REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
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þ | |||
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Pre-Effective Amendment No. | o | ||
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Post-Effective Amendment No. 103 | þ |
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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Amendment No. 103 | þ |
o | immediately upon filing pursuant to paragraph (b) of Rule 485. | ||
o | on (date) pursuant to paragraph (b) of Rule 485. | ||
o | 60 days after filing pursuant to paragraph (a)(1) of Rule 485. | ||
þ | on October 28, 2010 pursuant to paragraph (a)(1) of Rule 485. | ||
o | 75 days after filing pursuant to paragraph (a)(2) of Rule 485. | ||
o | on (date) pursuant to paragraph (a)(2) of Rule 485. |
Share Classes/Ticker Symbols | ||||||||||||
Fund | Class A | Class B | Class C | Class R | Class Y | |||||||
|
||||||||||||
Core Bond Fund
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FAFIX | FFIBX | FFAIX | FFISX | FFIIX | |||||||
High Income Bond Fund
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FJSIX | FJSBX | FCSIX | FANSX | FJSYX | |||||||
Inflation Protected Securities Fund
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FAIPX | | FCIPX | FRIPX | FYIPX | |||||||
Intermediate Government Bond Fund
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FIGAX | | FYGCX | FYGRX | FYGYX | |||||||
Intermediate Term Bond Fund
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FAIIX | | | | FINIX | |||||||
Short Term Bond Fund
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FALTX | | FBSCX | | FLTIX | |||||||
Total Return Bond Fund
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FCDDX | FCBBX | FCBCX | FABSX | FCBYX |
Fund Summaries
|
1 | |
Core Bond Fund
|
1 | |
High Income Bond Fund
|
5 | |
Inflation Protected Securities Fund
|
9 | |
Intermediate Government Bond Fund
|
13 | |
Intermediate Term Bond Fund
|
17 | |
Short Term Bond Fund
|
21 | |
Total Return Bond Fund
|
25 | |
Additional Summary
Information
|
29 | |
More about the Funds
|
30 | |
Investment Objectives
|
30 | |
Investment Strategies
|
30 | |
Investment Risks
|
31 | |
Disclosure of Portfolio Holdings
|
33 | |
Fund Management
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34 | |
Investment Advisor
|
34 | |
Portfolio Managers
|
35 | |
Shareholder
Information
|
36 | |
Pricing of Fund Shares
|
36 | |
Choosing a Share Class
|
36 | |
Determining Your Share Price
|
38 | |
Purchasing Fund Shares
|
41 | |
Redeeming Fund Shares
|
42 | |
Exchanging Fund Shares
|
43 | |
Additional Information on Purchasing, Redeeming, and Exchanging
Fund Shares
|
45 | |
Dividends and Distributions
|
46 | |
Taxes
|
47 | |
Compensation Paid to Financial Intermediaries
|
47 | |
Staying Informed
|
49 | |
Financial Highlights
|
50 | |
Shareholder
Fees
|
||||||||||||||||||||
(fees paid directly from your investment) | Class A | Class B | Class C | Class R | Class Y | |||||||||||||||
|
||||||||||||||||||||
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) |
4 | .25% | None | None | None | None | ||||||||||||||
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, whichever is less) 1 |
None | 5 | .00% | 1 | .00% | None | None | |||||||||||||
Annual Low Balance Account Fee
(for accounts under $1,000)
|
$15 | $15 | $15 | None | None | |||||||||||||||
Annual
Fund Operating Expenses
|
||||||||||||||||||||
(expenses that you pay each year as a percentage of the value of your investment) | Class A | Class B | Class C | Class R | Class Y | |||||||||||||||
|
||||||||||||||||||||
Management Fees
|
0 | .50% | 0 | .50% | 0 | .50% | 0 | .50% | 0 | .50% | ||||||||||
Distribution and/or Service (12b-1) Fees
|
0 | .25% | 1 | .00% | 1 | .00% | 0 | .50% | None | |||||||||||
Other Expenses
|
% | % | % | % | % | |||||||||||||||
Total Annual Fund Operating Expenses
|
% | % | % | % | % | |||||||||||||||
Less Fee
Waivers
2
|
( )% | ( )% | ( )% | ( )% | ( )% | |||||||||||||||
Net
Expenses
2
|
% | % | % | % | % | |||||||||||||||
Class B
|
Class B
|
Class C
|
Class C
|
|||||||||||||||||||||||||
assuming
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assuming no
|
assuming
|
assuming no
|
|||||||||||||||||||||||||
redemption
|
redemption
|
redemption
|
redemption
|
|||||||||||||||||||||||||
at end of
|
at end of
|
at end of
|
at end of
|
|||||||||||||||||||||||||
Class A | each period | each period | each period | each period | Class R | Class Y | ||||||||||||||||||||||
1 year
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
3 years
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
5 years
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
10 years
|
$ | $ | $ | $ | $ | $ | $ |
1 | Class A share investments of $1 million or more on which no front-end sales charge is paid may be subject to a contingent deferred sales charge (CDSC) of up to 1%. The CDSC on Class B shares declines over a six-year period from purchase. The CDSC on Class C shares applies only to redemptions within one year of purchase. |
2 | The advisor has contractually agreed to waive fees and reimburse other fund expenses through October 31, 2011, so that total annual fund operating expenses, after waivers, do not exceed 0.95%, 1.70%, 1.70%, 1.20%, and 0.70%, respectively, for Class A, Class B, Class C, Class R, and Class Y shares. These fee waivers and expense reimbursements may be terminated at any time after October 31, 2011, at the discretion of the advisor. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the funds board of directors. |
| U.S. government securities (securities issued or guaranteed by the U.S. government or its agencies or instrumentalities), including zero coupon securities. |
| residential and commercial mortgage-backed securities. |
| asset-backed securities. |
| corporate debt obligations, including obligations issued by special-purpose entities that are backed by corporate debt obligations. |
| securities rated lower than investment grade or unrated securities of comparable quality as determined by the funds advisor (securities commonly referred to as high yield or junk bonds). The fund will not invest in securities rated lower than CCC at the time of purchase or in unrated securities of equivalent quality. |
| non-dollar denominated debt obligations of foreign corporations and governments. |
| debt obligations issued by governmental and corporate issuers that are located in emerging market countries. A country is considered to have an emerging market if it has a relatively low gross national product per capita compared to the worlds major economies, and the potential for rapid economic growth, provided that no issuer included in the funds current benchmark index will be considered to be located in an emerging market country. |
Since
|
||||||||||||||||||
AVERAGE ANNUAL
TOTAL RETURNS
|
Inception
|
Inception
|
||||||||||||||||
AS OF 12/31/09 | Date | One Year | Five Years | Ten Years | (Class R) | |||||||||||||
|
||||||||||||||||||
Core Bond Fund | ||||||||||||||||||
Class A (return before taxes)
|
12/22/87 | 18 | .71% | 3 | .47% | 5 | .12% | N/A | ||||||||||
Class A (return after taxes on distributions)
|
16 | .38% | 1 | .73% | 3 | .29% | N/A | |||||||||||
Class A (return after taxes on distributions and sale of
fund shares)
|
12 | .00% | 1 | .91% | 3 | .27% | N/A | |||||||||||
Class B (return before taxes)
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8/15/94 | 18 | .12% | 3 | .25% | 4 | .80% | N/A | ||||||||||
Class C (return before taxes)
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2/1/99 | 22 | .10% | 3 | .60% | 4 | .77% | N/A | ||||||||||
Class R (return before taxes)
|
9/24/01 | 23 | .74% | 4 | .16% | N/A | 4 | .37% | ||||||||||
Class Y (return before taxes)
|
2/4/94 | 24 | .37% | 4 | .61% | 5 | .83% | N/A | ||||||||||
Barclays Capital Aggregate Bond
Index
2
(reflects no deduction for fees, expenses, or taxes) |
5 | .93% | 4 | .97% | 6 | .33% | 5 | .33% | ||||||||||
1 | Total return for the period 1/1/10 through 9/30/10 was %. |
2 | An unmanaged fixed income index covering the U.S. investment grade fixed-rate bond market. |
Title
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Portfolio manager
of fund since:
|
|||
Chris J. Neuharth, CFA | Senior Fixed-Income Portfolio Manager | October 2002 | ||
Timothy A. Palmer, CFA
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Senior Fixed-Income Portfolio Manager | May 2003 | ||
Wan-Chong Kung, CFA
|
Senior Fixed-Income Portfolio Manager | June 2001 | ||
Jeffrey J. Ebert
|
Senior Fixed-Income Portfolio Manager | December 2005 |
Shareholder
Fees
|
||||||||||||||||||||
(fees paid directly from your investment) | Class A | Class B | Class C | Class R | Class Y | |||||||||||||||
|
||||||||||||||||||||
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) |
4 | .25% | None | None | None | None | ||||||||||||||
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, whichever is less) 1 |
None | 5 | .00% | 1 | .00% | None | None | |||||||||||||
Annual Low Balance Account Fee
(for accounts under $1,000)
|
$15 | $15 | $15 | None | None | |||||||||||||||
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
||||||||||||||||||||
Management Fees
|
0 | .70% | 0 | .70% | 0 | .70% | 0 | .70% | 0 | .70% | ||||||||||
Distribution and/or Service (12b-1) Fees
|
0 | .25% | 1 | .00% | 1 | .00% | 0 | .50% | None | |||||||||||
Other Expenses
|
% | % | % | % | % | |||||||||||||||
Acquired Fund Fees and
Expenses
2
|
% | % | % | % | % | |||||||||||||||
Total Annual Fund Operating Expenses
|
% | % | % | % | % | |||||||||||||||
Less Fee
Waivers
3
|
( )% | ( )% | ( )% | ( )% | ( )% | |||||||||||||||
Net
Expenses
3
|
% | % | % | % | % | |||||||||||||||
Class B
|
Class B
|
Class C
|
Class C
|
|||||||||||||||||||||||||
assuming
|
assuming no
|
assuming
|
assuming no
|
|||||||||||||||||||||||||
redemption
|
redemption
|
redemption
|
redemption
|
|||||||||||||||||||||||||
at end of
|
at end of
|
at end of
|
at end of
|
|||||||||||||||||||||||||
Class A | each period | each period | each period | each period | Class R | Class Y | ||||||||||||||||||||||
1 year
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
3 years
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
5 years
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
10 years
|
$ | $ | $ | $ | $ | $ | $ |
1 | Class A share investments of $1 million or more on which no front-end sales charge is paid may be subject to a contingent deferred sales charge (CDSC) of up to 1%. The CDSC on Class B shares declines over a six-year period from purchase. The CDSC on Class C shares applies only to redemptions within one year of purchase. |
2 | In addition to the operating expenses that the fund bears directly, the funds shareholders indirectly bear the expenses of affiliated and unaffiliated funds in which the fund invests (the acquired funds). Since acquired fund fees and expenses are not directly borne by the fund, they are not reflected in the funds financial statements, with the result that the information presented in the expense table will differ from that presented in the Financial Highlights section of the prospectus. |
3 | The advisor has contractually agreed to waive fees and reimburse other fund expenses through October 31, 2011, so that total annual fund operating expenses, after waivers and excluding Acquired Fund Fees and Expenses, do not exceed 1.10%, 1.85%, 1.85%, 1.35%, and 0.85%, respectively, for Class A, Class B, Class C, Class R, and Class Y shares. These fee waivers and expense reimbursements may be terminated at any time after October 31, 2011, at the discretion of the advisor. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the funds board of directors. |
Since
|
||||||||||||||||||
Inception
|
||||||||||||||||||
(Class A,
|
||||||||||||||||||
Class B,
|
Since
|
|||||||||||||||||
AVERAGE ANNUAL
TOTAL RETURNS
|
Inception
|
Class C, and
|
Inception
|
|||||||||||||||
AS OF 12/31/09 2 | Date | One Year | Five Years | Class Y) | (Class R) | |||||||||||||
|
||||||||||||||||||
High Income Bond Fund | ||||||||||||||||||
Class A (return before taxes)
|
8/30/01 | 50 | .30% | 4 | .25% | 5 | .56% | N/A | ||||||||||
Class A (return after taxes on distributions)
|
45 | .29% | 1 | .44% | 2 | .66% | N/A | |||||||||||
Class A (return after taxes on distributions and sale of
fund shares)
|
32 | .23% | 1 | .93% | 2 | .95% | N/A | |||||||||||
Class B (return before taxes)
|
8/30/01 | 50 | .75% | 4 | .07% | 5 | .36% | N/A | ||||||||||
Class C (return before taxes)
|
8/30/01 | 54 | .92% | 4 | .36% | 5 | .32% | N/A | ||||||||||
Class R (return before taxes)
|
9/24/01 | 56 | .42% | 4 | .85% | N/A | 6 | .58% | ||||||||||
Class Y (return before taxes)
|
8/30/01 | 57 | .29% | 5 | .39% | 6 | .38% | N/A | ||||||||||
Barclays Capital High Yield 2% Issuer Capped
Index
3
(reflects no deduction for fees, expenses, or taxes) |
58 | .77% | 6 | .49% | 8 | .35% | 8 | .27% | ||||||||||
1 | Total return for the period 1/1/10 through 9/30/10 was %. |
2 | Performance presented prior to 3/14/03 represents that of First American High Yield Bond Fund, which merged into the fund on that date. |
3 | An unmanaged index that covers the universe of fixed-rate, dollar-denominated, below-investment-grade debt with at least one year to final maturity with total index allocation to an individual issuer being limited to 2%. |
Title
|
Portfolio manager
of fund since:
|
|||
John T. Fruit, CFA | Senior Fixed-Income Portfolio Manager | November 2005 | ||
Gregory A. Hanson, CFA
|
Director, Taxable Fixed-Income Credit Research | March 2006 | ||
Jeffrey T. Schmitz, CFA
|
Senior Credit Analyst | January 2008 |
Shareholder
Fees
|
||||||||||||||||
(fees paid directly from your investment) | Class A | Class C | Class R | Class Y | ||||||||||||
|
||||||||||||||||
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) |
4 | .25% | None | None | None | |||||||||||
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, whichever is less) 1 |
None | 1 | .00% | None | None | |||||||||||
Annual Low Balance Account Fee
(for accounts under $1,000)
|
$15 | $15 | None | None | ||||||||||||
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
||||||||||||||||
Management Fees
|
0 | .50% | 0 | .50% | 0 | .50% | 0 | .50% | ||||||||
Distribution and/or Service (12b-1) Fees
|
0 | .25% | 1 | .00% | 0 | .50% | None | |||||||||
Other Expenses
|
% | % | % | % | ||||||||||||
Total Annual Fund Operating Expenses
|
% | % | % | % | ||||||||||||
Less Fee
Waivers
2
|
( )% | ( )% | ( )% | ( )% | ||||||||||||
Net
Expenses
2
|
% | % | % | % | ||||||||||||
Class C
|
Class C
|
|||||||||||||||||||
assuming
|
assuming no
|
|||||||||||||||||||
redemption
|
redemption
|
|||||||||||||||||||
at end of each
|
at end
|
|||||||||||||||||||
Class A | period | of each period | Class R | Class Y | ||||||||||||||||
1 year
|
$ | $ | $ | $ | $ | |||||||||||||||
3 years
|
$ | $ | $ | $ | $ | |||||||||||||||
5 years
|
$ | $ | $ | $ | $ | |||||||||||||||
10 years
|
$ | $ | $ | $ | $ |
1 | Class A share investments of $1 million or more on which no front-end sales charge is paid may be subject to a contingent deferred sales charge (CDSC) of up to 1%. The CDSC on Class C shares applies only to redemptions within one year of purchase. |
2 | The advisor has contractually agreed to waive fees and reimburse other fund expenses through October 31, 2011, so that total annual fund operating expenses, after waivers, do not exceed 0.85%, 1.60%, 1.10%, and 0.60%, respectively, for Class A, Class C, Class R, and Class Y shares. These fee waivers and expense reimbursements may be terminated at any time after October 31, 2011, at the discretion of the advisor. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the funds board of directors. |
| domestic and foreign corporate debt obligations. |
| securities issued or guaranteed by the U.S. government or its agencies and instrumentalities. |
| debt obligations of foreign governments. |
| residential and commercial mortgage-backed securities. |
| asset-backed securities. |
| derivative instruments, as discussed below. |
AVERAGE ANNUAL
TOTAL RETURNS
|
Inception
|
Since
|
||||||||||||
AS OF 12/31/09 | Date | One Year | Five Years | Inception | ||||||||||
|
||||||||||||||
Inflation Protected Securities Fund | ||||||||||||||
Class A (return before taxes)
|
10/1/04 | 7 | .22% | 3 | .02% | 3 | .39% | |||||||
Class A (return after taxes on distributions)
|
6 | .96% | 1 | .57% | 1 | .94% | ||||||||
Class A (return after taxes on distributions and sale of
fund shares)
|
4 | .70% | 1 | .71% | 2 | .03% | ||||||||
Class C (return before taxes)
|
10/1/04 | 10 | .04% | 3 | .10% | 3 | .43% | |||||||
Class R (return before taxes)
|
10/1/04 | 11 | .65% | 3 | .68% | 4 | .01% | |||||||
Class Y (return before taxes)
|
10/1/04 | 12 | .17% | 4 | .14% | 4 | .48% | |||||||
Barclays Capital U.S. TIPs
Index
2
(reflects no deduction for fees, expenses, or taxes) |
11 | .41% | 4 | .63% | 5 | .01% | ||||||||
1 | Total return for the period 1/1/10 through 9/30/10 was %. |
2 | An unmanaged index consisting of inflation-protected securities issued by the U.S. Treasury that have at least one year to final maturity. |
Title
|
Portfolio manager
of fund since:
|
|||
Wan-Chong Kung, CFA | Senior Fixed-Income Portfolio Manager | October 2004 | ||
Chad W. Kemper
|
Senior Fixed-Income Trader | October 2010 |
Shareholder
Fees
|
||||||||||||||||
(fees paid directly from your investment) | Class A | Class C | Class R | Class Y | ||||||||||||
|
||||||||||||||||
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) |
2 | .25% | None | None | None | |||||||||||
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, whichever is less) 1 |
None | 1 | .00% | None | None | |||||||||||
Annual Low Balance Account Fee
(for accounts under $1,000)
|
$15 | $15 | None | None | ||||||||||||
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
||||||||||||||||
Management Fees
|
0 | .50% | 0 | .50% | 0 | .50% | 0 | .50% | ||||||||
Distribution and/or Service (12b-1)
Fees
2
|
0 | .25% | 1 | .00% | 0 | .50% | None | |||||||||
Other Expenses
|
% | % | % | % | ||||||||||||
Acquired Fund Fees and
Expenses
3
|
% | % | % | % | ||||||||||||
Total Annual Fund Operating Expenses
|
% | % | % | % | ||||||||||||
Less Fee
Waivers
4
|
( )% | ( )% | ( )% | ( )% | ||||||||||||
Net
Expenses
4
|
% | % | % | % | ||||||||||||
Class C
|
Class C
|
|||||||||||||||||||
assuming
redemption
|
assuming no
|
|||||||||||||||||||
at end of each
|
redemption at end
|
|||||||||||||||||||
Class A | period | of each period | Class R | Class Y | ||||||||||||||||
1 year
|
$ | $ | $ | $ | $ | |||||||||||||||
3 years
|
$ | $ | $ | $ | $ | |||||||||||||||
5 years
|
$ | $ | $ | $ | $ | |||||||||||||||
10 years
|
$ | $ | $ | $ | $ |
1 | Class A share investments of $1 million or more on which no front-end sales charge is paid may be subject to a contingent deferred sales charge (CDSC) of up to 1%. The CDSC on Class C shares applies only to redemptions within one year of purchase. |
2 | The distributor has contractually agreed to limit its Class A share 12b-1 fees to 0.15% of average daily net assets through October 31, 2011. |
3 | In addition to the operating expenses that the fund bears directly, the funds shareholders indirectly bear the expenses of affiliated and unaffiliated funds in which the fund invests (the acquired funds). Since acquired fund fees and expenses are not directly borne by the fund, they are not reflected in the funds financial statements, with the result that the information presented in the expense table will differ from that presented in the Financial Highlights section of the prospectus. |
4 | The advisor has contractually agreed to waive fees and reimburse other fund expenses through October 31, 2011, so that total annual fund operating expenses, after waivers and excluding any acquired fund fees and expenses, do not exceed 0.75%, 1.60%, 1.10%, and 0.60%, respectively, for Class A, Class C, Class R, and Class Y shares. These fee waivers and expense reimbursements may be terminated at any time after October 31, 2011, at the discretion of the advisor. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the funds board of directors. |
| U.S. Treasury obligations. |
| Mortgage-backed securities issued by the Government National Mortgage Association, the Federal National Mortgage Association (FNMA), and the Federal Home Loan Mortgage Corporation (FHLMC). |
| Non-mortgage-related obligations issued or guaranteed by U.S. government agencies or instrumentalities, such as FNMA, FHLMC, Federal Farm Credit Banks, the Federal Home Loan Bank System, and the Tennessee Valley Authority, including obligations that are issued by private issuers and guaranteed under the Federal Deposit Insurance Corporation (FDIC) Temporary Liquidity Guarantee Program. |
AVERAGE ANNUAL
TOTAL RETURNS
|
Inception
|
Since
|
||||||||||||
AS OF 12/31/09 | Date | One Year | Five Years | Inception | ||||||||||
|
||||||||||||||
Intermediate Government Bond Fund | ||||||||||||||
Class A (return before taxes)
|
10/25/02 | (2 | .57)% | 3 | .77% | 3 | .27% | |||||||
