Class shares – Before Taxes ⁴

Standard & Poor’s (S&P) 500 ^® Index ⁵

Aggressive Fund Composite Index ⁶


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
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 until the first offering of Class C shares (March 1, 2001) and Class R2 shares (October 1, 2003) are based on the previous performance of Class B shares. This performance is substantially similar to what Class C and Class R2 shares would have produced because all classes invest in the same portfolio of securities. Class C performance has been adjusted to reflect applicable sales charges. Class R2 performance has been adjusted to eliminate sales charges that do not apply to that class, but has not been adjusted to reflect any lower expenses.
4		Returns until the first offering of Institutional Class shares (December 29, 2004) are based on the previous performance of Service Class shares. This performance is substantially similar to what the Institutional Class shares would have produced because all classes invest in the same portfolio of securities. Returns for the Institutional Class have not been adjusted to reflect its lower expenses.
5		The S&P 500 ^® Index, the Fund’s primary index, is an unmanaged market capitalization-weighted index of 500 stocks of large-cap U.S. companies that gives a broad look at how the stock prices of those companies have performed. An index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.
6		The Aggressive Fund Composite Index is an unmanaged, hypothetical combination of the S&P 500 ^® Index (95%) and the Barclays Capital U.S. Aggregate Bond Index (5%). An index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors (the “Adviser”)

Portfolio Manager


Portfolio Manager	Title	Length of Service
Thomas R. Hickey, Jr.	Portfolio Manger	Since April 2001

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS AGGRESSIVE FUND (cont.)

Purchase and Sales Fund Shares


Minimum Initial Investment Classes A, B* and C: $2,000 (per fund) Class R2: no minimum Service Class: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B*, C): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B* and C: $100 (per fund) Class R2, Service Class and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C): $50 Class B shares are closed to new investors.


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, Ohio 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway, Suite 900 Cincinnati, Ohio 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

In general, you can buy or sell (redeem) shares of the Fund by mail or phone on any business day. You can generally pay for shares by check or wire. When selling shares, you will receive a check, unless you request a wire. You also may buy and sell shares through an authorized intermediary. Orders to buy and sell shares are processed at the next net asset value (share price) to be calculated after we receive your request in proper form. Share prices are calculated only on days when the New York Stock Exchange is open for regular trading.

Dividends, Capital Gains and Taxes

Payments to Broker-Dealers and Other Financial Intermediaries

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATELY AGGRESSIVE FUND

Objective

The Fund seeks to maximize total investment return for a moderately aggressive level of risk.

Fees and Expenses

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class R2

Service Class

Institutional Class

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75%

None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Direct Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.13%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

0.50%

0.25%

None

Other Expenses

Total Direct Annual Fund Operating Expenses

Acquired Fund (i.e., Indirect Annual Underlying Fund) Operating Expenses

Total Direct and Acquired Fund Annual Operating Expenses


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 30 of this Prospectus.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATELY AGGRESSIVE FUND (cont.)

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

Class B shares

Class C shares

Class R2 shares

Service Class

Institutional Class shares

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

Class C shares


**		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 R2, 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.

Portfolio Turnover

Principal Strategies

The Fund pursues its objective primarily by seeking growth of capital, as well as income. Through investments in the Underlying Funds, the Fund invests considerably in equity securities, such as common stocks of U.S. and international companies. As of the date of this Prospectus, the Fund allocates approximately 55% of its net assets in U.S. stocks, approximately 25% in international stocks and approximately 20% in bonds. The Fund is designed for relatively aggressive investors who want to maximize returns over the long-term but who have a tolerance for possible short-term losses or who are looking for some additional diversification.

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 Underlying Funds invest or overall stock markets in which such stocks trade go down.

Mid-cap risk – medium-sized companies are usually less stable in price and less liquid than are larger, more established companies. Therefore, they generally involve greater risk.

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.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATELY AGGRESSIVE FUND (cont.)