Class A (return after taxes on distributions)
|
(3 | .81)% | 2 | .47% | 1 | .64% | ||||||||
Class A (return after taxes on distributions and sale of
fund shares)
|
(1 | .52)% | 2 | .46% | 1 | .96% | ||||||||
Class Y (return before taxes)
|
10/25/02 | (0 | .23)% | 4 | .39% | 3 | .75% | |||||||
Barclays Capital Intermediate Government Bond Index 2 (reflects no deduction for fees, expenses, or taxes) | (0 | .33)% | 4 | .74% | 4 | .22% | ||||||||
1 | Total return for the period 1/1/10 through 9/30/10 was %. |
2 | An unmanaged index comprised of 70% U.S. Treasury securities and 30% agency securities, all with remaining maturities of between one and ten years. |
Title
|
Portfolio manager
of fund since:
|
|||
Wan-Chong Kung, CFA | Senior Fixed-Income Portfolio Manager | November 2002 | ||
Chris J. Neuharth, CFA | Senior Fixed-Income Portfolio Manager | August 2009 | ||
Jason J. OBrien, CFA | Fixed-Income Portfolio Manager | August 2009 |
Shareholder Fees
|
||||||||
(fees paid directly from your investment) | Class A | Class Y | ||||||
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) |
2.25% | None | ||||||
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, whichever is less) 1 |
None | None | ||||||
Annual Low Balance Account Fee
(for accounts under $1,000)
|
$15 | None | ||||||
Annual Fund Operating Expenses | ||||||||
(expenses that you pay each year as a percentage of the value of your investment) | ||||||||
Management Fees
|
0.50% | 0.50% | ||||||
Distribution and/or Service (12b-1)
Fees
2
|
0.25% | None | ||||||
Other Expenses
|
% | % | ||||||
Acquired Fund Fees and
Expenses
3
|
% | % | ||||||
Total Annual Fund Operating Expenses
|
% | % | ||||||
Less Fee
Waivers
4
|
( | )% | ( | )% | ||||
Net
Expenses
4
|
% | % | ||||||
Class A | Class Y | |||||||
1 year
|
$ | $ | ||||||
3 years
|
$ | $ | ||||||
5 years
|
$ | $ | ||||||
10 years
|
$ | $ |
1 | Class A share investments of $1 million or more on which no front-end sales charge is paid may be subject to a contingent deferred sales charge (CDSC) of up to 1%. |
2 | The distributor has contractually agreed to limit its Class A share 12b-1 fees to 0.15% of average daily net assets through October 31, 2011. |
3 | In addition to the operating expenses that the fund bears directly, the funds shareholders indirectly bear the expenses of affiliated and unaffiliated funds in which the fund invests (the acquired funds). Since acquired fund fees and expenses are not directly borne by the fund, they are not reflected in the funds financial statements, with the result that the information presented in the expense table will differ from that presented in the Financial Highlights section of the prospectus. |
4 | The advisor has contractually agreed to waive fees and reimburse other fund expenses through October 31, 2011, so that total annual fund operating expenses, after waivers and excluding any acquired fund fees and expenses, do not exceed 0.85% and 0.70%, respectively, for Class A and Class Y shares. These fee waivers and expense reimbursements may be terminated at any time after October 31, 2011, at the discretion of the advisor. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the funds board of directors. |
| U.S. government securities, (securities issued or guaranteed by the U.S. government or its agencies or instrumentalities), including zero coupon securities. |
| residential and commercial mortgage-backed securities. |
| asset-backed securities. |
| corporate debt obligations, including obligations issued by special-purpose entities that are backed by corporate debt obligations. |
AVERAGE ANNUAL
TOTAL RETURNS
|
Inception
|
||||||||||||||
AS OF 12/31/09 2 | Date | One Year | Five Years | Ten Years | |||||||||||
|
|||||||||||||||
Intermediate Term Bond Fund | |||||||||||||||
Class A (return before taxes)
|
1/9/95 | 18.00 | % | 3.96 | % | 5.14 | % | ||||||||
Class Y (return before taxes)
|
1/5/93 | 20.82 | % | 4.58 | % | 5.56 | % | ||||||||
Class Y (return after taxes on distributions)
|
18.65 | % | 2.92 | % | 3.75 | % | |||||||||
Class Y (return after taxes on distributions and sale of
fund shares)
|
13.41 | % | 2.91 | % | 3.67 | % | |||||||||
Barclays Capital Intermediate Govt/Credit Bond
Index
3
(reflects no deduction for fees, expenses, or taxes) |
5.24 | % | 4.66 | % | 5.93 | % | |||||||||
1 | Total return for the period 1/1/10 through 9/30/10 was %. |
2 | Performance presented prior to 9/24/01 represents that of the Firstar Intermediate Bond Fund, a series of Firstar Funds, Inc., which merged into the fund on that date. |
3 | An unmanaged of investment grade, fixed income securities with maturities ranging from one to ten years. |
Title
|
Portfolio manager
of fund since:
|
|||
Wan-Chong Kung, CFA | Senior Fixed-Income Portfolio Manager | October 2002 | ||
Jeffrey J. Ebert
|
Senior Fixed-Income Portfolio Manager | February 2000 |
Shareholder
Fees
|
||||||||
(fees paid directly from your investment) | Class A | Class C | Class Y | |||||
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) |
2.25% | None | None | |||||
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, whichever is less) 1 |
None | 1.00% | None | |||||
Annual Low Balance Account Fee
(for accounts under $1,000)
|
$15 | $15 | None | |||||
Annual Fund Operating Expenses | ||||||||
(expenses that you pay each year as a percentage of the value of your investment) | ||||||||
Management Fees
|
0.50% | 0.50% | 0.50% | |||||
Distribution and/or Service (12b-1)
Fees
2
|
0.25% | 1.00% | None | |||||
Other Expenses
|
% | % | % | |||||
Acquired Fund Fees and
Expenses
3
|
% | % | % | |||||
Total Annual Fund Operating Expenses
|
% | % | % | |||||
Less Fee
Waivers
4
|
( )% | ( )% | ( )% | |||||
Net
Expenses
4
|
% | % | % | |||||
Class C
|
||||||||||||||||
Class C
|
assuming no
|
|||||||||||||||
assuming
redemption
|
redemption
|
|||||||||||||||
at end of
|
at end of
|
|||||||||||||||
Class A | each period | each period | Class Y | |||||||||||||
1 year
|
$ | $ | $ | $ | ||||||||||||
3 years
|
$ | $ | $ | $ | ||||||||||||
5 years
|
$ | $ | $ | $ | ||||||||||||
10 years
|
$ | $ | $ | $ |
1 | Class A share investments of $250,000 or more on which no front-end sales charge is paid may be subject to a contingent deferred sales charge (CDSC) of up to 0.60%. The CDSC on Class C shares applies only to redemptions within one year of purchase. |
2 | The distributor has contractually agreed to limit its Class A share 12b-1 fees to 0.15% of average daily net assets through October 31, 2011. |
3 | In addition to the operating expenses that the fund bears directly, the funds shareholders indirectly bear the expenses of affiliated and unaffiliated funds in which the fund invests (the acquired funds). Since acquired fund fees and expenses are not directly borne by the fund, they are not reflected in the funds financial statements, with the result that the information presented in the expense table will differ from that presented in the Financial Highlights section of the prospectus. |
4 | The advisor has contractually agreed to waive fees and reimburse other fund expenses through October 31, 2011, so that total annual fund operating expenses, after waivers and excluding any acquired fund fees and expenses, do not exceed 0.75%, 1.60%, and 0.60%, respectively, for Class A, Class C, and Class Y shares. These fee waivers and expense reimbursements may be terminated at any time after October 31, 2011, at the discretion of the advisor. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the funds board of directors. |
| residential and commercial mortgage-backed securities. |
| asset-backed securities. |
| corporate debt obligations, including obligations issued by special-purpose entities that are backed by corporate debt obligations. |
| U.S. government securities, which are securities issued or guaranteed by the U.S. government or its agencies or instrumentalities. |
| commercial paper. |
| securities rated lower than investment grade or unrated securities of comparable quality as determined by the funds advisor (securities commonly referred to as high yield or junk bonds). The fund will not invest in securities rated lower than CCC at the time of purchase or in unrated securities of equivalent quality. |
| non-dollar denominated debt obligations of foreign corporations and governments. |
| debt obligations issued by governmental and corporate issuers that are located in emerging market countries. A country is considered to have an emerging market if it has a relatively low gross national product per capita compared to the worlds major economies, and the potential for rapid economic growth, provided that no issuer included in the funds current benchmark index will be considered to be located in an emerging market country. |
AVERAGE ANNUAL
TOTAL RETURNS
|
Inception
|
||||||||||||||
AS OF 12/31/09 | Date | One Year | Five Years | Ten Years | |||||||||||
|
|||||||||||||||
Short Term Bond Fund | |||||||||||||||
Class A (return before taxes)
|
12/14/92 | 10.27 | % | 3.24 | % | 4.01 | % | ||||||||
Class A (return after taxes on distributions)
|
8.67 | % | 1.86 | % | 2.49 | % | |||||||||
Class A (return after taxes on distributions and sale of
fund shares)
|
6.63 | % | 1.94 | % | 2.50 | % | |||||||||
Class Y (return before taxes)
|
2/4/94 | 12.94 | % | 3.89 | % | 4.41 | % | ||||||||
Barclays Capital 1-3 Year Govt/Credit Bond
Index
2
(reflects no deduction for fees, expenses, or taxes) |
3.83 | % | 4.32 | % | 4.86 | % | |||||||||
1 | Total return for the period 1/1/10 through 9/30/10 was %. |
2 | An unmanaged index of investment grade, fixed income securities with maturities ranging from one to three years. |
Title
|
Portfolio manager of fund since: | |||
Chris J. Neuharth, CFA
|
Senior Fixed-Income Portfolio Manager | March 2004 | ||
Brenda A. Briceno, CFA
|
Corporate Trader | October 2010 |
Shareholder
Fees
|
||||||||||
(fees paid directly from your investment) | Class A | Class B | Class C | Class R | Class Y | |||||
|
||||||||||
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) |
4.25% | None | None | None | None | |||||
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds, whichever is less) 1 |
None | 5.00% | 1.00% | None | None | |||||
Annual Low Balance Account Fee
(for accounts under $1,000) |
$15 | $15 | $15 | None | None | |||||
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value of your investment) |
||||||||||
Management Fees
|
0.60% | 0.60% | 0.60% | 0.60% | 0.60% | |||||
Distribution and/or Service (12b-1)
Fees
2
|
0.25% | 1.00% | 1.00% | 0.50% | None | |||||
Other Expenses
|
% | % | % | % | % | |||||
Acquired Fund Fees and
Expenses
3
|
% | % | % | % | % | |||||
Total Annual Fund Operating Expenses
|
% | % | % | % | % | |||||
Less Fee
Waivers
4
|
( )% | ( )% | ( )% | ( )% | ( )% | |||||
Net
Expenses
4
|
% | % | % | % | % | |||||
Class B
|
Class B
|
Class C
|
Class C
|
|||||||||||||||||||||||||
assuming
|
assuming no
|
assuming
|
assuming no
|
|||||||||||||||||||||||||
redemption
|
redemption
|
redemption
|
redemption
|
|||||||||||||||||||||||||
at end of
|
at end
|
at end of each
|
at end
|
|||||||||||||||||||||||||
Class A | each period | of each period | period | of each period | Class R | Class Y | ||||||||||||||||||||||
1 year
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
3 years
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
5 years
|
$ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
10 years
|
$ | $ | $ | $ | $ | $ | $ |
1 | Class A share investments of $1 million or more on which no front-end sales charge is paid may be subject to a contingent deferred sales charge (CDSC) of up to 1%. The CDSC on Class B shares declines over a six-year period from purchase. The CDSC on Class C shares applies only to redemptions within one year of purchase. |
2 | The advisor has contractually agreed to reimburse an amount of Class A share 12b-1 fees equal to 0.11% of average daily net assets through October 31, 2011. |
3 | In addition to the operating expenses that the fund bears directly, the funds shareholders indirectly bear the expenses of affiliated and unaffiliated funds in which the fund invests (the acquired funds). Since acquired fund fees and expenses are not directly borne by the fund, they are not reflected in the funds financial statements, with the result that the information presented in the expense table will differ from that presented in the Financial Highlights section of the prospectus. |
4 | The advisor has contractually agreed to waive fees and reimburse other fund expenses through October 31, 2011, so that total annual fund operating expenses, after waivers and excluding any acquired fund fees and expenses, do not exceed 0.89%, 1.75%, 1.75%, 1.25%, and 0.75%, respectively, for Class A, Class B, Class C, |
Class R, and Class Y shares. These fee waivers and expense reimbursements may be terminated at any time after October 31, 2011, at the discretion of the advisor. Prior to that time, such waivers and reimbursements may not be terminated without the approval of the funds board of directors. |
| U.S. government securities (securities issued or guaranteed by the U.S. government or its agencies or instrumentalities). |
| residential and commercial mortgage-backed securities. |
| asset-backed securities. |
| domestic and foreign corporate debt obligations, including obligations issued by special-purpose entities that are backed by corporate debt obligations. |
| debt obligations of foreign governments. |
| securities rated lower than investment grade or unrated securities of comparable quality as determined by the funds advisor (securities commonly referred to as high yield or junk bonds). The fund will not invest in securities rated lower than CCC at the time of purchase or in unrated securities of equivalent quality. |
| non-dollar denominated debt obligations of foreign corporations and governments. (The fund may invest without limitation in U.S. dollar denominated securities of foreign issuers that are not located in emerging market countries.) |
| debt obligations issued by governmental and corporate issuers that are located in emerging market countries. A country is considered to have an emerging market if it has a relatively low gross national product per capita compared to the worlds major economies, and the potential for rapid economic growth, provided that no issuer included in the funds current benchmark index will be considered to be located in an emerging market country. |
Since Inception
|
||||||||||||||||||
(Class A,
|
Since
|
|||||||||||||||||
AVERAGE ANNUAL
TOTAL RETURNS
|
Inception
|
Class B, Class C,
|
Inception
|
|||||||||||||||
as of 12/31/09 | Date | One Year | Five Years | and Class Y) | (Class R) | |||||||||||||
|
||||||||||||||||||
Total Return Bond Fund | ||||||||||||||||||
Class A (return before taxes)
|
2/1/00 | 30 | .65% | 4 | .46% | 5 | .94% | N/A | ||||||||||
Class A (return after taxes on distributions)
|
27 | .68% | 2 | .46% | 3 | .63% | N/A | |||||||||||
Class A (return after taxes on distributions and sale of
fund shares)
|
19 | .65% | 2 | .58% | 3 | .64% | N/A | |||||||||||
Class B (return before taxes)
|
2/1/00 | 30 | .44% | 4 | .25% | 5 | .60% | N/A | ||||||||||
Class C (return before taxes)
|
2/1/00 | 34 | .50% | 4 | .61% | 5 | .60% | N/A | ||||||||||
Class R (return before taxes)
|
9/24/01 | 35 | .85% | 5 | .08% | N/A | 5 | .65% | ||||||||||
Class Y (return before taxes)
|
2/1/00 | 36 | .75% | 5 | .64% | 6 | .65% | N/A | ||||||||||
Barclays Capital Aggregate Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
|
5 | .93% | 4 | .97% | 6 | .40% | 5 | .33% | ||||||||||
1 | Total return for the period 1/1/10 through 9/30/10 was %. |
2 | An unmanaged fixed income index covering the U.S. investment grade fixed-rate bond market. |
Title
|
Portfolio manager
of fund since:
|
|||
Timothy A. Palmer, CFA | Senior Fixed-Income Portfolio Manager | May 2005 | ||
Jeffrey J. Ebert
|
Senior Fixed-Income Portfolio Manager | February 2000 | ||
Marie A. Newcome, CFA
|
Fixed-Income Portfolio Manager | October 2010 |
Phone | Regular Mail | Overnight Express Mail | ||
800-677-FUND | First American Funds | First American Funds | ||
P.O. Box 3011 | 615 East Michigan Street | |||
Milwaukee, WI 53201-3011 | Milwaukee, WI 53202 |
Share Class | ||||||||||||||||
Fund | A | C | R | Y | ||||||||||||
|
||||||||||||||||
Core Bond Fund
|
x | x | x | x | ||||||||||||
High Income Bond Fund
|
x | x | x | x | ||||||||||||
Inflation Protected Securities Fund
|
x | x | x | x | ||||||||||||
Intermediate Government Bond Fund
|
x | x | x | x | ||||||||||||
Intermediate Term Bond Fund
|
x | | | x | ||||||||||||
Short Term Bond Fund
|
x | x | | x | ||||||||||||
Total Return Bond Fund
|
x | x | x | x |
Front-End
Contingent
Deferred
Sales Charge
Sales Charge
Annual 12b-1 Fees
(FESC)
(CDSC)
(as
a % of net assets)
2.25%-4.25%
1
None
2
0.25%
None
5.00%
4
1.00%
None
1.00%
6
1.00%
None
None
0.50%
None
None
None
1
The FESC is reduced
for larger purchases. See Determining Your Share
Price Class A Shares below.
2
Class A share
investments of $1 million or more ($250,000 or more for
Short Term Bond Fund) on which no FESC is paid may be subject to
a CDSC of up to 1% (up to 0.60% for Short Term Bond Fund).
3
Class B shares
automatically convert to Class A shares eight years after
purchase, which reduces future annual expenses since
Class A shares have lower annual expenses.
4
A CDSC of up to
5.00% applies to Class B shares if you redeem shares within
six years of purchase. The CDSC declines over the six years as
described below under Determining Your Share
Price Class B Shares.
5
Class C shares
do not convert to Class A shares so they will continue to
have higher annual expenses than Class A shares for as long
as you hold them.
6
A 1% CDSC applies if
you redeem your Class C shares within 12 months of
purchase.
Annual 12b-1 Fees
(as a % of
average daily net
assets)
Distribution
Shareholder
Fee
Servicing
Fee
None
0.25%
0.75%
0.25%
0.75%
0.25%
0.25%
0.25%
None
None
Sales Charge | ||||||||
As a % of
|
As a % of Net
|
|||||||
Purchase Amount | Offering Price | Amount Invested | ||||||
|
||||||||
Less than $50,000
|
4.25% | 4.44% | ||||||
$50,000 - $99,999
|
4.00% | 4.17% | ||||||
$100,000 - $249,999
|
3.50% | 3.63% | ||||||
$250,000 - $499,999
|
2.50% | 2.56% | ||||||
$500,000 - $999,999
|
2.00% | 2.04% | ||||||
$1 million and over
|
0.00% | 0.00% |
Sales Charge | ||||||||
As a % of
|
As a % of Net
|
|||||||
Purchase Amount | Offering Price | Amount Invested | ||||||
|
||||||||
Less than $50,000
|
2.25% | 2.30% | ||||||
$50,000 - $99,999
|
2.00% | 2.04% | ||||||
$100,000 - $249,999
|
1.75% | 1.78% | ||||||
$250,000 - $499,999
|
1.25% | 1.27% | ||||||
$500,000 - $999,999
|
1.00% | 1.01% | ||||||
$1 million and over
|
0.00% | 0.00% |
Sales Charge | ||||||||
As a % of
|
As a % of Net
|
|||||||
Purchase Amount | Offering Price | Amount Invested | ||||||
|
||||||||
Less than $50,000
|
2.25% | 2.30% | ||||||
$50,000 $99,999
|
2.00% | 2.04% | ||||||
$100,000 $249,999
|
1.25% | 1.27% | ||||||
$250,000 and over
|
0.00% | 0.00% |
All of your accounts
at your financial intermediary.
All of your accounts
at any other financial intermediary.
All accounts of any
related party (such as a spouse or dependent child) held with
any financial intermediary.
Directors, full-time
employees and retirees of the advisor and its affiliates.
Current and retired
officers and directors of the funds.
Full-time employees
of any broker-dealer authorized to sell fund shares.
Full-time employees
of the funds counsel.
Members of the
immediate families of any of the foregoing (i.e., a spouse or
domestic partner and any dependent children).
Persons who purchase
the funds through one-stop mutual fund networks
through which the funds are made available.
Persons
participating in a fee-based program sponsored and maintained by
a registered broker-dealer.
Trust companies and
bank trust departments acting in a fiduciary, advisory, agency,
custodial or similar capacity.
Group retirement and
employee benefit plans.
CDSC as a % of
the
Year
Since Purchase
Value
of Your Shares
5.00%
5.00%
4.00%
3.00%
2.00%
1.00%
0.00%
0.00%
Redemptions
following the death or disability (as defined in the Internal
Revenue Code) of a shareholder.
Redemptions that
equal the minimum required distribution from an IRA or other
retirement plan to a shareholder who has reached the age of
70
1
/
2
.
Redemptions through
a systematic withdrawal plan, at a rate of up to 12% a year of
your accounts value. The systematic withdrawal limit will
be based on the market value of your account at the time of each
withdrawal.
Redemptions required
as a result of over-contribution to an IRA plan.
Regular
U.S. Mail:
Overnight
Express Mail:
First American Funds
First American Funds
615 East Michigan Street
Milwaukee, WI 53202
All purchases must
be drawn on a bank located within the United States and payable
in U.S. dollars to First American Funds.
Cash, money orders,
cashiers checks in amounts less than $10,000, third-party
checks, Treasury checks, credit card checks, travelers
checks, starter checks, and credit cards will not be accepted.