Mortgage-backed securities risk – through its investments in mortgage-backed securities, an Underlying Fund may have some exposure to subprime loans, as well as to the mortgage and credit markets generally. Subprime loans, which are loans made to borrowers with weakened credit histories, have had in many cases higher default rates than loans that meet government underwriting requirements.

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

Performance

Annual Total Returns – Class A Shares

(Years Ended December 31)

Best Quarter: % – qtr. of
Worst Quarter: % – qtr. of

Average annual total returns ¹

as of December 31, 2009:

Since inception

1 Year

5 Years

(Mar. 31, 2000)

Class A shares – Before Taxes

Class A shares – After Taxes on Distributions

Class A shares – After Taxes on Distributions and Sales of Shares

Class B shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class R2 shares – Before Taxes ³

Service Class shares – Before Taxes

Institutional Class shares – Before Taxes ⁴

Standard & Poor’s (S&P) 500 ^® Index ⁵

Moderately Aggressive Fund Composite Index ⁶


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
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.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATELY AGGRESSIVE FUND (cont.)


3		Returns until the first offering of Class C shares (March 1, 2001) and Class R2 shares (October 1, 2003) are based on the previous performance of Class B shares. This performance is substantially similar to what Class C and Class R2 shares would have produced because all classes invest in the same portfolio of securities. Class C performance has been adjusted to reflect applicable sales charges. Class R2 performance has been adjusted to eliminate sales charges that do not apply to that class, but has not been adjusted to reflect any lower expenses.
4		Returns until the first offering of Institutional Class shares (December 29, 2004) are based on the previous performance of Service Class shares. This performance is substantially similar to what the Institutional Class shares would have produced because all classes invest in the same portfolio of securities. Returns for the Institutional Class have not been adjusted to reflect its lower expenses.
5		The S&P 500 ^® Index, the Fund’s primary index, is an unmanaged market capitalization-weighted index of 500 stocks of large-cap U.S. companies that gives a broad look at how the stock prices of those companies have performed. An index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.
6		The Moderately Aggressive Fund Composite Index is an unmanaged, hypothetical combination of the S&P 500 ^® Index (80%), the Barclays Capital U.S. Aggregate Bond Index (15%), and the Citigroup 3-Month T-Bill Index (5%). An index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors (the “Adviser”)

Portfolio Manager


Portfolio Manager	Title	Length of Service
Thomas R. Hickey, Jr.	Portfolio Manger	Since April 2001

Purchase and Sales Fund Shares


Minimum Initial Investment Classes A, B* and C: $2,000 (per fund) Class R2: no minimum Service Class: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B*, C): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B* and C: $100 (per fund) Class R2, Service Class and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C): $50 Class B shares are closed to new investors.


To Place Orders
Mail:	Overnight:	Website:
Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Nationwide Funds 303 Broadway, Suite 900 Cincinnati, OH 45202	www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

Dividends, Capital Gains and Taxes

Payments to Broker-Dealers and Other Financial Intermediaries

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATE FUND

Objective

The Fund seeks to maximize total investment return for a moderate level of risk.

Fees and Expenses

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class R2

Service Class

Institutional Class

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75%

None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Direct Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.13%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

0.50%

0.25%

None

Other Expenses

Total Direct Annual Fund Operating Expenses

Acquired Fund (i.e., Indirect Annual Underlying Fund) Operating Expenses

Total Direct and Acquired Fund Annual Operating Expenses


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 30 of this Prospectus.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATE FUND (cont.)

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

Class B shares

Class C shares

Class R2 shares

Service Class

Institutional Class shares

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

Class C shares


**		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 R2, 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.

Portfolio Turnover

Principal Strategies

The Fund pursues its objective by seeking both growth of capital and income. Through investments in the Underlying Funds, the Fund invests a majority of its assets in equity securities, such as common stocks of U.S. and international companies that the Adviser believes offer opportunities for capital growth, but also a considerable portion of its assets in bonds in order to generate investment income. As of the date of this Prospectus, the Fund allocates approximately 45% of its net assets in U.S. stocks, approximately 15% in international stocks and approximately 40% in bonds and money market instruments. The Fund is designed for investors who have a lower tolerance for risk than more aggressive investors and who are seeking both capital growth and income. The Fund is also designed for investors who have a longer time horizon and who are willing to accept moderate short-term price fluctuations in exchange for potential longer-term returns.

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 Underlying Funds invest or overall stock markets in which such stocks trade go down.

Mid-cap risk – medium-sized companies are usually less stable in price and less liquid than are larger, more established companies. Therefore, they generally involve greater risk.

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.

Prepayment and call risk – certain bonds will be paid off by the issuer more quickly than anticipated. If this happens, an Underlying Fund may be required to invest the proceeds in securities with lower yields.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATE FUND (cont.)

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

Performance

Annual Total Returns – Class A Shares

(Years Ended December 31)

Best Quarter: % – qtr. of
Worst Quarter: % – qtr. of

Average annual total returns ¹

as of December 31, 2009:


			Since inception
	1 Year	5 Years	(Mar. 31, 2000)
Class A shares – Before Taxes

Class A shares – After Taxes on Distributions

Class A shares – After Taxes on Distributions and Sales of Shares

Class B shares – Before Taxes

Class C shares – Before Taxes ^{2, 3}

Class R2 shares – Before Taxes ³

Service Class shares – Before Taxes

Institutional Class shares – Before Taxes ⁴

Standard & Poor’s (S&P) 500 ^® Index ⁵

Moderate Fund Composite Index ⁶


1		Total returns include the impact of any sales charges and assume redemption of shares at the end of each period.
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.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATE FUND (cont.)


3		Returns until the first offering of Class C shares (March 1, 2001) and Class R2 shares (October 1, 2003) are based on the previous performance of Class B shares. This performance is substantially similar to what Class C and Class R2 shares would have produced because all classes invest in the same portfolio of securities. Class C performance has been adjusted to reflect applicable sales charges. Class R2 performance has been adjusted to eliminate sales charges that do not apply to that class, but has not been adjusted to reflect any lower expenses.
4		Returns until the first offering of Institutional Class shares (December 29, 2004) are based on the previous performance of Service Class shares. This performance is substantially similar to what the Institutional Class shares would have produced because all classes invest in the same portfolio of securities. Returns for the Institutional Class have not been adjusted to reflect its lower expenses.
5		The S&P 500 ^® Index, the Fund’s primary index, is an unmanaged market capitalization-weighted index of 500 stocks of large-cap U.S. companies that gives a broad look at how the stock prices of those companies have performed. An index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.
6		The Moderate Fund Composite Index is an unmanaged, hypothetical combination of the S&P 500 ^® Index (60%), the Barclays Capital U.S. Aggregate Bond Index (25%) and the Citigroup 3-Month T-Bill Index (15%). An index does not pay sales charges, fees or expenses. If sales charges, fees and expenses were deducted, the actual returns of the Index would be lower. Individuals cannot invest directly in an index.

Portfolio Management

Investment Adviser

Nationwide Fund Advisors (the “Adviser”)

Portfolio Manager


Portfolio Manager	Title	Length of Service
Thomas R. Hickey, Jr.	Portfolio Manger	Since April 2001

Purchase and Sales Fund Shares


Minimum Initial Investment Classes A, B* and C: $2,000 (per fund) Class R2: no minimum Service Class: $50,000 (per fund) Institutional Class: $1,000,000 (per fund) Automatic Asset Accumulation Plan (Classes A, B*, C): $1,000 (per fund)		Minimum investment requirements do not apply to purchases by employees of the Adviser or its affiliates (or to their spouses, children or immediate relatives), or to certain retirement plans, fee-based programs or omnibus accounts. If you purchase shares through an intermediary, different minimum account requirements may apply. Nationwide Fund Distributors LLC, the Fund’s distributor, reserves the right to waive the investment minimums under certain circumstances.