We are unable to accept post dated checks, post dated on-line
bill pay checks, or any conditional order or payment.
If a check or ACH
transaction does not clear your bank, the funds reserve the
right to cancel the purchase, and you may be charged a fee of
$25 per check or transaction. You could be liable for any losses
or fees incurred by the fund as a result of your check or ACH
transaction failing to clear.
by having $100 or
more automatically withdrawn from your bank account on a
periodic basis and invested in additional shares of the
fund, or
through automatic
monthly exchanges into the fund from another First American fund
of the same class.
Regular
U.S. Mail:
Overnight
Express Mail:
First American Funds
First American Funds
615 East Michigan Street
Milwaukee, WI 53202
name of the fund
account number
dollar amount or
number of shares redeemed
name on the account
signatures of all
registered account owners
you would like
redemption proceeds to be paid to any person, address, or bank
account other than that on record.
you would like the
redemption check mailed to an address other than the address on
the funds records, or you have changed the address on the
funds records within the last 30 days.
your redemption
request is in excess of $50,000.
bank information
related to an automatic investment plan, telephone purchase or
telephone redemption has changed.
You may exchange
your Class A shares for Class Y shares of the same or
another First American fund if you subsequently become eligible
to purchase Class Y shares.
If you are no longer
eligible to hold Class Y shares, you may exchange your
shares for Class A shares at net asset value. Class A
shares have higher expenses than Class Y shares.
| Securities, including securities traded in foreign markets, where an event occurs after the close of the market in which such security principally trades, but before NAV is determined, that will affect the value of such security, or the closing value is otherwise deemed unreliable; |
| Securities whose trading has been halted or suspended; |
| Fixed-income securities that have gone into default and for which there is no current market value quotation; and |
| Securities with limited liquidity, including certain high-yield securities or securities that are restricted as to transfer or resale. |
Maximum
Reallowance
Purchase
Amount
as
a % of Purchase Price
4.00%
3.75%
3.25%
2.25%
1.75%
0.00%
Intermediate Term Bond Fund
Maximum
Reallowance
Purchase
Amount
as
a % of Purchase Price
2.00%
1.75%
1.50%
1.00%
0.75%
0.00%
Maximum
Reallowance
Purchase
Amount
as
a % of Purchase Price
2.00%
1.75%
1.00%
0.00%
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class A
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
10.04
$
10.86
$
10.79
$
10.71
$
11.15
$
11.27
0.61
0.51
0.47
0.33
0.40
(0.81
)
0.05
0.09
(0.37
)
(0.09
)
(0.20
)
0.56
0.56
(0.04
)
0.31
(0.62
)
(0.49
)
(0.48
)
(0.33
)
(0.42
)
(0.07
)
(0.01
)
(0.62
)
(0.49
)
(0.48
)
(0.40
)
(0.43
)
$
$
10.04
$
10.86
$
10.79
$
10.71
$
11.15
%
(1.37
)%
5.24
%
5.26
%
(0.34
)%
2.75
%
$
$
82,373
$
94,571
$
102,723
$
134,845
$
161,410
%
0.95
%
0.95
%
0.95
%
0.95
%
0.95
%
%
6.34
%
4.63
%
4.25
%
3.98
%
3.51
%
%
1.02
%
1.01
%
1.01
%
1.03
%
1.05
%
%
6.27
%
4.57
%
4.19
%
3.90
%
3.41
%
%
160
%
131
%
137
%
139
%
208
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Core
Bond Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class B
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
9.95
$
10.77
$
10.70
$
10.63
$
11.07
$
11.19
0.54
0.42
0.38
0.26
0.31
(0.81
)
0.06
0.09
(0.36
)
(0.09
)
(0.27
)
0.48
0.47
(0.10
)
0.22
(0.55
)
(0.41
)
(0.40
)
(0.27
)
(0.33
)
(0.07
)
(0.01
)
(0.55
)
(0.41
)
(0.40
)
(0.34
)
(0.34
)
$
$
9.95
$
10.77
$
10.70
$
10.63
$
11.07
%
(2.12
)%
4.50
%
4.41
%
(0.91
)%
2.00
%
$
$
5,780
$
7,733
$
9,634
$
13,819
$
17,078
%
1.70
%
1.70
%
1.70
%
1.70
%
1.70
%
%
5.59
%
3.87
%
3.50
%
3.23
%
2.76
%
%
1.77
%
1.76
%
1.76
%
1.78
%
1.80
%
%
5.52
%
3.81
%
3.44
%
3.15
%
2.66
%
%
160
%
131
%
137
%
139
%
208
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class C
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
10.00
$
10.83
$
10.75
$
10.67
$
11.12
$
11.24
0.54
0.43
0.38
0.26
0.31
(0.82
)
0.06
0.10
(0.37
)
(0.09
)
(0.28
)
0.49
0.48
(0.11
)
0.22
(0.55
)
(0.41
)
(0.40
)
(0.27
)
(0.33
)
(0.07
)
(0.01
)
(0.55
)
(0.41
)
(0.40
)
(0.34
)
(0.34
)
$
$
10.00
$
10.83
$
10.75
$
10.67
$
11.12
%
(2.21
)%
4.57
%
4.48
%
(1.01
)%
1.99
%
$
$
3,693
$
4,383
$
4,567
$
5,183
$
7,266
%
1.70
%
1.70
%
1.70
%
1.70
%
1.70
%
%
5.59
%
3.89
%
3.50
%
3.22
%
2.76
%
%
1.77
%
1.76
%
1.76
%
1.78
%
1.80
%
%
5.52
%
3.83
%
3.44
%
3.14
%
2.66
%
%
160
%
131
%
137
%
139
%
208
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Core
Bond Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class R
Shares
1
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
10.09
$
10.89
$
10.81
$
10.73
$
11.17
$
11.30
0.59
0.49
0.44
0.31
0.38
(0.79
)
0.05
0.09
(0.36
)
(0.10
)
(0.20
)
0.54
0.53
(0.05
)
0.28
(0.60
)
(0.46
)
(0.45
)
(0.32
)
(0.40
)
(0.07
)
(0.01
)
(0.60
)
(0.46
)
(0.45
)
(0.39
)
(0.41
)
$
$
10.09
$
10.89
$
10.81
$
10.73
$
11.17
%
(1.43
)%
5.06
%
4.99
%
(0.51
)%
2.51
%
$
$
406
$
289
$
65
$
34
$
16
%
1.20
%
1.20
%
1.20
%
1.20
%
1.20
%
%
6.11
%
4.42
%
4.01
%
3.77
%
3.37
%
%
1.27
%
1.26
%
1.29
%
1.43
%
1.45
%
%
6.04
%
4.36
%
3.92
%
3.54
%
3.12
%
%
160
%
131
%
137
%
139
%
208
%
1
Prior to
July 1, 2004, Class R shares were named Class S
shares, which had lower fees and expenses.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Total return would
have been lower had certain expenses not been waived.
Core
Bond Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class Y
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
10.03
$
10.86
$
10.78
$
10.70
$
11.15
$
11.27
0.64
0.54
0.49
0.35
0.42
(0.82
)
0.06
0.10
(0.38
)
(0.08
)
(0.18
)
0.60
0.59
(0.03
)
0.34
(0.65
)
(0.52
)
(0.51
)
(0.35
)
(0.45
)
(0.07
)
(0.01
)
(0.65
)
(0.52
)
(0.51
)
(0.42
)
(0.46
)
$
$
10.03
$
10.86
$
10.78
$
10.70
$
11.15
%
(1.22
)%
5.60
%
5.53
%
(0.24
)%
3.01
%
$
$
1,279,489
$
1,468,599
$
1,530,750
$
1,680,105
$
1,725,850
%
0.70
%
0.70
%
0.70
%
0.70
%
0.70
%
%
6.57
%
4.88
%
4.50
%
4.24
%
3.77
%
%
0.77
%
0.76
%
0.76
%
0.78
%
0.80
%
%
6.50
%
4.82
%
4.44
%
4.16
%
3.67
%
%
160
%
131
%
137
%
139
%
208
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class A
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
7.15
$
8.65
$
9.61
$
9.22
$
9.41
$
9.45
0.73
0.71
0.65
0.49
0.66
(1.47
)
(0.97
)
0.38
(0.20
)
(0.04
)
(0.74
)
(0.26
)
1.03
0.29
0.62
(0.76
)
(0.70
)
(0.64
)
(0.48
)
(0.66
)
4
(0.76
)
(0.70
)
(0.64
)
(0.48
)
(0.66
)
$
$
7.15
$
8.65
$
9.61
$
9.22
$
9.41
%
(7.26
)%
(2.84
)%
11.46
%
3.14
%
6.74
%
$
$
25,696
$
24,420
$
28,932
$
29,573
$
34,144
%
1.10
%
1.10
%
1.10
%
1.10
%
1.02
%
%
10.79
%
7.74
%
6.74
%
6.94
%
6.88
%
%
1.36
%
1.31
%
1.30
%
1.29
%
1.27
%
%
10.53
%
7.53
%
6.54
%
6.75
%
6.63
%
%
108
%
100
%
101
%
68
%
77
%
1
The financial
highlights prior to March 17, 2003 are those of the First
American High Yield Bond Fund, which merged into the High Income
Bond Fund on that date.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class B
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
7.11
$
8.61
$
9.57
$
9.18
$
9.37
$
9.41
0.68
0.63
0.57
0.43
0.58
(1.47
)
(0.96
)
0.39
(0.19
)
(0.03
)
(0.79
)
(0.33
)
0.96
0.24
0.55
(0.71
)
(0.63
)
(0.57
)
(0.43
)
(0.59
)
4
(0.71
)
(0.63
)
(0.57
)
(0.43
)
(0.59
)
$
$
7.11
$
8.61
$
9.57
$
9.18
$
9.37
%
(7.99
)%
(3.57
)%
10.67
%
2.57
%
5.97
%
$
$
2,157
$
3,496
$
4,814
$
5,988
$
7,191
%
1.85
%
1.85
%
1.85
%
1.85
%
1.77
%
%
9.92
%
6.97
%
6.00
%
6.19
%
6.13
%
%
2.11
%
2.06
%
2.05
%
2.04
%
2.02
%
(excluding waivers)
%
9.66
%
6.76
%
5.80
%
6.00
%
5.88
%
%
108
%
100
%
101
%
68
%
77
%
1
The financial
highlights prior to March 17, 2003 are those of the First
American High Yield Bond Fund, which merged into the High Income
Bond Fund on that date.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class C
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
7.12
$
8.62
$
9.58
$
9.19
$
9.38
$
9.42
0.68
0.63
0.57
0.43
0.58
(1.47
)
(0.96
)
0.39
(0.19
)
(0.03
)
(0.79
)
(0.33
)
0.96
0.24
0.55
(0.71
)
(0.63
)
(0.57
)
(0.43
)
(0.59
)
4
(0.71
)
(0.63
)
(0.57
)
(0.43
)
(0.59
)
$
$
7.12
$
8.62
$
9.58
$
9.19
$
9.38
%
(7.98
)%
(3.57
)%
10.66
%
2.56
%
5.96
%
$
$
5,038
$
6,490
$
8,522
$
9,873
$
13,403
%
1.85
%
1.85
%
1.85
%
1.85
%
1.77
%
%
9.98
%
6.97
%
5.98
%
6.19
%
6.13
%
%
2.11
%
2.06
%
2.05
%
2.04
%
2.02
%
(excluding waivers)
%
9.72
%
6.76
%
5.78
%
6.00
%
5.88
%
%
108
%
100
%
101
%
68
%
77
%
1
The financial
highlights prior to March 17, 2003 are those of the First
American High Yield Bond Fund, which merged into High Income
Bond Fund on that date.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class R
Shares
2
2010
3
2009
3
2008
3
2007
3
2006
3,4
2005
3
$
7.28
$
8.79
$
9.75
$
9.35
$
9.53
$
9.60
0.73
0.69
0.62
0.49
0.62
(1.49
)
(0.98
)
0.40
(0.20
)
(0.04
)
(0.76
)
(0.29
)
1.02
0.29
0.58
(0.75
)
(0.67
)
(0.62
)
(0.47
)
(0.65
)
5
(0.75
)
(0.67
)
(0.62
)
(0.47
)
(0.65
)
$
$
7.28
$
8.79
$
9.75
$
9.35
$
9.53
%
(7.49
)%
(3.04
)%
11.12
%
3.09
%
6.23
%
$
$
265
$
185
$
186
$
73
$
4
%
1.35
%
1.35
%
1.35
%
1.35
%
1.33
%
%
10.72
%
7.37
%
6.38
%
6.82
%
6.31
%
%
1.61
%
1.56
%
1.56
%
1.69
%
1.73
%
%
10.46
%
7.16
%
6.17
%
6.48
%
5.91
%
%
108
%
100
%
101
%
68
%
77
%
1
The financial
highlights prior to March 17, 2003 are those of the First
American High Yield Bond Fund, which merged into High Income
Bond Fund on that date.
2
Prior to
July 1, 2004, Class R shares were named Class S
shares, which had lower fees and expenses.
3
Per share data
calculated using average shares outstanding method.
4
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
5
Includes a tax
return of capital of less than $0.01.
6
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class Y
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
7.16
$
8.66
$
9.62
$
9.23
$
9.42
$
9.46
0.75
0.73
0.67
0.51
0.68
(1.47
)
(0.97
)
0.39
(0.20
)
(0.03
)
(0.72
)
(0.24
)
1.06
0.31
0.65
(0.78
)
(0.72
)
(0.67
)
(0.50
)
(0.69
)
4
(0.78
)
(0.72
)
(0.67
)
(0.50
)
(0.69
)
$
$
7.16
$
8.66
$
9.62
$
9.23
$
9.42
%
(7.01
)%
(2.59
)%
11.73
%
3.34
%
7.01
%
$
$
182,051
$
204,164
$
232,998
$
205,382
$
207,610
%
0.85
%
0.85
%
0.85
%
0.85
%
0.77
%
%
10.93
%
7.99
%
6.98
%
7.19
%
7.13
%
%
1.11
%
1.06
%
1.05
%
1.04
%
1.02
%
%
10.67
%
7.78
%
6.78
%
7.00
%
6.88
%
%
108
%
100
%
101
%
68
%
77
%
1
The financial
highlights prior to March 17, 2003 are those of the First
American High Yield Bond Fund, which merged into the High Income
Bond Fund on that date.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class A
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1,3
$
9.59
$
10.20
$
9.43
$
9.54
$
10.12
$
10.00
0.14
0.54
0.39
0.38
0.51
(0.37
)
0.76
(0.16
)
(0.55
)
(0.02
)
(0.23
)
1.30
0.23
(0.17
)
0.49
(0.26
)
(0.53
)
(0.34
)
(0.40
)
(0.37
)
(0.01
)
(0.12
)
(0.38
)
(0.53
)
(0.34
)
(0.41
)
(0.37
)
$
$
9.59
$
10.20
$
9.43
$
9.54
$
10.12
%
(2.18
)%
14.01
%
2.41
%
(1.69
)%
4.93
%
$
$
5,439
$
3,294
$
2,712
$
5,042
$
6,917
%
0.85
%
0.85
%
0.85
%
0.85
%
0.85
%
%
1.52
%
5.40
%
4.09
%
5.20
%
5.04
%
%
1.10
%
1.08
%
1.06
%
1.08
%
1.09
%
%
1.27
%
5.17
%
3.88
%
4.97
%
4.80
%
%
24
%
71
%
90
%
85
%
23
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Commenced operations
on October 1, 2004. All ratios for the period have been
annualized, except total return and portfolio turnover.
4
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class C
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1,3
$
9.53
$
10.18
$
9.41
$
9.53
$
10.11
$
10.00
0.11
0.48
0.33
0.31
0.40
(0.43
)
0.75
(0.18
)
(0.53
)
0.02
(0.32
)
1.23
0.15
(0.22
)
0.42
(0.21
)
(0.46
)
(0.27
)
(0.35
)
(0.31
)
(0.01
)
(0.12
)
(0.33
)
(0.46
)
(0.27
)
(0.36
)
(0.31
)
$
$
9.53
$
10.18
$
9.41
$
9.53
$
10.11
%
(3.03
)%
13.20
%
1.53
(2.26
)%
4.18
%
$
$
1,406
$
365
$
348
$
552
$
855
%
1.59
%
1.60
%
1.60
%
1.60
%
1.60
%
%
1.19
%
4.82
%
3.44
%
4.29
%
3.98
%
%
1.84
%
1.83
%
1.81
%
1.83
%
1.84
%
%
0.94
%
4.59
%
3.23
%
4.06
%
3.74
%
%
24
%
71
%
90
%
85
%
23
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Commenced operations
on October 1, 2004. All ratios for the period ended have
been annualized, except total return and portfolio turnover.
4
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Inflation
Protected Securities
Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class R
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2001
1,3
$
9.58
$
10.20
$
9.43
$
9.55
$
10.13
$
10.00
0.13
0.52
0.33
0.38
0.43
(0.39
)
0.75
(0.13
)
(0.56
)
0.05
(0.26
)
1.27
0.20
(0.18
)
0.48
(0.24
)
(0.50
)
(0.32
)
(0.39
)
(0.35
)
(0.01
)
(0.12
)
(0.36
)
(0.50
)
(0.32
)
(0.40
)
(0.35
)
$
$
9.58
$
10.20
$
9.43
$
9.55
$
10.13
%
(2.43
)%
13.73
%
2.09
%
(1.80
)%
4.81
%
$
$
1,262
$
1,175
$
822
$
1
$
1
%
1.10
%
1.10
%
1.10
%
1.10
%
1.10
%
%
1.34
%
5.21
%
3.45
%
5.17
%
4.22
%
%
1.35
%
1.33
%
1.31
%
1.48
%
1.49
%
%
1.09
%
4.98
%
3.24
%
4.79
%
3.83
%
%
24
%
71
%
90
%
85
%
23
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Commenced operations
on October 1, 2004. All ratios for the period have been
annualized, except total return and portfolio turnover.
4
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class Y
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1,3
$
9.59
$
10.20
$
9.43
$
9.55
$
10.13
$
10.00
0.23
0.56
0.40
0.42
0.51
(0.45
)
0.76
(0.16
)
(0.57
)
0.01
(0.22
)
1.32
0.24
(0.15
)
0.52
(0.27
)
(0.55
)
(0.36
)
(0.42
)
(0.39
)
(0.01
)
(0.12
)
(0.39
)
(0.55
)
(0.36
)
(0.43
)
(0.39
)
$
$
9.59
$
10.20
$
9.43
$
9.55
$
10.13
%
(2.03
)%
14.29
%
2.56
%
(1.50
)%
5.24
%
$
$
167,501
$
278,749
$
273,312
$
317,977
$
269,412
%
0.60
%
0.60
%
0.60
%
0.60
%
0.60
%
%
2.48
%
5.64
%
4.21
%
5.73
%
5.05
%
%
0.85
%
0.83
%
0.81
%
0.83
%
0.84
%
%
2.23
%
5.41
%
4.00
%
5.50
%
4.81
%
%
24
%
71
%
90
%
85
%
23
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Commenced operations
on October 1, 2004. All ratios for the period have been
annualized, except total return and portfolio turnover.
4
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class A
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
8.67
$
8.42
$
8.00
$
7.99
$
8.26
$
8.82
0.19
0.28
0.31
0.22
0.27
0.25
0.43
0.06
(0.22
)
(0.15
)
0.44
0.71
0.37
0.00
0.12
(0.19
)
(0.29
)
(0.33
)
(0.22
)
(0.28
)
(0.05
)
(0.40
)
(0.03
)
(0.19
)
(0.29
)
(0.36
)
(0.27
)
(0.68
)
$
$
8.67
$
8.42
$
8.00
$
7.99
$
8.26
%
5.30
%
8.90
%
4.68
%
0.06
%
1.40
%
$
$
10,496
$
6,504
$
1,619
$
1,689
$
1,970
%
0.75
%
0.75
%
0.75
%
0.75
%
0.75
%
%
2.22
%
3.32
%
3.80
%
3.56
%
3.21
%
%
1.15
%
1.33
%
1.46
%
1.26
%
1.09
%
%
1.82
%
2.74
%
3.09
%
3.05
%
2.87
%
%
133
%
118
%
84
%
70
%
161
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 and June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class Y
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
8.67
$
8.42
$
8.00
$
7.99
$
8.25
$
8.82
0.21
0.30
0.32
0.22
0.28
0.25
0.42
0.06
(0.20
)
(0.16
)
0.46
0.72
0.38
0.02
0.12
(0.21
)
(0.30
)
(0.34
)
(0.23
)
(0.29
)
(0.05
)
(0.40
)
(0.03
)
(0.21
)
(0.30
)
(0.37
)
(0.28
)
(0.69
)
$
$
8.67
$
8.42
$
8.00
$
7.99
$
8.25
%
5.46
%
9.07
%
4.84
%
0.30
%
1.43
%
%
$
101,253
$
63,784
$
37,705
$
42,781
$
69,349
%
0.60
%
0.60
%
0.60
%
0.60
%
0.60
%
%
2.41
%
3.60
%
3.94
%
3.70
%
3.34
%
%
0.90
%
1.08
%
1.21
%
1.01
%
0.84
%
%
2.11
%
3.12
%
3.33
%
3.29
%
3.10
%
%
133
%
118
%
84
%
70
%
161
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class A
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
9.47
$
9.90
$
9.73
$
9.68
$
9.99
$
10.25
0.48
0.44
0.41
0.29
0.34
(0.40
)
0.14
0.05
(0.27
)
(0.17
)
0.08
0.58
0.46
0.02
0.17
(0.51
)
(0.41
)
(0.41
)
(0.30
)
(0.33
)
(0.03
)
(0.10
)
(0.51
)
(0.41
)
(0.41
)
(0.33
)
(0.43
)
$
$
9.47
$
9.90
$
9.73
$
9.68
$
9.99
%
1.21
%
6.02
%
4.80
%
0.23
%
1.69
%
$
$
23,905
$
28,364
$
30,655
$
38,296
$
48,426
%
0.85
%
0.85
%
0.85
%
0.75
%
0.75
%
%
5.25
%
4.38
%
4.07
%
3.88
%
3.39
%
%
1.01
%
1.01
%
1.01
%
1.03
%
1.05
%
%
5.09
%
4.22
%
3.91
%
3.60
%
3.09
%
%
41
%
102
%
110
%
113
%
118
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 and June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class Y
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
9.43
$
9.87
$
9.70
$
9.65
$
9.96
$
10.22
0.49
0.45
0.42
0.30
0.36
(0.40
)
0.15
0.06
(0.27
)
(0.17
)
0.09
0.60
0.48
0.03
0.19
(0.53
)
(0.43
)
(0.43
)
(0.31
)
(0.35
)
(0.03
)
(0.10
)
(0.53
)
(0.43
)
(0.43
)
(0.34
)
(0.45
)
$
$
9.43
$
9.87
$
9.70
$
9.65
$
9.96
%
1.26
%
6.20
%
4.98
%
0.34
%
1.85
%
$
$
724,531
$
766,932
$
752,984
$
899,175
$
1,074,624
%
0.70
%
0.70
%
0.70
%
0.60
%
0.60
%
%
5.39
%
4.53
%
4.22
%
4.03
%
3.55
%
%
0.76
%
0.76
%
0.76
%
0.78
%
0.80
%
%
5.33
%
4.47
%
4.16
%
3.85
%
3.35
%
%
41
%
102
%
110
%
113
%
118
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class A
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
9.66
$
9.89
$
9.90
$
9.83
$
9.93
$
10.11
0.46
0.45
0.36
0.23
0.27
(0.26
)
(0.03
)
0.09
(0.06
)
(0.16
)
0.20
0.42
0.45
0.17
0.11
(0.43
)
(0.43
)
(0.38
)
(0.27
)
(0.29
)
3
(0.43
)
(0.43
)
(0.38
)
(0.27
)
(0.29
)
$
$
9.66
$
9.89
$
9.90
$
9.83
$
9.93
%
2.22
%
4.30
%
4.60
%
1.75
%
1.08
%
$
$
65,704
$
59,933
$
66,722
$
78,771
$
97,863
%
0.74
%
0.74
%
0.75
%
0.75
%
0.75
%
%
4.87
%
4.48
%
3.61
%
3.11
%
2.68
%
%
1.06
%
1.05
%
1.04
%
1.04
%
1.05
%
%
4.55
%
4.17
%
3.32
%
2.82
%
2.38
%
%
54
%
55
%
47
%
60
%
64
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Includes a tax
return of capital of less than $0.01.
4
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class Y
Shares
2010
1
2009
1
2008
1
2007
1
2006
1,2
2005
1
$
9.67
$
9.89
$
9.91
$
9.83
$
9.93
$
10.11
0.48
0.46
0.37
0.24
0.28
(0.25
)
(0.03
)
0.10
(0.06
)
(0.16
)
0.23
0.43
0.47
0.18
0.12
(0.45
)
(0.45
)
(0.39
)
(0.28
)
(0.29
)
(0.01
)
(0.45
)
(0.45
)
(0.39
)
(0.28
)
(0.30
)
$
$
9.67
$
9.89
$
9.91
$
9.83
$
9.93
%
2.48
%
4.35
%
4.86
%
1.87
%
1.23
%
$
$
315,024
$
257,403
$
311,131
$
454,665
$
625,392
%
0.59
%
0.59
%
0.60
%
0.60
%
0.60
%
%
5.02
%
4.62
%
3.74
%
3.26
%
2.83
%
%
0.81
%
0.80
%
0.79
%
0.79
%
0.80
%
%
4.80
%
4.41
%
3.55
%
3.07
%
2.63
%
%
54
%
55
%
47
%
60
%
64
%
1
Per share data
calculated using average shares outstanding method.
2
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
3
Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class A
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
9.01
$
9.90
$
9.83
$
9.86
$
10.18
$
10.25
0.64
0.49
0.45
0.31
0.43
(0.74
)
0.05
(0.02
)
(0.33
)
(0.07
)
0.10
0.54
0.43
(0.02
)
0.36
(0.63
)
(0.47
)
(0.46
)
(0.30
)
(0.43
)
(0.16
)
(0.79
)
(0.47
)
(0.46
)
(0.30
)
(0.43
)
$
$
9.01
$
9.90
$
9.83
$
9.86
$
10.18
%
0.16
%
5.51
%
4.36
%
(0.17
)%
3.57
%
$
$
13,948
$
15,567
$
13,198
$
15,522
$
19,113
%
1.00
%
0.99
%
1.00
%
1.00
%
1.00
%
%
7.58
%
4.87
%
4.48
%
4.14
%
4.20
%
%
1.13
%
1.11
%
1.13
%
1.17
%
1.25
%
%
7.45
%
4.75
%
4.35
%
3.97
%
3.95
%
%
147
%
124
%
180
%
166
%
285
%
1
Prior to
May 13, 2005, the fund had different principal investment
strategies and was named Corporate Bond Fund.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class B
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
8.97
$
9.86
$
9.80
$
9.82
$
10.14
$
10.21
0.58
0.41
0.38
0.25
0.35
(0.74
)
0.05
(0.02
)
(0.32
)
(0.07
)
(0.16
)
0.46
0.36
(0.07
)
0.28
(0.57
)
(0.40
)
(0.38
)
(0.25
)
(0.35
)
(0.16
)
(0.73
)
(0.40
)
(0.38
)
(0.25
)
(0.35
)
$
$
8.97
$
9.86
$
9.80
$
9.82
$
10.14
%
(0.58
)%
4.65
%
3.69
%
(0.74
)%
2.81
%
$
$
1,719
$
2,384
$
2,272
$
3,657
$
4,395
%
1.75
%
1.74
%
1.75
%
1.75
%
1.75
%
%
6.84
%
4.13
%
3.74
%
3.40
%
3.45
%
%
1.88
%
1.86
%
1.88
%
1.92
%
2.00
%
%
6.71
%
4.01
%
3.61
%
3.23
%
3.20
%
%
147
%
124
%
180
%
166
%
285
%
1
Prior to
May 13, 2005, the fund had different principal investment
strategies and was named Corporate Bond Fund.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class C
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
8.96
$
9.84
$
9.78
$
9.80
$
10.12
$
10.20
0.58
0.42
0.37
0.25
0.35
(0.73
)
0.04
(0.01
)
(0.32
)
(0.07
)
(0.15
)
0.46
0.36
(0.07
)
0.28
(0.57
)
(0.40
)
(0.38
)
(0.25
)
(0.36
)
(0.16
)
(0.73
)
(0.40
)
(0.38
)
(0.25
)
(0.36
)
$
$
8.96
$
9.84
$
9.78
$
9.80
$
10.12
%
(0.48
)%
4.66
%
3.70
%
(0.74
)%
2.71
%
$
$
2,778
$
3,673
$
1,792
$
2,501
$
2,858
%
1.75
%
1.74
%
1.75
%
1.75
%
1.75
%
%
6.77
%
4.22
%
3.73
%
3.40
%
3.46
%
%
1.88
%
1.86
%
1.88
%
1.92
%
2.00
%
%
6.64
%
4.10
%
3.60
%
3.23
%
3.21
%
%
147
%
124
%
180
%
166
%
285
%
1
Prior to
May 13, 2005, the fund had different principal investment
strategies and was named Corporate Bond Fund.
2
Per share data
calculated using average shares outstanding method.
3
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return does
not reflect sales charges. Total return would have been lower
had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class R
Shares
2
2010
3
2009
3
2008
3
2007
3
2006
3,4
2005
3
$
9.07
$
9.95
$
9.88
$
9.90
$
10.23
$
10.29
0.62
0.47
0.43
0.30
0.41
(0.73
)
0.05
(0.02
)
(0.34
)
(0.07
)
(0.11
)
0.52
0.41
(0.04
)
0.34
(0.61
)
(0.45
)
(0.43
)
(0.29
)
(0.40
)
(0.16
)
(0.77
)
(0.45
)
(0.43
)
(0.29
)
(0.40
)
$
$
9.07
$
9.95
$
9.88
$
9.90
$
10.23
%
0.02
%
5.22
%
4.20
%
(0.44
)%
3.40
%
$
$
681
$
293
$
219
$
14
$
3
%
1.25
%
1.24
%
1.25
%
1.25
%
1.25
%
%
7.39
%
4.66
%
4.22
%
4.05
%
3.98
%
%
1.38
%
1.36
%
1.44
%
1.57
%
1.65
%
%
7.26
%
4.54
%
4.03
%
3.73
%
3.58
%
%
147
%
124
%
180
%
166
%
285
%
1
Prior to
May 13, 2005, the fund had different principal investment
strategies and was named Corporate Bond Fund.
2
Prior to
July 1, 2004, Class R shares were named Class S
shares, which had lower fees and expenses.
3
Per share data
calculated using average shares outstanding method.
4
For the nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
5
Includes a tax
return of capital of less than $0.01.
6
Total return would
have been lower had certain expenses not been waived.
i
ii
iii
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
81
82
83
84
85
86
87
88
89
90
91
92
93
94
95
96
97
98
99
100
101
102
A-1
A-2
A-3
A-4
A-5
B-1
B-2
B-3
B-4
B-5
B-6
B-7
B-8
B-9
B-10
B-11
B-12
B-13
B-14
B-15
B-16
B-17
B-18
B-19
B-20
B-21
B-22
B-23
B-24
B-25
1
2
3
4
5
6
7
8
9
Fiscal period
Fiscal period
ended
ended
Fiscal year ended
June 30,
June 30,
September 30,
Class Y
Shares
2010
2
2009
2
2008
2
2007
2
2006
2,3
2005
2
$
9.01
$
9.89
$
9.83
$
9.85
$
10.17
$
10.24
0.66
0.52
0.47
0.33
0.46
(0.73
)
0.04
(0.01
)
(0.33
)
(0.07
)
(0.07
)
0.56
0.46
0.00
0.39
(0.65
)
(0.50
)
(0.48
)
(0.32
)
(0.46
)
(0.16
)
(0.81
)
(0.50
)
(0.48
)
(0.32
)
(0.46
)
$
$
9.01
$
9.89
$
9.83
$
9.85
$
10.17
%
0.52
%
5.67
%
4.73
%
0.02
%
3.83
%
$
$
633,108
$
1,069,211
$
851,513
$
378,338
$
278,777
%
0.75
%
0.74
%
0.75
%
0.75
%
0.75
%
%
7.77
%
5.15
%
4.71
%
4.43
%
4.43
%
%
0.88
%
0.86
%
0.88
%
0.92
%
1.00
%
%
7.64
%
5.03
%
4.58
%
4.26
%
4.18
%
%
147
%
124
%
180
%
166
%
285
%
1
The financial
highlights prior to May 13, 2005 are those of the Corporate
Bond Fund, which changed its principal investment strategies and
changed its name to Total Return Bond Fund on that date.
2
Per share data
calculated using average shares outstanding method.
3
For the
nine-month
period October 1, 2005 to June 30, 2006. Effective in
2006, the funds fiscal year end was changed from
September 30 to June 30. All ratios for the period
have been annualized, except total return and portfolio turnover.
4
Includes a tax
return of capital of less than $0.01.
5
Total return would
have been lower had certain expenses not been waived.
Know who you are and
prevent unauthorized access to your information.
Comply with the laws
and regulations that govern us.
Information about
your identity, such as your name, address, and social security
number.
Information about
your transactions with us.
Information you
provide on applications, such as your beneficiaries and banking
information, if provided to us.
First American
Funds, Inc.
First American
Investment Funds, Inc.
First American
Strategy Funds, Inc.
American Strategic
Income Portfolio Inc.
American Strategic
Income Portfolio Inc. II
American Strategic
Income Portfolio Inc. III
American Select
Portfolio Inc.
American Municipal
Income Portfolio Inc.
Minnesota Municipal
Income Portfolio Inc.
First American
Minnesota Municipal Income Fund II, Inc.
American Income
Fund, Inc.
SEC
file number:
811-05309
PROBOND 10/10
Share Classes/Ticker Symbols
Fund
Class A
Class C
Class Y
FSHAX
FSHYX
FAMBX
FMBCX
FMBIX
FJNTX
FJCTX
FYNTX
FCAAX
FCCAX
FCAYX
FCOAX
FCCOX
FCOYX
FAMAX
FACMX
FAMTX
FJMNX
FCMNX
FYMNX
ARMOX
FFMCX
ARMIX
FNTAX
FNTCX
FNTYX
FOFAX
FOTCX
FOTYX
FOTAX
FORCX
1
1
5
9
13
17
21
25
29
33
37
41
45
46
46
46
47
48
49
49
50
52
52
52
53
56
57
58
59
61
62
63
65
66
Shareholder Fees
(fees paid directly from your investment)
Class A
Class Y
(as a percentage of offering price)
2
.25%
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
None
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.25%
None
%
%
%
%
%
%
( )%
( )%
%
%
Class A
Class Y
$
$
$
$
$
$
$
$
1
Class A share investments of $250,000 or more on which no
front-end sales charge is paid may be subject to a contingent
deferred sales charge (CDSC) of up to 0.60%.
2
The distributor has contractually agreed to limit its
Class A share 12b-1 fees to 0.15% of average daily net
assets through October 31, 2010.
3
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expenses table will
differ from that presented in the Financial
Highlights section of the prospectus.
4
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding
Acquired Fund Fees and Expenses, do not exceed 0.75% and
0.60%, respectively, for Class A and Class Y shares.
These fee waivers and expense reimbursements may be terminated
at any time after October 31, 2011, at the discretion of
the advisor. Prior to that time, such waivers and reimbursements
may not be terminated without the approval of the funds
board of directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
Since
AS OF 12/31/09
Date
One Year
Five Years
Inception
Short Tax Free Fund
10/25/02
4
.53%
2
.34%
2
.40%
4
.53%
2
.34%
2
.38%
3
.80%
2
.39%
2
.43%
10/25/02
7
.11%
2
.96%
2
.87%
Barclays Capital
3-Year
Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
5
.78%
4
.03%
3
.76%
Lipper Short Municipal Debt Funds Category
Average
3
(reflects no deduction for fees, expenses, or taxes)
5
.26%
2
.53%
2
.46%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities between two and four
years.
3
Represents funds that invest primarily in municipal debt issues
with dollar-weighted average maturities of less than three years.
Michael L. Welle, CFA
Fixed-Income Trader, Portfolio Manager
June 2007
Senior Fixed-Income Portfolio Manager
October 2002
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
2.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0.50%
0.50%
0.50%
0.25%
1.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
The distributor has contractually agreed to limit its
Class A share
12b-1
fees
to 0.15% of average daily net assets through October 31,
2010. In addition, the advisor has contractually agreed to
reimburse an amount of Class A share
12b-1
fees
equal to 0.10% of average daily net assets through
October 31, 2011.
3
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
4
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding
Acquired Fund Fees and Expenses, do not exceed 0.75%,
1.35%, and 0.70%, respectively, for Class A, Class C,
and Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
AS OF 12/31/09
Date
One Year
Five Years
Ten Years
Intermediate Tax Free Fund
12/22/87
8
.97%
3
.34%
4
.64%
8
.94%
3
.31%
4
.61%
7
.32%
3
.42%
4
.58%
2/4/94
11
.43%
3
.92%
4
.98%
Barclays Capital 1-15 Year Blend Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
8
.88%
4
.39%
5
.42%
Lipper Intermediate Municipal Debt Funds Category
Average
3
(reflects no deduction for fees, expenses, or taxes)
10
.75%
3
.39%
4
.60%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities between one and
seventeen years.
3
Represents funds that invest primarily in municipal debt issues
with dollar-weighted average maturities of five to ten years.
Christopher L. Drahn, CFA
Senior Fixed-Income Portfolio Manager
February 1994
Head of Tax Exempt Fixed Income
June 2007
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
4
.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1
.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
The advisor has contractually agreed to reimburse an amount of
Class A share 12b-1 fees equal to 0.20% of average daily
net assets through October 31, 2011.
2
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
3
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers, do not exceed
0.75%, 1.35%, and 0.70%, respectively, for Class A,
Class C, and Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
Since
AVERAGE ANNUAL TOTAL RETURNS
Inception
Inception
AS OF
12/31/09
2
Date
One Year
Five Years
Ten Years
(Class C)
Tax Free Fund
11/18/96
21
.49%
2
.65%
4
.83%
N/A
21
.43%
2
.58%
4
.74%
N/A
15
.87%
2
.86%
4
.76%
N/A
9/24/01
25
.26%
3
.05%
N/A
3
.92%
11/18/96
26
.88%
3
.70%
5
.51%
N/A
Barclays Capital Municipal Bond
Index
3
(reflects no deduction for fees, expenses, or taxes)
12
.91%
4
.32%
5
.75%
4
.88%
Lipper General Municipal Debt Funds Category
Average
4
(reflects no deduction for fees, expenses, or taxes)
16
.86%
2
.91%
4
.59%
3
.72%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
Performance presented prior to 9/24/01 represents that of the
Firstar National Municipal Bond Fund, a series of Firstar Funds,
Inc., which merged with the fund on that date.
3
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities of one year or more.
4
Represents funds that invest primarily in municipal debt issues
in the top four credit ratings.
Head of Tax Exempt Fixed Income
September 2001
Senior Fixed-Income Portfolio Manager
June 2007
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
4
.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1
.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
The advisor has contractually agreed to reimburse an amount of
Class A share 12b-1 fees equal to 0.10% of average daily
net assets through October 31, 2011.
3
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
4
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.65%, 1.15%, and
0.50%, respectively, for Class A, Class C, and
Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
Since
AS OF 12/31/09
Date
One Year
Five Years
Inception
California Tax Free Fund
2/1/00
10
.82%
2
.40%
5
.02%
10
.75%
2
.36%
4
.93%
8
.67%
2
.62%
4
.91%
2/1/00
14
.15%
2
.83%
5
.05%
2/1/00
15
.91%
3
.50%
5
.71%
Barclays Capital Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
12
.91%
4
.32%
5
.85%
(reflects no deduction for fees, expenses, or taxes)
17
.67%
2
.75%
4
.77%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities of one year or more.
3
Represents funds that invest primarily in those securities that
provide income that is exempt from taxation in California.
Christopher L. Drahn, CFA
Senior Fixed-Income Portfolio Manager
February 2000
Michael S. Hamilton
Senior Fixed-Income Portfolio Manager
December 2002
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
4
.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1
.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
3
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.75%, 1.15%, and
0.50%, respectively, for Class A, Class C, and
Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
Since
AS OF 12/31/09
Date
One Year
Five Years
Inception
Colorado Tax Free Fund
2/1/00
12
.05%
1
.98%
4
.85%
11
.88%
1
.78%
4
.71%
9
.61%
2
.26%
4
.79%
2/1/00
15
.62%
2
.47%
4
.89%
2/1/00
17
.40%
3
.15%
5
.59%
Barclays Capital Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
12
.91%
4
.32%
5
.85%
Lipper Colorado Municipal Debt Funds Category
Average
3
(reflects no deduction for fees, expenses, or taxes)
15
.97%
3
.03%
5
.00%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities of one year or more.
3
Represents funds that invest primarily in those securities that
provide income that is exempt from taxation in Colorado.
Senior Fixed-Income Portfolio Manager
February 2000
Fixed-Income Trader, Portfolio Manager
June 2007
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
2
.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1
.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
The distributor has contractually agreed to limit its
Class A share
12b-1
fees
to 0.15% of average daily net assets through October 31,
2010. In addition, the advisor has contractually agreed to
reimburse an amount of Class A share
12b-1
fees
equal to 0.10% of average daily net assets through
October 31, 2011.
3
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
4
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.75%, 1.35%, and
0.70%, respectively, for Class A, Class C, and
Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
AS OF 12/31/09
Date
One Year
Five Years
Ten Years
Minnesota Intermediate Tax Free Fund
2/25/94
10
.02%
3
.22%
4
.47%
8
.94%
3
.31%
4
.61%
7
.90%
3
.29%
4
.40%
2/25/94
12
.54%
3
.81%
4
.81%
Barclays Capital 1-15 Year Blend Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
8
.88%
4
.39%
5
.42%
Lipper Other States Intermediate Municipal Debt Funds Category
Average
3
(reflects no deduction for fees, expenses, or taxes)
8
.80%
3
.20%
4
.36%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities between one and
seventeen years.
3
Represents funds that invest primarily in municipal debt issues
with dollar-weighted average maturities of five to ten years
that are exempt from taxation on a specified state basis.
Christopher L. Drahn, CFA
Senior Fixed-Income Portfolio Manager
February 1994
Head of Tax Exempt Fixed Income
July 1998
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
4
.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1
.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
The advisor has contractually agreed to reimburse an amount of
Class A share 12b-1 fees equal to 0.10% of average daily
net assets through October 31, 2011.