Minimum Additional Investment Classes A, B* and C: $100 (per fund) Class R2, Service Class and Institutional Class: No Minimum Automatic Asset Accumulation Plan (Classes A, B, C): $50 Class B shares are closed to new investors.


To Place Orders
Mail: Nationwide Funds P.O. Box 5354 Cincinnati, OH 45210-5354 Fax: 800-421-2182	Overnight: Nationwide Funds 303 Broadway, Suite 900 Cincinnati, OH 45202	Website: www.nationwide.com/ mutualfunds

Phone: 800-848-0920 (toll free). Representatives are available 8 a.m. – 7 p.m. Eastern time, Monday through Friday.

Dividends, Capital Gains and Taxes

Payments to Broker-Dealers and Other Financial Intermediaries

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATELY CONSERVATIVE FUND

Objective

The Fund seeks to maximize total investment return for a moderately conservative level of risk.

Fees and Expenses

Shareholder Fees

(paid directly from your investment)

Class A

Class B

Class C

Class R2

Service Class

Institutional Class

Maximum Sales Charge (Load) imposed upon purchases (as a percentage of offering price)

5.75%

None

Maximum Deferred Sales Charge (Load) (as a percentage of offering or sale price, whichever is less)

None*

5.00%

1.00%

None

Direct Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)

Management Fees

0.13%

Distribution and/or Service (12b-1) Fees

0.25%

1.00%

0.50%

0.25%

None

Other Expenses

Total Direct Annual Fund Operating Expenses

Acquired Fund (i.e., Indirect Annual Underlying Fund) Operating Expenses

Total Direct and Acquired Fund Annual Operating Expenses


*		Except for investments of $1 million or more, for which a finders fee was paid. See “Investing with Nationwide Funds: Purchasing Class A Shares without a Sales Charge” on page 30 of this Prospectus.

FUND SUMMARY: NATIONWIDE INVESTOR DESTINATIONS MODERATELY CONSERVATIVE FUND (cont.)

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

Class B shares

Class C shares

Class R2 shares

Service Class

Institutional Class shares

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

Class C shares


**		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 R2, 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.

Portfolio Turnover

Principal Strategies

The Fund is a “fund of funds” that invests primarily in affiliated index mutual funds representing a variety of asset classes. The Fund aims to provide diversification across major asset classes—U.S. stocks, international stocks, bonds and money market instruments—by investing primarily in mutual funds offered by Nationwide Mutual Funds (each, an “Underlying Fund” or collectively, “Underlying Funds”). Each Underlying Fund invests directly in equity securities, bonds or other securities, as appropriate to its investment objective and strategies. Most Underlying Funds are index funds, which means they seek to match the investment returns of specified stock or bond indexes. The Fund also invests in certain Underlying Funds that are not index funds. Although the Fund seeks to provide diversification across major asset classes, the Fund is nondiversified as to issuers, which means that it holds securities issued by a small number of issuers (i.e., Underlying Funds), and invests a significant portion of its assets in any one Underlying Fund.

The Fund pursues its objective by seeking income and, secondarily, long-term growth of capital. Through investments in the Underlying Funds, the Fund invests a majority of its assets in fixed income securities, such bonds and money market instruments in order to generate investment income, but also a considerable portion of its assets in equity securities, such as common stocks of U.S. and international companies that the Adviser believes offer opportunities for capital growth. As of the date of this Prospectus, the Fund allocates approximately 50% of its net assets in bonds, approximately 30% in U.S. and 10% in international stocks and approximately 10% in money market instruments. The Fund is designed for investors who have a lower tolerance for risk and whose primary goal is income and secondary goal is growth. The Fund is also designed for investors who have a shorter time horizon or who are willing to accept some amount of market volatility in exchange for greater potential income and growth.