3
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
4
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.85%, 1.35%, and
0.70%, respectively, for Class A, Class C, and
Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
AS OF 12/31/09
Date
One Year
Five Years
Ten Years
Minnesota Tax Free Fund
7/11/88
15
.34%
2
.75%
4
.52%
15
.32%
2
.69%
4
.46%
11
.56%
2
.92%
4
.49%
2/1/99
18
.83%
3
.19%
4
.52%
8/1/97
20
.53%
3
.85%
5
.21%
(reflects no deduction for fees, expenses, or taxes)
12
.91%
4
.32%
5
.75%
(reflects no deduction for fees, expenses, or taxes)
16
.65%
3
.46%
4
.88%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities of one year or more.
3
Represents funds that invest primarily in those securities that
provide income that is exempt from taxation in Minnesota.
Douglas J. White, CFA
Head of Tax Exempt Fixed Income
July 1988
Senior Fixed-Income Portfolio Manager
February 2001
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
4
.25%
None
None
None
1
.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
The advisor has contractually agreed to reimburse an amount of
Class A share 12b-1 fees equal to 0.10% of average daily
net assets through October 31, 2011.
3
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
4
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.85%, 1.35%, and
0.70%, respectively, for Class A, Class C, and
Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
Since Inception
AS OF
12/31/09
2
Date
One Year
Five Years
Ten Years
(Class C)
Missouri Tax Free Fund
9/28/90
11
.60%
2
.52%
4
.40%
N/A
9/24/01
15
.04%
2
.99%
N/A
3
.58%
7/15/88
16
.83%
3
.66%
5
.15%
N/A
16
.70%
3
.57%
5
.05%
N/A
12
.83%
3
.71%
5
.02%
N/A
Barclays Capital Municipal Bond
Index
3
(reflects no deduction for fees, expenses, or taxes)
12
.91%
4
.32%
5
.75%
4
.88%
Lipper Other States Municipal Debt Funds Category
17
.56%
3
.16%
4
.88%
3
.88%
Average
4
(reflects no deduction for fees, expenses, or taxes)
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
Performance presented prior to 9/24/01 represents that of the
Firstar Missouri Tax-Exempt Bond Fund, a series of Firstar
Funds, Inc., which merged into the fund on that date. The
Firstar Missouri Tax-Exempt Bond Fund was organized on 12/11/00
and, prior to that, was a separate series of Mercantile Mutual
Funds, Inc.
3
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities of one year or more.
4
Represents funds that invest primarily in those securities that
provide income that is exempt from taxation in a specified state.
Christopher L. Drahn, CFA
Senior Fixed-Income Portfolio Manager
December 2002
Douglas J. White, CFA
Head of Tax Exempt Fixed Income
September 2001
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
4
.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1
.00%
None
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
Class C
assuming
assuming no
redemption
redemption
at end of
at end of
Class A
each period
each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
3
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.75%, 1.15%, and
0.50%, respectively, for Class A, Class C, and
Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
Since
AS OF 12/31/09
Date
One Year
Five Years
Inception
Nebraska Tax Free Fund
2/28/01
11
.97%
2
.71%
4
.04%
11
.97%
2
.67%
4
.01%
9
.35%
2
.88%
4
.03%
2/28/01
15
.43%
3
.19%
4
.08%
2/28/01
17
.16%
3
.84%
4
.80%
Barclays Capital Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
12
.91%
4
.32%
5
.05%
Lipper Other States Municipal Debt Funds Category
Average
3
(reflects no deduction for fees, expenses, or taxes)
16
.34%
3
.21%
4
.07%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities of one year or more.
3
Represents funds that invest primarily in those securities that
provide income that is exempt from taxation in a specified state.
Fixed-Income Trader, Portfolio Manager
June 2007
Senior Fixed-Income Portfolio Manager
February 2001
Shareholder Fees
(fees paid directly from your investment)
Class A
Class C
Class Y
(as a percentage of offering price)
4
.25%
None
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
1
.00%
None
(for accounts under $1,000)
$15
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the
value of your investment)
0
.50%
0
.50%
0
.50%
0
.25%
1
.00%
None
%
%
%
%
%
%
%
%
%
( )%
( )%
( )%
%
%
%
Class C
assuming
Class C
redemption
assuming no
at end of
redemption at end
Class A
each period
of each period
Class Y
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%. The CDSC on
Class C shares applies only to redemptions within one year
of purchase.
2
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
3
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.75%, 1.15%, and
0.50%, respectively, for Class A, Class C, and
Class Y shares. These fee waivers and expense
reimbursements may be terminated at any time after
October 31, 2011, at the discretion of the advisor. Prior
to that time, such waivers and reimbursements may not be
terminated without the approval of the funds board of
directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
Since
as of 12/31/09
Date
One Year
Five Years
Inception
Ohio Tax Free Fund
4/30/02
10
.10%
2
.69%
3
.81%
10
.10%
2
.67%
3
.75%
8
.01%
2
.82%
3
.77%
4/30/02
13
.48%
3
.15%
3
.82%
4/30/02
15
.35%
3
.84%
4
.65%
Barclays Capital Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
12
.91%
4
.32%
4
.94%
Lipper Ohio Municipal Debt Funds Category
Average
3
(reflects no deduction for fees, expenses, or taxes)
14
.57%
3
.33%
3
.95%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities of one year or more.
3
Represents funds that invest primarily in those securities that
provide income that is exempt from taxation in Ohio.
Michael S. Hamilton
Senior Fixed-Income Portfolio Manager
December 2002
Senior Fixed-Income Portfolio Manager
April 2002
Shareholder Fees
(fees paid directly from your investment)
Class A
Class Y
(as a percentage of offering price)
2.25%
None
(as a percentage of original purchase price or redemption
proceeds, whichever is
less)
1
None
None
$15
None
Annual Fund Operating Expenses
(expenses that you pay each year as a percentage of the value
of your investment)
0.50%
0.50%
0.25%
None
%
%
%
%
%
%
( )%
( )%
%
%
Class A
Class Y
$
$
$
$
$
$
$
$
1
Class A share investments of $1 million or more on
which no front-end sales charge is paid may be subject to a
contingent deferred sales charge (CDSC) of up to 1%.
2
The distributor has contractually agreed to limit its
Class A share 12b-1 fees to 0.15% of average daily net
assets through October 31, 2010.
3
In addition to the operating expenses that the fund bears
directly, the funds shareholders indirectly bear the
expenses of affiliated and unaffiliated funds in which the fund
invests (the acquired funds). Since acquired fund
fees and expenses are not directly borne by the fund, they are
not reflected in the funds financial statements, with the
result that the information presented in the expense table will
differ from that presented in the Financial
Highlights section of the prospectus.
4
The advisor has contractually agreed to waive fees and reimburse
other fund expenses through October 31, 2011, so that total
annual fund operating expenses, after waivers and excluding any
acquired fund fees and expenses, do not exceed 0.85% and 0.70%,
respectively, for Class A and Class Y shares. These
fee waivers and expense reimbursements may be terminated at any
time after October 31, 2011, at the discretion of the
advisor. Prior to that time, such waivers and reimbursements may
not be terminated without the approval of the funds board
of directors.
general obligation bonds;
revenue bonds;
participation interests in municipal leases; and
zero coupon municipal securities.
AVERAGE ANNUAL TOTAL RETURNS
Inception
AS OF 12/31/09
Date
One Year
Five Years
Ten Years
Oregon Intermediate Tax Free Fund
2/1/99
7.66
%
2.99
%
4.33
%
10/31/86
10.21
%
3.63
%
4.70
%
10.18
%
3.59
%
4.66
%
8.02
%
3.63
%
4.61
%
Barclays Capital 1-15 Year Blend Municipal Bond
Index
2
(reflects no deduction for fees, expenses, or taxes)
8.88
%
4.39
%
5.42
%
8.80
%
3.20
%
4.36
%
1
Total return for the period 1/1/10 through 9/30/10
was %.
2
An unmanaged index comprised of fixed-rate, investment-grade
tax-exempt bonds with remaining maturities between one and
seventeen years.
3
Represents funds that invest primarily in municipal debt issues
with dollar-weighted average maturities of five to ten years
that are exempt from taxation on a specified state basis.
Michael S. Hamilton
Senior Fixed-Income Portfolio Manager
May 1997
Christopher L. Drahn, CFA
Senior Fixed-Income Portfolio Manager
July 1998
Phone
Regular Mail
Overnight Express
Mail
800-677-FUND
First American Funds
First American Funds
P.O. Box 3011
615 East Michigan Street
Milwaukee, WI 53201-3011
Milwaukee, WI 53202
Share Class
Fund
A
C
Y
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
Front-End
Contingent Deferred
Sales Charge
Sales Charge
Annual 12b-1 Fees
(FESC)
(CDSC)
(as a% of net assets)
2.25%-4.25%
1
None
2
0.25%
None
1.00%
4
0.65%
None
None
None
1
The FESC is reduced for larger purchases. See Determining
Your Share Price Class A Shares below.
2
Class A share investments of $1 million or more
($250,000 or more for Short Tax Free Fund) on which no FESC is
paid may be subject to a CDSC of up to 1% (up to 0.60% for Short
Tax Free Fund).
3
Class C shares do not convert to Class A shares so
they will continue to have higher annual expenses than
Class A shares for as long as you hold them.
4
A 1% CDSC applies if you redeem your Class C shares within
12 months of purchase.
Annual 12b-1 Fees
(as a% of
average daily net assets)
Distribution
Shareholder
Fee
Servicing Fee
None
0.25%
0.40%
0.25%
None
None
Sales Charge
As a % of
As a % of Net
Purchase Amount
Offering Price
Amount Invested
2.25%
2.30%
2.00%
2.04%
1.25%
1.27%
0.00%
0.00%
Sales Charge
As a % of
As a % of
Purchase Amount
Offering Price
Net Amount Invested
2.25%
2.30%
2.00%
2.04%
1.75%
1.78%
1.25%
1.27%
1.00%
1.01%
0.00%
0.00%
Sales Charge
As a % of
As a % of Net
Purchase Amount
Offering Price
Amount Invested
4.25%
4.44%
4.00%
4.17%
3.50%
3.63%
2.50%
2.56%
2.00%
2.04%
0.00%
0.00%
All of your accounts at your financial intermediary.
All of your accounts at any other financial intermediary.
All accounts of any related party (such as a spouse or dependent
child) held with any financial intermediary.
Directors, full-time employees and retirees of the advisor and
its affiliates.
Current and retired officers and directors of the funds.
Full-time employees of any broker-dealer authorized to sell fund
shares.
Full-time employees of the funds counsel.
Members of the immediate families of any of the foregoing (i.e.,
a spouse or domestic partner and any dependent children).
Persons who purchase the funds through one-stop
mutual fund networks through which the funds are made available.
Persons participating in a fee-based program sponsored and
maintained by a registered broker-dealer.
Trust companies and bank trust departments acting in a
fiduciary, advisory, agency, custodial or similar capacity.
Group retirement and employee benefit plans.
Redemptions following the death or disability (as defined in the
Internal Revenue Code) of a shareholder.
Redemptions that equal the minimum required distribution from an
IRA or other retirement plan to a shareholder who has reached
the age of
70
1
/
2
.
Redemptions through a systematic withdrawal plan, at a rate of
up to 12% a year of your accounts value. The systematic
withdrawal limit will be based on the market value of your
account at the time of each withdrawal.
Redemptions required as a result of over-contribution to an IRA
plan.
Regular U.S. Mail:
Overnight Express
Mail:
First American Funds
First American Funds
615 East Michigan Street
Milwaukee, WI 53202
All purchases must be drawn on a bank located within the United
States and payable in U.S. dollars to First American Funds.
Cash, money orders, cashiers checks in amounts less than
$10,000, third-party checks, Treasury checks, credit card
checks, travelers checks, starter checks, and credit cards
will not be accepted. We are unable to accept post dated checks,
post dated on-line bill pay checks, or any conditional order or
payment.
If a check or ACH transaction does not clear your bank, the
funds reserve the right to cancel the purchase, and you may be
charged a fee of $25 per check or transaction. You could be
liable for any losses or fees incurred by the fund as a result
of your check or ACH transaction failing to clear.
by having $100 or more automatically withdrawn from your bank
account on a periodic basis and invested in additional shares of
the fund, or
through automatic monthly exchanges into the fund from another
First American fund of the same class.
Regular U.S. Mail:
Overnight Express
Mail:
First American Funds
First American Funds
615 East Michigan Street
Milwaukee, WI 53202
name of the fund
account number
dollar amount or number of shares redeemed
name on the account
signatures of all registered account owners
you would like redemption proceeds to be paid to any person,
address, or bank account other than that on record.
you would like the redemption check mailed to an address other
than the address on the funds records, or you have changed
the address on the funds records within the last
30 days.
your redemption request is in excess of $50,000.
bank information related to an automatic investment plan,
telephone purchase or telephone redemption has changed.
You may exchange your Class A shares for Class Y
shares of the same or another First American fund if you
subsequently become eligible to purchase Class Y shares.
If you are no longer eligible to hold Class Y shares, you
may exchange your shares for Class A shares at net asset
value. Class A shares have higher expenses than Class Y
shares.
Securities, including securities traded in foreign markets,
where an event occurs after the close of the market in which
such security principally trades, but before NAV is determined,
that will affect the value of such security, or the closing
value is otherwise deemed unreliable;
Securities whose trading has been halted or suspended;
Fixed-income securities that have gone into default and for
which there is no current market value quotation; and
Securities with limited liquidity, including certain high-yield
securities or securities that are restricted as to transfer or
resale.
Maximum Reallowance
Purchase Amount
as a % of Purchase Price
2.00%
1.75%
1.00%
0.00%
Maximum Reallowance
Purchase Amount
as a % of Purchase Price
2.00%
1.75%
1.50%
1.00%
0.75%
0.00%
Maximum Reallowance
Purchase Amount
as a % of Purchase Price
4.00%
3.75%
3.25%
2.25%
1.75%
0.00%
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.74
$
9.79
$
9.70
$
9.68
$
9.78
$
9.96
0.28
0.30
0.28
0.19
0.24
(0.07
)
0.10
0.03
(0.09
)
(0.17
)
0.21
0.40
0.31
0.10
0.07
(0.26
)
(0.31
)
(0.29
)
(0.20
)
(0.25
)
(0.26
)
(0.31
)
(0.29
)
(0.20
)
(0.25
)
$
$
9.74
$
9.79
$
9.70
$
9.68
$
9.78
%
2.17
%
4.17
%
3.22
%
1.02
%
0.67
%
$
$
3,376
$
2,308
$
2,410
$
3,321
$
4,103
%
0.75
%
0.75
%
0.75
%
0.75
%
0.75
%
%
2.71
%
3.05
%
2.94
%
2.65
%
2.46
%
%
1.11
%
1.11
%
1.08
%
1.08
%
1.06
%
%
2.35
%
2.69
%
2.61
%
2.32
%
2.15
%
%
70
%
58
%
57
%
22
%
37
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Short Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.74
$
9.79
$
9.70
$
9.68
$
9.78
$
9.96
0.27
0.31
0.31
0.21
0.26
(0.05
)
0.10
0.01
(0.10
)
(0.18
)
0.22
0.41
0.32
0.11
0.08
(0.27
)
(0.32
)
(0.30
)
(0.21
)
(0.26
)
(0.27
)
(0.32
)
(0.30
)
(0.21
)
(0.26
)
$
$
9.74
$
9.79
$
9.70
$
9.68
$
9.78
%
2.32
%
4.33
%
3.37
%
1.13
%
0.83
%
$
$
178,950
$
143,985
$
161,468
$
235,900
$
329,647
%
0.60
%
0.60
%
0.60
%
0.60
%
0.60
%
%
2.84
%
3.20
%
3.09
%
2.80
%
2.62
%
%
0.86
%
0.86
%
0.83
%
0.83
%
0.81
%
%
2.58
%
2.94
%
2.86
%
2.57
%
2.41
%
%
70
%
58
%
57
%
22
%
37
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
10.46
$
10.51
$
10.63
$
10.63
$
10.92
$
11.18
0.45
0.44
0.44
0.32
0.44
(0.03
)
(0.09
)
0.01
(0.26
)
(0.19
)
0.42
0.35
0.45
0.06
0.25
(0.46
)
(0.43
)
(0.44
)
(0.32
)
(0.45
)
(0.01
)
(0.04
)
(0.01
)
(0.03
)
(0.06
)
(0.47
)
(0.47
)
(0.45
)
(0.35
)
(0.51
)
$
$
10.46
$
10.51
$
10.63
$
10.63
$
10.92
%
4.09
%
3.33
%
4.27
%
0.56
%
2.31
%
$
$
35,017
$
27,554
$
29,687
$
32,521
$
34,658
%
0.75
%
0.77
%
0.85
%
0.85
%
0.85
%
%
4.29
%
4.10
%
4.08
%
3.95
%
3.98
%
%
1.02
%
1.02
%
1.02
%
1.05
%
1.05
%
%
4.02
%
3.85
%
3.91
%
3.75
%
3.78
%
%
13
%
19
%
27
%
15
%
15
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
10.43
$
10.49
$
10.61
$
10.61
$
10.90
$
11.16
0.45
0.44
0.45
0.33
0.46
(0.04
)
(0.08
)
0.01
(0.26
)
(0.19
)
0.41
0.36
0.46
0.07
0.27
(0.46
)
(0.44
)
(0.45
)
(0.33
)
(0.47
)
(0.01
)
(0.04
)
(0.01
)
(0.03
)
(0.06
)
(0.47
)
(0.48
)
(0.46
)
(0.36
)
(0.53
)
$
$
10.43
$
10.49
$
10.61
$
10.61
$
10.90
%
4.05
%
3.41
%
4.43
%
0.67
%
2.47
%
$
$
642,395
$
630,820
$
554,618
$
596,306
$
641,141
%
0.70
%
0.70
%
0.70
%
0.70
%
0.70
%
%
4.34
%
4.17
%
4.23
%
4.10
%
4.13
%
%
0.77
%
0.77
%
0.77
%
0.80
%
0.80
%
%
4.27
%
4.10
%
4.16
%
4.00
%
4.03
%
%
13
%
19
%
27
%
15
%
15
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.65
$
10.26
$
10.77
$
10.86
$
11.10
$
11.18
0.48
0.45
0.45
0.35
0.47
(0.59
)
(0.46
)
(0.20
)
0.03
(0.11
)
(0.01
)
0.45
0.15
0.50
(0.48
)
(0.44
)
(0.45
)
(0.35
)
(0.47
)
(0.02
)
(0.06
)
(0.09
)
(0.04
)
(0.11
)
(0.50
)
(0.50
)
(0.54
)
(0.39
)
(0.58
)
$
$
9.65
$
10.26
$
10.77
$
10.86
$
11.10
%
(0.80
)%
(0.05
)%
4.16
%
1.37
%
4.51
%
$
$
35,276
$
35,557
$
37,760
$
36,519
$
38,205
%
0.75
%
0.78
%
0.95
%
0.95
%
0.95
%
%
5.07
%
4.28
%
4.08
%
4.28
%
4.20
%
%
1.04
%
1.02
%
1.03
%
1.06
%
1.06
%
%
4.78
%
4.04
%
4.00
%
4.17
%
4.09
%
%
34
%
52
%
31
%
13
%
8
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class C Shares
2010
2009
2008
2007
2006
1
2005
$
9.61
$
10.21
$
10.72
$
10.81
$
11.05
$
11.13
0.42
0.39
0.40
0.32
0.42
(0.57
)
(0.45
)
0.01
(0.20
)
0.03
(0.15
)
(0.06
)
0.41
0.12
0.45
(0.43
)
(0.39
)
(0.41
)
(0.32
)
(0.42
)
(0.02
)
(0.06
)
(0.09
)
(0.04
)
(0.11
)
(0.45
)
(0.45
)
(0.50
)
(0.36
)
(0.53
)
$
$
9.61
$
10.21
$
10.72
$
10.81
$
11.05
%
(1.30
)%
(0.61
)%
3.76
%
1.06
%
4.13
%
$
$
3,442
$
3,104
$
2,495
$
2,210
$
2,712
%
1.35
%
1.35
%
1.35
%
1.35
%
1.35
%
%
4.48
%
3.72
%
3.67
%
3.87
%
3.80
%
%
1.44
%
1.43
%
1.51
%
1.81
%
1.81
%
%
4.39
%
3.64
%
3.51
%
3.41
%
3.34
%
%
34
%
52
%
31
%
13
%
8
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.66
$
10.27
$
10.78
$
10.87
$
11.11
$
11.19
0.49
0.46
0.48
0.37
0.50
(0.59
)
(0.46
)
(0.20
)
0.02
(0.10
)
0.48
0.17
0.52
(0.49
)
(0.45
)
(0.48
)
(0.37
)
(0.49
)
(0.02
)
(0.06
)
(0.09
)
(0.04
)
(0.11
)
(0.51
)
(0.51
)
(0.57
)
(0.41
)
(0.60
)
$
$
9.66
$
10.27
$
10.78
$
10.87
$
11.11
%
(0.75
)%
0.04
%
4.42
%
1.57
%
4.77
%
$
$
381,048
$
448,774
$
539,360
$
455,910
$
436,303
%
0.70
%
0.70
%
0.70
%
0.70
%
0.70
%
%
5.10
%
4.36
%
4.32
%
4.53
%
4.45
%
%
0.79
%
0.78
%
0.78
%
0.81
%
0.81
%
%
5.01
%
4.28
%
4.24
%
4.42
%
4.34
%
%
34
%
52
%
31
%
13
%
8
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
10.27
$
10.71
$
10.98
$
10.96
$
11.24
$
11.40
0.46
0.46
0.45
0.33
0.44
(0.44
)
(0.23
)
0.06
(0.26
)
(0.05
)
0.02
0.23
0.51
0.07
0.39
(0.46
)
(0.46
)
(0.45
)
(0.33
)
(0.44
)
(0.04
)
(0.04
)
(0.02
)
(0.11
)
(0.46
)
(0.50
)
(0.49
)
(0.35
)
(0.55
)
$
$
10.27
$
10.71
$
10.98
$
10.96
$
11.24
%
0.29
%
2.11
%
4.62
%
0.63
%
3.50
%
$
$
16,417
$
12,076
$
11,375
$
10,783
$
11,888
%
0.65
%
0.67
%
0.75
%
0.75
%
0.75
%
%
4.51
%
4.19
%
4.00
%
3.99
%
3.88
%
%
1.28
%
1.46
%
1.46
%
1.34
%
1.15
%
%
3.88
%
3.40
%
3.29
%
3.40
%
3.48
%
%
27
%
45
%
36
%
24
%
14
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class C Shares
2010
2009
2008
2007
2006
1
2005
$
10.28
$
10.72
$
10.99
$
10.97
$
11.25
$
11.41
0.41
0.40
0.41
0.30
0.40
(0.44
)
(0.22
)
0.05
(0.26
)
(0.05
)
(0.03
)
0.18
0.46
0.04
0.35
(0.41
)
(0.41
)
(0.40
)
(0.30
)
(0.40
)
(0.04
)
(0.04
)
(0.02
)
(0.11
)
(0.41
)
(0.45
)
(0.44
)
(0.32
)
(0.51
)
$
$
10.28
$
10.72
$
10.99
$
10.97
$
11.25
%
(0.21
)%
1.61
%
4.17
%
0.33
%
3.11
%
$
$
4,064
$
2,480
$
1,507
$
3,592
$
3,068
%
1.15
%
1.15
%
1.15
%
1.15
%
1.15
%
%
4.01
%
3.68
%
3.60
%
3.60
%
3.47
%
(excluding waivers)
%
1.68
%
1.85
%
1.98
%
2.09
%
1.90
%
%
3.48
%
2.98
%
2.77
%
2.66
%
2.72
%
%
27
%
45
%
36
%
24
%
14
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
California Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
10.27
$
10.71
$
10.98
$
10.97
$
11.25
$
11.40
0.48
0.48
0.47
0.35
0.47
(0.45
)
(0.23
)
0.05
(0.26
)
(0.04
)
0.03
0.25
0.52
0.09
0.43
(0.47
)
(0.48
)
(0.47
)
(0.35
)
(0.47
)
(0.04
)
(0.04
)
(0.02
)
(0.11
)
(0.47
)
(0.52
)
(0.51
)
(0.37
)
(0.58
)
$
$
10.27
$
10.71
$
10.98
$
10.97
$
11.25
%
0.44
%
2.28
%
4.78
%
0.82
%
3.85
%
$
$
77,616
$
30,485
$
24,835
$
21,767
$
19,556
%
0.50
%
0.50
%
0.50
%
0.50
%
0.50
%
%
4.62
%
4.36
%
4.25
%
4.24
%
4.12
%
%
1.03
%
1.20
%
1.21
%
1.09
%
0.90
%
%
4.09
%
3.66
%
3.54
%
3.65
%
3.72
%
%
27
%
45
%
36
%
24
%
14
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.60
$
10.28
$
10.61
$
10.73
$
11.30
$
11.52
0.41
0.48
0.46
0.35
0.49
(0.56
)
(0.33
)
(0.02
)
(0.26
)
(0.11
)
(0.15
)
0.15
0.44
0.09
0.38
(0.45
)
(0.45
)
(0.48
)
(0.34
)
(0.51
)
(0.08
)
(0.03
)
(0.08
)
(0.32
)
(0.09
)
(0.53
)
(0.48
)
(0.56
)
(0.66
)
(0.60
)
$
$
9.60
$
10.28
$
10.61
$
10.73
$
11.30
%
(1.20
)%
1.52
%
4.13
%
0.77
%
3.36
%
$
$
11,088
$
5,815
$
8,788
$
8,507
$
8,362
%
0.75
%
0.75
%
0.75
%
0.75
%
0.75
%
%
4.58
%
4.40
%
4.27
%
4.30
%
4.23
%
(excluding waivers)
%
1.45
%
1.80
%
1.75
%
1.52
%
1.18
%
%
3.88
%
3.35
%
3.27
%
3.53
%
3.80
%
%
41
%
49
%
47
%
35
%
30
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class C Shares
2010
2009
2008
2007
2006
1
2005
$
9.57
$
10.26
$
10.59
$
10.71
$
11.28
$
11.50
0.41
0.42
0.42
0.32
0.43
(0.61
)
(0.31
)
(0.02
)
(0.27
)
(0.10
)
(0.20
)
0.11
0.40
0.05
0.33
(0.41
)
(0.41
)
(0.44
)
(0.30
)
(0.46
)
(0.08
)
(0.03
)
(0.08
)
(0.32
)
(0.09
)
(0.49
)
(0.44
)
(0.52
)
(0.62
)
(0.55
)
$
$
9.57
$
10.26
$
10.59
$
10.71
$
11.28
%
(1.70
)%
1.12
%
3.72
%
0.47
%
2.95
%
$
$
2,891
$
2,859
$
2,888
$
3,007
$
3,423
%
1.15
%
1.15
%
1.15
%
1.15
%
1.15
%
%
4.19
%
3.98
%
3.87
%
3.90
%
3.83
%
(excluding waivers)
%
1.85
%
2.20
%
2.24
%
2.27
%
1.93
%
%
3.49
%
2.93
%
2.78
%
2.78
%
3.05
%
%
41
%
49
%
47
%
35
%
30
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Colorado Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.62
$
10.29
$
10.63
$
10.75
$
11.32
$
11.53
0.44
0.49
0.50
0.37
0.51
(0.58
)
(0.32
)
(0.03
)
(0.26
)
(0.09
)
(0.14
)
0.17
0.47
0.11
0.42
(0.45
)
(0.48
)
(0.51
)
(0.36
)
(0.54
)
(0.08
)
(0.03
)
(0.08
)
(0.32
)
(0.09
)
(0.53
)
(0.51
)
(0.59
)
(0.68
)
(0.63
)
$
$
9.62
$
10.29
$
10.63
$
10.75
$
11.32
%
(0.85
)%
1.67
%
4.39
%
0.96
%
3.70
%
$
$
51,521
$
15,889
$
13,477
$
10,181
$
8,363
%
0.50
%
0.50
%
0.50
%
0.50
%
0.50
%
%
4.81
%
4.63
%
4.51
%
4.58
%
4.48
%
%
1.20
%
1.55
%
1.50
%
1.27
%
0.93
%
%
4.11
%
3.58
%
3.51
%
3.81
%
4.05
%
%
41
%
49
%
47
%
35
%
30
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.67
$
9.75
$
9.83
$
9.88
$
10.16
$
10.34
0.38
0.39
0.39
0.29
0.39
(0.05
)
(0.05
)
(0.01
)
(0.22
)
(0.15
)
0.33
0.34
0.38
0.07
0.24
(0.38
)
(0.39
)
(0.38
)
(0.29
)
(0.39
)
(0.03
)
(0.03
)
(0.05
)
(0.06
)
(0.03
)
(0.41
)
(0.42
)
(0.43
)
(0.35
)
(0.42
)
$
$
9.67
$
9.75
$
9.83
$
9.88
$
10.16
%
3.53
%
3.53
%
3.87
%
0.74
%
2.33
%
$
$
23,019
$
22,059
$
21,153
$
26,526
$
32,326
%
0.75
%
0.77
%
0.85
%
0.85
%
0.85
%
%
4.00
%
3.95
%
3.86
%
3.85
%
3.78
%
%
1.07
%
1.07
%
1.07
%
1.08
%
1.06
%
%
3.68
%
3.65
%
3.64
%
3.62
%
3.57
%
%
18
%
15
%
18
%
11
%
15
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.62
$
9.69
$
9.78
$
9.83
$
10.11
$
10.29
0.39
0.39
0.40
0.30
0.40
(0.04
)
(0.05
)
(0.22
)
(0.15
)
0.35
0.34
0.40
0.08
0.25
(0.39
)
(0.40
)
(0.40
)
(0.30
)
(0.40
)
(0.03
)
(0.03
)
(0.05
)
(0.06
)
(0.03
)
(0.42
)
(0.43
)
(0.45
)
(0.36
)
(0.43
)
$
$
9.62
$
9.69
$
9.78
$
9.83
$
10.11
%
3.71
%
3.51
%
4.05
%
0.85
%
2.50
%
$
$
172,440
$
175,681
$
168,920
$
175,485
$
197,251
%
0.70
%
0.70
%
0.70
%
0.70
%
0.70
%
%
4.04
%
4.02
%
4.01
%
4.00
%
3.93
%
%
0.82
%
0.82
%
0.82
%
0.83
%
0.81
%
%
3.92
%
3.90
%
3.89
%
3.87
%
3.82
%
%
18
%
15
%
18
%
11
%
15
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.98
$
10.48
$
10.93
$
10.97
$
11.21
$
11.23
0.43
0.44
0.46
0.35
0.45
(0.44
)
(0.38
)
(0.02
)
(0.21
)
0.03
(0.01
)
0.06
0.44
0.14
0.48
(0.43
)
(0.45
)
(0.45
)
(0.35
)
(0.45
)
(0.06
)
(0.06
)
(0.03
)
(0.03
)
(0.05
)
(0.49
)
(0.51
)
(0.48
)
(0.38
)
(0.50
)
$
$
9.98
$
10.48
$
10.93
$
10.97
$
11.21
%
0.07
%
0.54
%
4.05
%
1.28
%
4.42
%
$
$
87,218
$
102,089
$
106,732
$
101,142
$
106,783
%
0.85
%
0.87
%
0.95
%
0.95
%
0.95
%
%
4.32
%
4.14
%
4.10
%
4.15
%
4.04
%
%
1.11
%
1.10
%
1.10
%
1.10
%
1.06
%
%
4.06
%
3.91
%
3.95
%
4.00
%
3.93
%
%
28
%
37
%
20
%
11
%
16
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class C Shares
2010
2009
2008
2007
2006
1
2005
$
9.94
$
10.44
$
10.89
$
10.93
$
11.17
$
11.19
0.38
0.40
0.42
0.31
0.41
(0.44
)
(0.39
)
(0.02
)
(0.20
)
0.03
(0.06
)
0.01
0.40
0.11
0.44
(0.38
)
(0.40
)
(0.41
)
(0.32
)
(0.41
)
(0.06
)
(0.06
)
(0.03
)
(0.03
)
(0.05
)
(0.44
)
(0.46
)
(0.44
)
(0.35
)
(0.46
)
$
$
9.94
$
10.44
$
10.89
$
10.93
$
11.17
%
(0.42
)%
0.06
%
3.65
%
0.98
%
4.02
%
$
$
20,489
$
20,061
$
14,221
$
10,359
$
9,841
%
1.35
%
1.35
%
1.35
%
1.35
%
1.35
%
%
3.82
%
3.63
%
3.69
%
3.75
%
3.64
%
%
1.51
%
1.50
%
1.58
%
1.85
%
1.81
%
%
3.66
%
3.48
%
3.46
%
3.25
%
3.18
%
%
28
%
37
%
20
%
11
%
16
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Minnesota Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.97
$
10.47
$
10.92
$
10.96
$
11.20
$
11.22
0.44
0.46
0.48
0.36
0.48
(0.44
)
(0.38
)
(0.01
)
(0.20
)
0.03
0.08
0.47
0.16
0.51
(0.44
)
(0.47
)
(0.48
)
(0.37
)
(0.48
)
(0.06
)
(0.06
)
(0.03
)
(0.03
)
(0.05
)
(0.50
)
(0.53
)
(0.51
)
(0.40
)
(0.53
)
$
$
9.97
$
10.47
$
10.92
$
10.96
$
11.20
%
0.23
%
0.71
%
4.31
%
1.47
%
4.69
%
$
$
42,093
$
44,993
$
56,181
$
48,760
$
46,471
%
0.70
%
0.70
%
0.70
%
0.70
%
0.70
%
%
4.47
%
4.32
%
4.35
%
4.40
%
4.29
%
%
0.86
%
0.85
%
0.85
%
0.85
%
0.81
%
%
4.31
%
4.17
%
4.20
%
4.25
%
4.18
%
%
28
%
37
%
20
%
11
%
16
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
11.11
$
11.40
$
11.72
$
11.76
$
12.14
$
12.32
0.47
0.46
0.45
0.34
0.45
(0.26
)
(0.29
)
0.05
(0.29
)
(0.12
)
0.21
0.17
0.50
0.05
0.33
(0.47
)
(0.46
)
(0.45
)
(0.34
)
(0.45
)
(0.03
)
(0.03
)
(0.09
)
(0.09
)
(0.06
)
(0.50
)
(0.49
)
(0.54
)
(0.43
)
(0.51
)
$
$
11.11
$
11.40
$
11.72
$
11.76
$
12.14
%
2.01
%
1.44
%
4.23
%
0.38
%
2.74
%
$
$
22,766
$
23,135
$
24,945
$
26,972
$
30,188
%
0.95
%
0.95
%
0.95
%
0.95
%
0.95
%
%
4.25
%
3.92
%
3.78
%
3.74
%
3.65
%
%
1.12
%
1.10
%
1.10
%
1.09
%
1.06
%
%
4.08
%
3.77
%
3.63
%
3.60
%
3.54
%
%
17
%
20
%
33
%
20
%
19
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class C Shares
2010
2009
2008
2007
2006
1
2005
$
11.08
$
11.36
$
11.69
$
11.73
$
12.12
$
12.29
0.43
0.41
0.41
0.30
0.40
(0.25
)
(0.30
)
0.04
(0.30
)
(0.11
)
0.18
0.11
0.45
0.00
0.29
(0.43
)
(0.41
)
(0.40
)
(0.30
)
(0.40
)
(0.03
)
(0.03
)
(0.09
)
(0.09
)
(0.06
)
(0.46
)
(0.44
)
(0.49
)
(0.39
)
(0.46
)
$
$
11.08
$
11.36
$
11.69
$
11.73
$
12.12
%
1.70
%
0.95
%
3.84
%
0.00
%
2.42
%
$
$
757
$
406
$
518
$
214
$
190
%
1.35
%
1.35
%
1.35
%
1.35
%
1.35
%
%
3.85
%
3.53
%
3.35
%
3.34
%
3.25
%
%
1.52
%
1.50
%
1.57
%
1.84
%
1.81
%
%
3.68
%
3.38
%
3.13
%
2.85
%
2.79
%
%
17
%
20
%
33
%
20
%
19
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Missouri Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
11.12
$
11.40
$
11.73
$
11.76
$
12.15
$
12.32
0.49
0.48
0.48
0.36
0.48
(0.24
)
(0.30
)
0.06
(0.30
)
(0.11
)
0.25
0.18
0.54
0.06
0.37
(0.50
)
(0.48
)
(0.48
)
(0.36
)
(0.48
)
(0.03
)
(0.03
)
(0.09
)
(0.09
)
(0.06
)
(0.53
)
(0.51
)
(0.57
)
(0.45
)
(0.54
)
$
$
11.12
$
11.40
$
11.73
$
11.76
$
12.15
%
2.36
%
1.60
%
4.58
%
0.49
%
3.08
%
$
$
119,522
$
137,746
$
130,644
$
138,394
$
151,710
%
0.70
%
0.70
%
0.70
%
0.70
%
0.70
%
%
4.49
%
4.17
%
4.03
%
3.99
%
3.90
%
%
0.87
%
0.85
%
0.85
%
0.84
%
0.81
%
%
4.32
%
4.02
%
3.88
%
3.85
%
3.79
%
%
17
%
20
%
33
%
20
%
19
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.84
$
10.06
$
10.30
$
10.33
$
10.58
$
10.66
0.43
0.42
0.42
0.31
0.39
(0.21
)
(0.20
)
0.02
(0.24
)
(0.05
)
0.22
0.22
0.44
0.07
0.34
(0.44
)
(0.41
)
(0.42
)
(0.30
)
(0.42
)
(0.05
)
(0.05
)
(0.02
)
(0.44
)
(0.46
)
(0.47
)
(0.32
)
(0.42
)
$
$
9.84
$
10.06
$
10.30
$
10.33
$
10.58
%
2.33
%
2.19
%
4.24
%
0.65
%
3.20
%
$
$
5,847
$
5,689
$
7,091
$
6,910
$
7,136
%
0.75
%
0.75
%
0.75
%
0.75
%
0.75
%
%
4.41
%
4.06
%
3.97
%
3.89
%
3.78
%
%
1.50
%
1.47
%
1.44
%
1.30
%
1.12
%
%
3.66
%
3.34
%
3.28
%
3.34
%
3.41
%
%
34
%
22
%
39
%
35
%
21
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class C Shares
2010
2009
2008
2007
2006
1
2005
$
9.76
$
9.99
$
10.23
$
10.26
$
10.50
$
10.58
0.39
0.38
0.37
0.27
0.35
(0.22
)
(0.20
)
0.02
(0.22
)
(0.06
)
0.17
0.18
0.39
0.05
0.29
(0.40
)
(0.37
)
(0.37
)
(0.27
)
(0.37
)
(0.05
)
(0.05
)
(0.02
)
(0.40
)
(0.42
)
(0.42
)
(0.29
)
(0.37
)
$
$
9.76
$
9.99
$
10.23
$
10.26
$
10.50
%
1.84
%
1.81
%
3.86
%
0.46
%
2.81
%
$
$
2,585
$
1,798
$
1,559
$
1,487
$
1,565
%
1.15
%
1.15
%
1.15
%
1.15
%
1.15
%
%
4.02
%
3.65
%
3.56
%
3.49
%
3.38
%
%
1.90
%
1.87
%
1.92
%
2.05
%
1.87
%
%
3.27
%
2.93
%
2.79
%
2.59
%
2.66
%
%
34
%
22
%
39
%
35
%
21
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Nebraska Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.83
$
10.06
$
10.30
$
10.33
$
10.58
$
10.66
0.45
0.44
0.44
0.32
0.43
(0.22
)
(0.19
)
0.02
(0.23
)
(0.07
)
0.23
0.25
0.46
0.09
0.36
(0.46
)
(0.44
)
(0.44
)
(0.32
)
(0.44
)
(0.05
)
(0.05
)
(0.02
)
(0.46
)
(0.49
)
(0.49
)
(0.34
)
(0.44
)
$
$
9.83
$
10.06
$
10.30
$
10.33
$
10.58
%
2.48
%
2.45
%
4.51
%
0.85
%
3.45
%
$
$
30,689
$
29,533
$
32,502
$
31,347
$
32,418
%
0.50
%
0.50
%
0.50
%
0.50
%
0.50
%
%
4.67
%
4.31
%
4.22
%
4.14
%
4.03
%
%
1.25
%
1.22
%
1.19
%
1.05
%
0.87
%
%
3.92
%
3.59
%
3.53
%
3.59
%
3.66
%
%
34
%
22
%
39
%
35
%
21
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.90
$
10.02
$
10.20
$
10.17
$
10.42
$
10.52
0.40
0.39
0.38
0.29
0.36
(0.12
)
(0.15
)
0.05
(0.25
)
(0.06
)
0.28
0.24
0.43
0.04
0.30
(0.40
)
(0.39
)
(0.38
)
(0.28
)
(0.36
)
(0.03
)
(0.02
)
(0.01
)
(0.04
)
(0.40
)
(0.42
)
(0.40
)
(0.29
)
(0.40
)
$
$
9.90
$
10.02
$
10.20
$
10.17
$
10.42
%
2.99
%
2.38
%
4.28
%
0.40
%
2.86
%
$
$
1,048
$
635
$
808
$
841
$
988
%
0.75
%
0.75
%
0.75
%
0.75
%
0.75
%
%
4.09
%
3.81
%
3.70
%
3.60
%
3.41
%
%
1.39
%
1.39
%
1.41
%
1.28
%
1.11
%
%
3.45
%
3.17
%
3.04
%
3.07
%
3.05
%
%
12
%
12
%
33
%
11
%
13
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class C Shares
2010
2009
2008
2007
2006
1
2005
$
9.76
$
9.89
$
10.07
$
10.05
$
10.32
$
10.41
0.37
0.35
0.33
0.25
0.32
(0.13
)
(0.15
)
0.05
(0.26
)
(0.05
)
0.24
0.20
0.38
(0.01
)
0.27
(0.37
)
(0.35
)
(0.34
)
(0.25
)
(0.32
)
(0.03
)
(0.02
)
(0.01
)
(0.04
)
(0.37
)
(0.38
)
(0.36
)
(0.26
)
(0.36
)
$
$
9.76
$
9.89
$
10.07
$
10.05
$
10.32
%
2.52
%
2.00
%
3.81
%
(0.08
)%
2.58
%
$
$
399
$
255
$
187
$
209
$
174
%
1.15
%
1.15
%
1.15
%
1.15
%
1.15
%
%
3.68
%
3.39
%
3.29
%
3.22
%
3.01
%
%
1.79
%
1.78
%
1.90
%
2.03
%
1.86
%
%
3.04
%
2.76
%
2.54
%
2.34
%
2.30
%
%
12
%
12
%
33
%
11
%
13
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Ohio Tax Free Fund
continued
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.90
$
10.01
$
10.19
$
10.17
$
10.43
$
10.53
0.42
0.41
0.41
0.30
0.38
(0.10
)
(0.15
)
0.04
(0.25
)
(0.05
)
0.32
0.26
0.45
0.05
0.33
(0.43
)
(0.41
)
(0.41
)
(0.30
)
(0.39
)
(0.03
)
(0.02
)
(0.01
)
(0.04
)
(0.43
)
(0.44
)
(0.43
)
(0.31
)
(0.43
)
$
$
9.90
$
10.01
$
10.19
$
10.17
$
10.43
%
3.36
%
2.63
%
4.44
%
0.49
%
3.12
%
$
$
44,783
$
48,510
$
42,223
$
40,606
$
41,104
%
0.50
%
0.50
%
0.50
%
0.50
%
0.50
%
%
4.35
%
4.06
%
3.94
%
3.85
%
3.66
%
%
1.14
%
1.14
%
1.16
%
1.03
%
0.86
%
%
3.71
%
3.42
%
3.28
%
3.32
%
3.30
%
%
12
%
12
%
33
%
11
%
13
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class A Shares
2010
2009
2008
2007
2006
1
2005
$
9.77
$
9.68
$
9.72
$
9.78
$
10.07
$
10.30
0.36
0.35
0.37
0.27
0.36
0.09
(0.02
)
(0.02
)
(0.25
)
(0.19
)
0.45
0.33
0.35
0.02
0.17
(0.36
)
(0.36
)
(0.37
)
(0.27
)
(0.36
)
(0.01
)
(0.04
)
(0.04
)
(0.04
)
(0.36
)
(0.37
)
(0.41
)
(0.31
)
(0.40
)
$
$
9.77
$
9.68
$
9.72
$
9.78
$
10.07
%
4.77
%
3.39
%
3.54
%
0.16
%
1.67
%
$
$
10,963
$
5,967
$
7,895
$
9,456
$
9,356
%
0.85
%
0.85
%
0.85
%
0.85
%
0.85
%
%
3.70
%
3.64
%
3.71
%
3.62
%
3.56
%
%
1.12
%
1.12
%
1.12
%
1.11
%
1.06
%
%
3.43
%
3.37
%
3.44
%
3.36
%
3.35
%
%
19
%
15
%
43
%
13
%
20
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return does not reflect sales charges. Total return would
have been lower had certain expenses not been waived.
Fiscal period
Fiscal year
ended
ended
Fiscal year ended June 30,
June 30,
September 30,
Class Y Shares
2010
2009
2008
2007
2006
1
2005
$
9.77
$
9.68
$
9.72
$
9.78
$
10.07
$
10.30
0.37
0.37
0.38
0.28
0.38
0.10
(0.03
)
(0.02
)
(0.25
)
(0.19
)
0.47
0.34
0.36
0.03
0.19
(0.38
)
(0.37
)
(0.38
)
(0.28
)
(0.38
)
(0.01
)
(0.04
)
(0.04
)
(0.04
)
(0.38
)
(0.38
)
(0.42
)
(0.32
)
(0.42
)
$
$
9.77
$
9.68
$
9.72
$
9.78
$
10.07
%
4.92
%
3.54
%
3.70
%
0.28
%
1.82
%
$
$
119,959
$
120,800
$
109,357
$
111,344
$
133,613
%
0.70
%
0.70
%
0.70
%
0.70
%
0.70
%
%
3.84
%
3.78
%
3.86
%
3.77
%
3.71
%
%
0.87
%
0.87
%
0.87
%
0.86
%
0.81
%
%
3.67
%
3.61
%
3.69
%
3.61
%
3.60
%
%
19
%
15
%
43
%
13
%
20
%
1
For the period October 1, 2005 to June 30, 2006.
Effective in 2006, the funds fiscal year end was changed
from September 30 to June 30. All ratios for the
period have been annualized, except total return and portfolio
turnover.
2
Total return would have been lower had certain expenses not been
waived.
Know who you are and prevent unauthorized access to your
information.
Comply with the laws and regulations that govern us.
Information about your identity, such as your name, address, and
social security number.
Information about your transactions with us.
Information you provide on applications, such as your
beneficiaries and banking information, if provided to us.
First American Funds, Inc.
First American Investment Funds, Inc.
First American Strategy Funds, Inc.
American Strategic Income Portfolio Inc.
American Strategic Income Portfolio Inc. II
American Strategic Income Portfolio Inc. III
American Select Portfolio Inc.
American Municipal Income Portfolio Inc.
Minnesota Municipal Income Portfolio Inc.
First American Minnesota Municipal Income Fund II, Inc.
American Income Fund, Inc.
SEC
file number:
811-05309
PROTXFR 10/10
Tax Free Income Funds
Share Classes/Ticker Symbols
Class A
Class B
Class C
Class R
Class Y
FAFIX
FFIBX
FFAIX
FFISX
FFIIX
FJSIX
FJSBX
FCSIX
FANSX
FJSYX
FAIPX
FCIPX
FRIPX
FYIPX
FIGAX
FYGCX
FYGRX
FYGYX
FAIIX
FINIX
FALTX
FBSCX
FLTIX
FCDDX
FCBBX
FCBCX
FABSX
FCBYX
FSHAX
FSHYX
FAMBX
FMBCX
FMBIX
FJNTX
FJCTX
FYNTX
FCAAX
FCCAX
FCAYX
FCOAX
FCCOX
FCOYX
FAMAX
FACMX
FAMTX
FJMNX
FCMNX
FYMNX
ARMOX
FFMCX
ARMIX
FNTAX
FNTCX
FNTYX
FOFAX
FOTCX
FOTYX
FOTAX
FORCX
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101
101
102
102
102
102
A-1
B-1
In a sequential-pay CMO structure, one class is entitled to receive all principal
payments and prepayments on the underlying mortgage loans (and interest on unpaid
principal) until the principal of the class is repaid in full, while the remaining
classes receive only interest; when the first class is repaid in full, a second class
becomes entitled to receive all principal
payments and prepayments on the underlying mortgage loans until the class is repaid in
full, and so forth.
A planned amortization class (PAC) of CMOs is entitled to receive principal on a
stated schedule to the extent that it is available from the underlying mortgage loans,
thus providing a greater (but not absolute) degree of certainty as to the schedule
upon which principal will be repaid.
An accrual class of CMOs provides for interest to accrue and be added to principal
(but not be paid currently) until specified payments have been made on prior classes,
at which time the principal of the accrual class (including the accrued interest which
was added to principal) and interest thereon begins to be paid from payments on the
underlying mortgage loans.
An interest-only class of CMOs entitles the holder to receive all of the interest
and none of the principal on the underlying mortgage loans, while a principal-only
class of CMOs entitles the holder to receive all of the principal payments and
prepayments and none of the interest on the underlying mortgage loans.
A floating rate class of CMOs entitles the holder to receive interest at a rate
which changes in the same direction and magnitude as changes in a specified index
rate. An inverse floating rate class of CMOs entitles the holder to receive interest
at a rate which changes in the opposite direction from, and in the same magnitude as
or in a multiple of, changes in a specified index rate. Floating rate and inverse
floating rate classes also may be subject to caps and floors on adjustments to the
interest rates which they bear.
A subordinated class of CMOs is subordinated in right of payment to one or more
other classes. Such a subordinated class provides some or all of the credit support
for the classes that are senior to it by absorbing losses on the underlying mortgage
loans before the senior classes absorb any losses. A subordinated class which is
subordinated to one or more classes but senior to one or more other classes is
sometimes referred to as a mezzanine class. A subordinated class generally carries a
lower rating than the classes that are senior to it, but may still carry an investment
grade rating.
direct obligations of the U.S. Treasury, such as U.S. Treasury bills, notes, and
bonds;
notes, bonds, and discount notes issued and guaranteed by U.S. government agencies
and instrumentalities supported by the full faith and credit of the United States;
notes, bonds, and discount notes of U.S. government agencies or instrumentalities
which receive or have access to federal funding;
notes, bonds, and discount notes of other U.S. government instrumentalities
supported only by the credit of the instrumentalities; and
obligations that are issued by private issuers and guaranteed under the Federal
Deposit Insurance Corporation Temporary Liquidity Guarantee Program.
1.
Concentrate its investments in a particular industry, except that any Fund with
one or more industry concentrations implied by its name shall, in normal market
conditions, concentrate in securities of issues within that industry or industries. For
purposes of this limitation, the
U.S. Government, and state or municipal governments
and their political subdivisions are not considered members of any industry. Whether a
Fund is concentrating in an industry shall be determined in accordance with the 1940
Act, as interpreted or modified from time to time by any regulatory authority having
jurisdiction.
2.
Borrow money or issue senior securities, except as permitted under the 1940
Act, as interpreted or modified from time to time by any regulatory authority having
jurisdiction.
3.
With respect to 75% of its total assets, purchase securities of an issuer
(other than (i) securities issued by other investment companies, (ii) securities issued
by the U.S. Government, its agencies, instrumentalities or authorities, or (iii)
repurchase agreements fully collateralized by U.S. Government securities) if (a) such
purchase would, at the time, cause more than 5% of the Funds total assets taken at
market value to be invested in the securities of such issuer; or (b) such purchase
would, at the time, result in more than 10% of the outstanding voting securities of such
issuer being held by the Fund. This investment restriction does not apply to the Tax
Free Income Funds (other than Tax Free Fund, Short Tax Free Fund and Intermediate Tax
Free Fund).
4.
Invest in companies for the purpose of control or management.
5.
Purchase physical commodities or contracts relating to physical commodities.
With respect to Inflation Protected Securities Fund, this restriction shall not
prohibit the Fund from investing in options on commodity indices, commodity futures
contracts and options thereon, commodity-related swap agreements, and other
commodity-related derivative instruments.
6.
Purchase or sell real estate unless as a result of ownership of securities or
other instruments, but this shall not prevent the Funds from investing in securities or
other instruments backed by real estate or interests therein or in securities of
companies that deal in real estate or mortgages.
7.
Act as an underwriter of securities of other issuers, except to the extent
that, in connection with the disposition of portfolio securities, it may be deemed an
underwriter under applicable laws.
8.
Make loans except as permitted under the 1940 Act, as interpreted or modified
from time to time by any regulatory authority having jurisdiction.
1.
Invest more than 15% of its net assets in all forms of illiquid investments.
2.
Borrow money in an amount exceeding 10% of the borrowing Funds total assets
except that High Income Bond Fund may borrow up to one-third of its total assets and
pledge up to 15% of its total assets to secure such borrowings. None of the Funds will
borrow money for leverage purposes. For the purpose of this investment restriction,
the use of options and futures transactions and the purchase of securities on a
when-issued or delayed delivery basis shall not be deemed the borrowing of money. No
Fund will make additional investments while its borrowings exceed 5% of total assets.
3.
Make short sales of securities.
4.
Lend portfolio securities representing in excess of one-third of the value of
its total assets.
5.
Pledge any assets, except in connection with any permitted borrowing and then
in amounts not in excess of one-third of the Funds total assets, provided that for
the purposes of this restriction, margin deposits, security interests, liens and
collateral arrangements with respect to options, futures contracts, options on futures
contracts, and other permitted investments and techniques are not deemed to be a
pledge of assets for purposes of this limitation.
6.
Acquire any securities of registered open-end investment companies or
registered unit investment trusts in reliance on subparagraph (F) or subparagraph (G)
of Section 12(d)(1) of the 1940 Act.
Ashland Partners
Banc of America Securities, LLC
Barclays Capital, Inc.
Barra
Bloomberg
BNP Paribas Prime Brokerage, Inc.
BNP Paribas Securities Corp.
Bowne & Company
Broadridge Systems
Calyon Securities (USA), Inc.
Cantor Fitzgerald & Co.
Capital Bridge
Citigroup Global Markets, Inc.
Credit Suisse Securities (USA), LLC
Deutsche Bank Securities, Inc.
Dorsey & Whitney LLP
Dresdner Kleinwort Securities, LLC
Ernst & Young LLP
FactSet Research Systems
FAF Advisors, Inc.
First Clearing, LLC
FT Interactive Data
Goldman Sachs & Co.
Hansberger Global Investors, LLC
HSBC Securities (USA), Inc.
ING Financial Markets, LLC
Jefferies & Company, Inc.
J.P. Morgan Clearing Corp.
J.P. Morgan Securities, Inc.
K&L Gates LLP
Lazard Asset Management, Inc.
Lipper Inc.
Markit
Merrill Corporation
Merrill Lynch Government Securities
Merrill Lynch, Pierce, Fenner & Smith
Moodys
Morgan Stanley & Co., Inc.
Morningstar, Inc.
MS Securities Services, Inc.
Newedge USA, LLC
Pricing Direct
Raymond James & Associates, Inc.
RBC Capital Markets Corporation
RBS Securities, Inc.
RiskMetrics Group
Quasar Distributors, LLC
Scotia Capital (USA), Inc.
SG Ameritas Securities, LLC
SG Constellation, LLC
SNL Financial
Societe Generale
Standard & Poors/JJ Kenny
State Street Bank & Trust Co.
TD Ameritrade Clearing, Inc.
ThomsonReuters LLC
UBS Securities, LLC
U.S. Bancorp Fund Services, LLC
U.S. Bank, N.A.
Vickers
Wells Fargo Securities, LLC
Principal Occupation
Number of
Other
Position
During Past Five Years
Portfolios in Fund
Directorships
Held with
Term of Office and Length
and Other Relevant
Complex Overseen by
Held by
Name, Address, and Age
Fund
of Time Served
Experience
1
Director
Director
2
P.O. Box 1329,
Director
Term expiring
earlier of death,
Retired; non-profit
board member; former
First American
Funds Complex:
None
55440-1329
(1938)
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Director
of FAIF since
September 2003.
Senior Financial
Advisor, Senior Vice
President, Chief
Financial Officer and
Treasurer, Bemis
Company, Inc., a
packaging and
materials
manufacturer;
Independent Director,
First American Fund
Complex since 2003.
twelve registered
investment
companies,
including 55
portfolios
P.O. Box 1329,
Director
Term expiring
earlier of death,
Director, Charterhouse
Group, Inc., a private
First American
Funds Complex:
None
55440-1329
(1946)
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Director
of FAIF since
October 1997.
equity firm, since
October 2005;
Advisor/Consultant,
Future Freight, a
logistics/supply chain
company; Director,
Towne Airfreight;
non-profit board
member; prior to
retirement in 2005,
served in several
executive positions
for United Airlines,
including Vice
President and Chief
Operating Officer
Cargo; Independent
Director, First
American Fund Complex
since 1997.
twelve registered
investment
companies,
including 55
portfolios
P.O. Box 1329,
Director
Term expiring
earlier of death,
Investment consultant;
Chartered Financial
First American
Funds Complex:
None
55440-1329
(1951)
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Director
of FAIF since
September 2003.
Analyst; Board Chair,
United Educators
Insurance Company;
non-profit board
member; prior to
retirement in 2001,
served in various
positions, including
managing director, for
Zurich Scudder
Investments;
Independent Director,
First American Fund
Complex since 2003.
twelve registered
investment
companies,
including 55
portfolios
P.O. Box 1329,
Director
Term expiring
earlier of death,
Retired; non-profit
board member; prior to
First American
Funds Complex:
None
55440-1329
(1949)
resignation,
removal,
disqualification,
or successor duly
elected and
qualified.
Director of FAIF
since October 2006.
retirement in 2004,
Principal, William
Blair & Company, LLC,
a Chicago-based
investment firm;
previously served on
board of governors,
Chicago Stock
Exchange; former
Director, William
Blair Mutual Funds,
Inc., Midwest
Securities Trust
Company, and John O.
Butler Co.;
Independent Director,
First American Fund
Complex since 2006.
twelve registered
investment
companies,
including 55
portfolios
Principal Occupation
Number of
Other
Position
Term of Office and
During Past Five Years
Portfolios in Fund
Directorships
Name, Address,
Held with
Length of Time
and Other Relevant
Complex Overseen by
Held by
and Age
Fund
Served
Experience
1
Director
Director
2
P.O. Box 1329,
Director
Term expiring
earlier of death,
Owner and President,
Executive and
First American
Funds Complex:
None
55440-1329
(1941)
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Director
of FAIF since
November 1993.
Management Consulting,
Inc., a management
consulting firm; Board
member, GC McGuiggan
Corporation (
dba
Smyth
Companies), a label
printer; Member,
investment advisory
committee, Sisters of
the Good Shepherd;
Certified Public
Accountant; former
Chief Executive
Officer, Creative
Promotions
International, LLC, a
promotional award
programs and product
company; former Vice
President, Chief
Financial Officer,
Treasurer, Secretary,
and Director, Anderson
Windows, a large
privately-held
manufacturer of wood
windows; Independent
Director, First
American Fund Complex
since 1993.
twelve registered
investment
companies,
including 55
portfolios
P.O. Box 1329,
Minneapolis, Minnesota
55440-1329
(1944)
Director
Term expiring
earlier of death,
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Director
of FAIF since
August 2001.
Owner and Chief
Executive Officer, RKR
Consultants, Inc., a
consulting company
providing advice on
business strategy,
mergers and
acquisitions;
Director, Cliffs
Natural Resources,
Inc.; Certified
Financial Analyst;
non-profit board
member; former Chief
Executive Officer and
President, Weirton
Steel Corporation;
former Vice President
and Treasurer,
Harnischfeger
Industries, a capital
machinery
manufacturer; former
Treasurer and Director
of Planning, Allis
Chalmers Corporation,
an equipment
manufacturing company;
Independent Director,
First American Fund
Complex since 2001 and
Firstar Funds
1988-2001.
First American
Funds Complex:
twelve registered
investment
companies,
including 55
portfolios
Cliffs Natural
Resources, Inc. (a
producer of iron
ore pellets and
coal)
P.O. Box 1329,
Director
Term expiring
earlier of death,
Attorney At Law; Owner
and President, Strauss
First American
Funds Complex:
None
55440-1329
(1940)
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Director
of FAIF since April
1991.
Management Company, a
Minnesota holding
company for various
organizational
management business
ventures; Owner,
Chairman and Chief
Executive Officer,
Community Resource
Partnerships, Inc., a
corporation engaged in
strategic planning,
operations management,
government relations,
transportation
planning and public
relations; Owner,
Chairman and Chief
Executive Officer,
Excensus LLC, a
strategic demographic
planning and
application
development firm;
Independent Director,
First American Fund
Complex since 1984.
twelve registered
investment
companies,
including 55
portfolios
Principal Occupation
Number of
Other
Position
Term of Office and
During Past Five Years
Portfolios in Fund
Directorships
Name, Address,
Held with
Length of Time
and Other Relevant
Complex Overseen by
Held by
and Age
Fund
Served
Experience
1
Director
Director
2
P.O. Box 1329,
Chair; Director
Chair term three
years. Director
Board member, Mutual
Fund Directors Forum;
First American
Funds Complex:
None
55440-1329
(1944)
term expiring
earlier of death,
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Chair of
FAIFs Board since
September 1997;
Director of FAIF
since September
1987.
Member, Governing
Board, Investment
Company Institutes
Independent Directors
Council; Governance
consultant and
non-profit board
member; former Owner
and President,
Strategic Management
Resources, Inc., a
management consulting
firm; Several
executive positions in
general management,
marketing and human
resources at IBM and
The Pillsbury Company;
Independent Director,
First American Fund
Complex since 1987.
twelve registered
investment
companies,
including 55
portfolios
P.O. Box 1329,
Director
Term expiring
earlier of death,
Owner and President,
Jim Wade Homes, a
First American
Funds Complex:
None
55440-1329
(1943)
resignation,
removal,
disqualification,
or successor duly
elected and
qualified. Director
of FAIF since
August 2001.
homebuilding company;
formerly, Vice
President and Chief
Financial Officer,
Johnson Controls,
Inc.; Independent
Director, First
American Fund Complex
since 2001 and Firstar
Funds 1988-2001.
twelve registered
investment
companies,
including 55
portfolios
1
Includes each Directors principal occupation during the last five years and other
information relating to the experience, attributes, and skills relevant to each Directors
qualifications to serve as a Director, which contributed to the conclusion that each Director
should serve as a Director for FAIF.
2
Includes only directorships in a company with a class of securities registered
pursuant to Section 12 of the Securities Exchange Act of 1934 (the Exchange Act) or subject
to the requirements of Section 15(d) of the Exchange Act, or any company registered as an
investment company under the 1940 Act.
Name, Address, and
Position(s)
Term of Office and
Year of Birth
Held with Fund
Length of Time Served
Principal Occupation(s) During Past Five Years
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1962)
1
President
Re-elected by the
Board annually;
President of FAIF
since February 2001
Chief Executive Officer of FAF Advisors, Inc.; Chief
Investment Officer of FAF Advisors, Inc. since September
2007.
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1956)
1
Vice President -
Administration
Re-elected by the
Board annually; Vice
President
Administration of
FAIF since March
2000
Senior Vice President of FAF Advisors, Inc.
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1959)
1
Treasurer
Re-elected by the
Board annually;
Treasurer of FAIF
since December 2004
Mutual Funds Treasurer, FAF Advisors, Inc.
Name, Address, and
Position(s)
Term of Office and
Year of Birth
Held with Fund
Length of Time Served
Principal Occupation(s) During Past Five Years
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1965)
1
Assistant Treasurer
Re-elected by the
Board annually;
Assistant Treasurer
of FAIF since
September 2005
Mutual Funds Assistant Treasurer, FAF Advisors, Inc., since
September 2005; prior thereto, Director, Senior Project
Manager, FAF Advisors, Inc.
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1960)
1
Chief Compliance
Officer
Re-elected by the
Board annually;
Chief Compliance
Officer of FAIF since
March 2005
Chief Compliance Officer, FAF Advisors, Inc.
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1973)
1
Anti-Money
Laundering Officer
Re-elected by the
Board annually;
Anti-Money
Laundering Officer
of FAIF since June
2010
Compliance Director, FAF Advisors, Inc. since March 2010;
prior thereto, Compliance Manager, RSM McGladrey, Inc.
since March 2006, prior thereto, Compliance Manager, FAF
Advisors, Inc.
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1953)
1
Secretary
Re-elected by the
Board annually;
Secretary of FAIF
since December 2004;
prior thereto,
Assistant Secretary
of FAIF since
September 1998
Deputy General Counsel, FAF Advisors, Inc.
Dorsey & Whitney LLP,
50 South Sixth Street,
Suite 1500,
Minneapolis, Minnesota
55402 (1951)
Assistant Secretary
Re-elected by the
Board annually;
Assistant Secretary
of FAIF since
December 2004;
Secretary of FAIF
from June 2002
through December
2004; Assistant
Secretary of FAIF
from September 1998
through June 2002
Partner, Dorsey & Whitney LLP, a Minneapolis-based law firm.
U.S. Bancorp Fund
Services, LLC,
615 E. Michigan Street,
Milwaukee, WI 53202
(1957)
1
Assistant Secretary
Re-elected by the
Board annually;
Assistant Secretary
of FAIF since June
2003
Senior Vice President, U.S. Bancorp Fund Services, LLC.
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1967)
1
Assistant Secretary
Re-elected by the
Board annually;
Assistant Secretary
of FAIF since June
2006 and from June
2003 through August
2004
Counsel, FAF Advisors, Inc., since May 2006; prior thereto,
Counsel, Ameriprise Financial Services, Inc.
FAF Advisors, Inc.
800 Nicollet Mall,
Minneapolis, Minnesota
55402 (1978)
1
Assistant Secretary
Re-elected by the
Board annually;
Assistant Secretary
of FAIF since
February 2009
Counsel, FAF Advisors, Inc., since January 2009; prior
thereto, Associate, Skadden, Arps, Slate, Meagher & Flom
LLP from September 2005 to January 2009.
1
Messrs. Schreier, Wilson, Gariboldi, Lui, Ertel, and Kremenak and Mses. Stevenson,
DeRuyter and Prudhomme are each officers and/or employees of FAF Advisors, Inc., which serves
as investment advisor and administrator for FAIF. Mr. Arnold is an officer of U.S. Bancorp
Fund Services, LLC, which is a subsidiary of U.S. Bancorp and which serves as transfer agent
for FAIF.
Number of Fund
Complex
Committee
Meetings Held
During FAIFs
Fiscal Year Ended
Committee Function
Committee Members
6/30/10
The purposes of the
Committee are (1) to
oversee the Funds
accounting and
financial reporting
policies and
practices, their
internal controls
and, as appropriate,
the internal controls
of certain service
providers; (2) to
oversee the quality
of the Funds
financial statements
and the independent
audit thereof; (3) to
assist Board
oversight of the
Funds compliance
with legal and
regulatory
requirements; and (4)
to act as a liaison
between the Funds
independent auditors
and the full Board of
Directors. The Audit
Committee, together
with the Board of
Directors, has the
ultimate authority
and responsibility to
select, evaluate and,
where appropriate,
replace the outside
auditor (or to
nominate the outside
auditor to be
proposed for
shareholder approval
in any proxy
statement).
Leonard W. Kedrowski (Chair)
Benjamin R. Field III
John P. Kayser
Richard K. Riederer
Virginia L. Stringer (ex-officio)
5
The Committee is
responsible for
valuing portfolio
securities for which
market quotations are
not readily
available, pursuant
to procedures
established by the
Board of Directors.
Roger A. Gibson (Chair)
James M. Wade
Benjamin R. Field III
Virginia L. Stringer (ex-officio)
4
Number of Fund
Complex
Committee
Meetings Held
During FAIFs
Fiscal Year Ended
Committee Function
Committee Members
6/30/10
The Committee has
responsibilities
relating to (1) Board
and Committee
composition
(including,
interviewing and
recommending to the
Board nominees for
election as
directors; reviewing
the independence of
all independent
directors; reviewing
Board composition to
determine the
appropriateness of
adding individuals
with different
backgrounds or
skills; reporting to
the Board on which
current and potential
members of the Audit
Committee qualify as
Audit Committee
Financial Experts;
recommending a
successor to the
Board Chair when a
vacancy occurs;
consulting with the
Board Chair on
Committee
assignments; and in
anticipation of the
Boards request for
shareholder approval
of a slate of
directors,
recommending to the
Board the slate of
directors to be
presented for Board
and shareholder
approval); (2)
Committee structure
(including, at least
annually, reviewing
each Committees
structure and
membership and
reviewing each
Committees charter
and suggesting
changes thereto); (3)
director education
(including developing
an annual education
calendar; monitoring
independent director
attendance at
educational seminars
and conferences;
developing and
conducting
orientation sessions
for new independent
directors; and
managing the Boards
education program in
a cost-effective
manner); and (4)
governance practices
(including reviewing
and making
recommendations
regarding director
compensation and
director expenses;
monitoring director
investments in the
Funds; monitoring
compliance with
director retirement
policies; reviewing
compliance with the
prohibition from
serving on the board
of directors of
mutual funds that are
not part of the First
American Fund
Complex; if
requested, assisting
the Board Chair in
overseeing
self-evaluation
process; in
collaboration with
outside counsel,
developing policies
and procedures
addressing matters
which should come
before the Committee
in the proper
exercise of its
duties; reviewing
applicable new
industry reports and
best practices as
they are published;
reviewing and
recommending changes
in Board governance
policies, procedures
and practices;
reporting the
Committees
activities to the
Board and making such
recommendations;
reviewing and, as
appropriate;
recommending that the
Board make changes to
the Committees
charter).
Joseph D. Strauss (Chair)
James M. Wade
Victoria J. Herget
Virginia L. Stringer (ex-officio)
3
the name, address, and business, educational, and/or other pertinent background of
the person being recommended;
a statement concerning whether the person is independent within the meaning of New
York Stock Exchange (NYSE) and NYSE Amex listing standards and is not an interested
person as defined in the 1940 Act;
any other information that the Funds would be required to include in a proxy
statement concerning the person if he or she was nominated; and
the name and address of the person submitting the recommendation, together with the
number of Fund shares held by such person and the period for which the shares have been
held.
Directors
Field
Gibson
Herget
Kayser
Kedrowski
Riederer
Strauss
Stringer
Wade
Over $100,000
Over $100,000
Over $100,000
Over $100,000
Over $100,000
Over $100,000
Over $100,000
Over $100,000
Over $100,000
Fund
Fund
Securities Fund
Government Bond
Fund
Bond Fund
Fund
Fund
Free
Fund
Fund
Fund
Fund
Intermediate Tax
Free
Fund
Fund
Fund
Fund
Fund
Tax Free Fund
1
The dollar range disclosed is based on the value of the securities as of June 30,
2010.
$1,000 for attending the first day of an in-person Board meeting ($1,500 in the case
of the Chair);
$2,000 for attending the second day of an in-person Board meeting ($3,000 in the
case of the Chair);
$1,000 for attending the third day of an in-person Board meeting ($1,500 in the case
of the Chair), assuming the third day ends no later than early afternoon; and
$500 for in-person attendance at any committee meeting ($750 in the case of the
Chair of each committee);
Total Compensation
Aggregate
Pension or Retirement
Estimated Annual
from Registrant and
Compensation From
Benefits Accrued as
Benefits Upon
Fund Complex Paid to
Name of Person, Position
Registrant
1
Part of Fund Expenses
Retirement
Directors
2
$
113,766
-0-
-0-
$
166,000
123,109
-0-
-0-
179,625
125,425
-0-
-0-
183,000
112,567
-0-
-0-
164,250
127,045
-0-
-0-
185,375
112,396
-0-
-0-
164,000
122,333
-0-
-0-
178,500
197,721
-0-
-0-
288,500
112,910
-0-
-0-
164,750
1
Included in the Aggregate Compensation from Registrant are amounts deferred by
Directors pursuant to the Deferred Compensation Plan discussed below. Pursuant to this Plan,
compensation was deferred for the following directors: Roger A. Gibson, $24,626; and Victoria
J. Herget, $37,633.
2
Included in the Total Compensation are amounts deferred for the following directors
pursuant to the Deferred Compensation Plan: Roger A. Gibson, $35,925; and Victoria J. Herget,
$54,900.
Fund
Gross Advisory Fee %
0.50
0.70
0.50
0.50
0.50
0.50
0.60
0.50
0.50
0.50
0.50
0.50
0.50
0.50
0.50
0.50
0.50
0.50
Fiscal Year Ended
Fiscal Year Ended
Fiscal Year Ended
June 30, 2008
June 30, 2009
June 30, 2010
Advisory Fee
Advisory Fee
Advisory Fee
Advisory Fee
Advisory Fee
Advisory Fee
Fund
Before Waivers
After Waivers
Before Waivers
After Waivers
Before Waivers
After Waivers
$
8,264,262
$
7,301,988
$
6,463,551
$
5,616,273
$
$
1,772,113
1,252,833
1,244,080
775,767
1,307,444
711,566
1,084,576
535,400
286,383
15,863
589,976
217,570
3,959,470
3,517,146
3,542,694
3,087,761
1,727,361
1,004,154
1,616,835
911,949
6,050,535
4,855,983
4,601,085
3,641,944
199,996
1
336,498
1
114,795
1
216,673
1
3,089,673
2,674,331
3,287,390
2,796,361
957,861
729,409
958,119
674,755
866,712
609,708
751,891
414,527
797,616
552,095
738,462
488,324
192,020
1
187,138
1
227,153
1
232,937
1
609,599
404,259
632,057
412,836
761,835
370,044
796,650
381,836
2,682,998
2,264,794
2,100,465
1,650,646
1
Advisory and certain other fees for the period were waived by the Advisor to comply
with total operating expense limitations that were agreed upon by the Fund and the Advisor.
ADP Broker-Dealer, Inc.
American Enterprise Investment Services, Inc.
American United Life Insurance Company
Ameriprise Financial Services, Inc.
Ascensus (formerly BISYS Retirement Services, Inc.)
Benefit Plans Administrative Services, Inc.
Charles Schwab & Co., Inc.
Citigroup Global Markets Inc. / Morgan Stanley Smith Barney LLC
Commonwealth Equity Services, LLP, DBA Commonwealth Financial Network
Country Trust Bank
CPI Qualified Plan Consultants, Inc.
D.A. Davidson & Co.
Digital Retirement Solutions, Inc.
Dyatech, LLC
ExpertPlan, Inc.
Fidelity Brokerage Services LLC / National Financial Services LLC / Fidelity Investments Institutional Operations Company, Inc.
Fidelity Investments Institutional Operations Company, Inc.
Fintegra, LLC
Genesis Employee Benefits, Inc. DBA Americas VEBA Solution
GWFS Equities, Inc.
Hewitt Associates LLC
ICMA Retirement Corporation
ING Institutional Plan Services, LLC / ING Investment Advisors, LLC (formerly CitiStreet LLC / CitiStreet Advisors LLC)
ING Life Insurance and Annuity Company / ING Institutional Plan Services LLC
Janney Montgomery Scott LLC
J.P. Morgan Retirement Plan Services, LLC
Leggette Actuaries, Inc.
Lincoln Retirement Services Company LLC / AMG Service Corp.
Linsco/Private Ledger Corp.
Marshall & Ilsley Trust Company, N.A.
Massachusetts Mutual Life Insurance Company
Mercer HR Outsourcing LLC
Merrill Lynch, Pierce, Fenner & Smith Inc.
MetLife Securities, Inc.
Mid Atlantic Capital Corporation
Morgan Keegan & Company, Inc.
Morgan Stanley & Co., Incorporated / Morgan Stanley Smith Barney LLC
MSCS Financial Services, LLC
Nationwide Financial Services, Inc.
Newport Retirement Services, Inc.
NYLife Distributors LLC
Pershing LLC
Principal Life Insurance Company
Prudential Insurance Company of America (The)
Raymond James & Associates / Raymond James Financial Services, Inc.
RBC Dain Rauscher, Inc.
Reliance Trust Company
Retirement Plan Company, LLC (The)
Robert W. Baird & Co., Inc.
Stifel, Nicolaus & Co., Inc.
SunGard Institutional Brokerage Inc.
Symetra Life Insurance Company
T. Rowe Price Investment Services, Inc. / T. Rowe Price Retirement Plan Services, Inc.
TD Ameritrade, Inc.
TD Ameritrade Trust Company (formerly Fiserv Trust Company / International Clearing Trust Company)
TIAA-CREF Individual & Institutional Services, LLC
UBS Financial Services, Inc.
Unified Trust Company, N.A.
U.S. Bancorp Investments, Inc.
U.S. Bank, N.A.
VALIC Retirement Services Company (formerly AIG Retirement Services Company)
Vanguard Group, Inc.
Wachovia Bank, N.A.
Wachovia Securities, LLC
Wells Fargo Bank, N.A.
Wilmington Trust Company
Wilmington Trust Retirement and Institutional Services Company (formerly AST Capital Trust Company)
Woodbury Financial Services, Inc.
Fiscal Year Ended
Fiscal Year Ended
Fiscal Year Ended
Fund
June 30, 2008
June 30, 2009
June 30, 2010
$
3,643,554
$
2,812,035
$
556,303
387,076
577,013
471,355
125,072
257,307
Fiscal Year Ended
Fiscal Year Ended
Fiscal Year Ended
Fund
June 30, 2008
June 30, 2009
June 30, 2010
1,745,816
1,541,474
764,278
704,284
2,255,056
1,667,195
87,446
147,684
49,768
95,299
1,364,196
1,431,161
422,395
416,950
381,768
327,147
351,363
321,346
83,714
81,464
99,562
101,395
268,069
275,166
336,382
346,853
1,181,356
913,639
Fiscal Year Ended
Fiscal Year Ended
Fiscal Year Ended
Fund
June 30, 2008
June 30, 2009
June 30, 2010
$
219,760
$
197,738
$
109,184
117,660
90,007
90,000
54,000
54,000
54,000
54,000
102,261
91,017
107,999
108,000
72,000
72,000
72,000
72,000
54,000
54,000
54,000
54,000
72,000
72,000
72,000
72,000
72,000
72,000
72,000
72,000
54,000
54,000
54,000
54,000
72,000
72,000
Total Underwriting Commissions
Fiscal Year Ended
Fiscal Year Ended
Fiscal Year Ended
Fund
June 30, 2008
June 30, 2009
June 30, 2010
$
46,620
$
54,274
22,250
44,402
4,596
67,072
17,068
36,305
4,605
15,555
5,947
149,811
39,564
43,020
64,530
104,957
6,916
15,957
5,437
92,784
27,853
43,914
357,965
297,705
18,993
50,118
15,672
39,786
3,508
14,193
6,097
63,744
39
8,796
55,389
114,546
Underwriting Commissions Retained by Quasar
Fiscal Year Ended
Fiscal Year Ended
Fiscal Year Ended
Fund
June 30, 2008
June 30, 2009
June 30, 2010
$
4,547
$
4,100
1,584
2,482
335
4,584
4,313
4,734
918
2,060
917
15,688
3,384
2,541
5,050
5,547
501
3,667
1,049
4,161
4,946
6,269
40,301
11,198
1,401
2,881
1,042
2,389
254
771
777
2,046
6
431
4,262
6,127
Net Underwriting
Compensation on
Discounts and
Redemptions and
Brokerage
Other
Fund
Commissions
Repurchases
Commissions
Compensation
1
$
$
1
Fees paid by the Funds under FAIFs Rule 12b-1 Distribution and Service Plan are
provided below. The Distributor is also compensated from fees earned by U.S. Bancorp Fund
Services, LLC, under a separate arrangement as part of the Sub-Administration Agreement
between FAF Advisors and U.S. Bancorp Fund Services, LLC.
Total 12b-1
Amount
Compensation Paid
Fees Paid to
Retained by
to Participating
Fund
Distributor
Distributor
1
Intermediaries
Other
2
$
$
$
$
Total 12b-1
Amount
Compensation Paid
Fees Paid to
Retained by
to Participating
Fund
Distributor
Distributor
1
Intermediaries
Other
2
1
The amounts retained by the Distributor are used to pay for various
distribution and shareholder servicing expenses, including advertising, marketing,
wholesaler support, and printing prospectuses.
2
The Distributor has entered into an arrangement whereby sales commissions
payable to Participating Intermediaries with respect to sales of Class B shares of
the Funds are financed by an unaffiliated party. Under this financing arrangement,
the Distributor may assign certain amounts, including 12b-1 fees that it is entitled
to receive pursuant to the Plan, to the third-party lender, as reimbursement and
consideration for these payments. Under the arrangement, compensation to
Participating Intermediaries is made by the unaffiliated third-party lender from the
amounts assigned.
Amount Subject to
Number of
Performance-Based
Portfolio Manager
Type of Account Managed
Accounts
Assets
Fee
Registered Investment Company
Other Pooled Investment Vehicles
Other Accounts
Registered Investment Company
3
$
230.8
million
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
4
$
91.4
million
0
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
14
$
815.9
million
1 - $142.4
million
Registered Investment Company
1
$
66.7
million
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
0
0
0
Registered Investment Company
1
$
431.5
million
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
2
$
177.0
million
0
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
3
$
870.0
million
0
Registered Investment Company
Other Pooled Investment Vehicles
Other Accounts
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
20
$
629.0
million
Amount Subject to
Number of
Performance-Based
Portfolio Manager
Type of Account Managed
Accounts
Assets
Fee
Registered Investment Company
5
$
642.8
million
0
Other Pooled Investment Vehicles
1
$
1.1
billion
0
Other Accounts
13
$
1.2
billion
1 - $175
million
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
1
$
1.1
billion
0
Other Accounts
31
$
400.0
million
0
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
7
$
40.0
million
0
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
1
$
101.2
million
0
Other Accounts
13
$
603.0
million
0
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
0
0
0
Registered Investment Company
0
0
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
1
$
2.0
million
0
Registered Investment Company
3
$
230.8
million
0
Other Pooled Investment Vehicles
0
0
0
Other Accounts
6
$
140.7
million
0
1
Information is as of October 28, 2010.
B $1 $10,000
C $10,001 $50,000
D $50,001 $100,000
E $100,001 $500,000
F $500,001 $1,000,000
Ownership in Fund
Portfolio Manager
Fund
Ownership in Fund
Complex
Short Term Bond Fund
California Tax Free Fund
A
F
Colorado Tax Free Fund
A
Intermediate Tax Free Fund
A
Minnesota Intermediate Tax Free Fund
A
Minnesota Tax Free Fund
A
Missouri Tax Free Fund
A
Nebraska Tax Free Fund
A
Ohio Tax Free Fund
A
Oregon Intermediate Tax Free Fund
A
Short Tax Free Fund
A
Tax Free Fund
A
Core Bond Fund
C
D
Intermediate Term Bond Fund
A
Total Return Bond Fund
A
High Income Bond Fund
D
E
California Tax Free Fund
A
C
Ohio Tax Free Fund
A
Oregon Intermediate Tax Free Fund
A
High Income Bond Fund
A
E
Ownership in Fund
Portfolio Manager
Fund
Ownership in Fund
Complex
Inflation Protected Securities Fund
Core Bond Fund
D
E
Inflation Protected Securities Fund
A
Intermediate Government Bond Fund
A
Intermediate Term Bond Fund
A
Core Bond Fund
E
E
Intermediate Government Bond Fund
A
Short Term Bond Fund
A
Total Return Bond Fund
A
C
Intermediate Government Bond Fund
A
D
Core Bond Fund
A
B
Total Return Bond Fund
A
High Income Bond Fund
A
B
Colorado Tax Free Fund
A
C
Nebraska Tax Free Fund
A
Short Tax Free Fund
A
Intermediate Tax Free Fund
A
E
Minnesota Intermediate Tax Free Fund
A
Minnesota Tax Free Fund
A
Missouri Tax Free Fund
A
Tax Free Fund
A
1
Information is as of October 28, 2010.
Aggregate Brokerage Commissions Paid by the Funds
Fiscal Year Ended
Fiscal Year Ended
Fiscal Year Ended
Fund
June 30, 2008
June 30, 2009
June 30, 2010
$
$
1,125
$
38,569
70,461
2,888
321
543
26,392
24,888
No commissions paid.
Regular Broker or Dealer
Amount of Securities Held
Fund
Issuing Securities
by Fund (000)
Type of Securities
Bank of America
$
54,776
Corporate Obligations
Bank of America
1,602
Equity Securities
Citigroup
31,136
Corporate Obligations
Credit Suisse First Boston
3,045
Corporate Obligations
Goldman Sachs
23,848
Corporate Obligations
Greenwich Capital Markets
10,124
Corporate Obligations
JPMorgan Chase
31,668
Corporate Obligations
Barclays
6,182
Corporate Obligations
Merrill Lynch
33,607
Corporate Obligations
Morgan Stanley
37,196
Corporate Obligations
UBS Warburg
22,375
Corporate Obligations
Bank of America
$
513
Equity Securities
Citigroup
390
Corporate Obligations
Bank of America
$
170
Equity Securities
Citigroup
1,094
Corporate Obligations
Greenwich Capital Markets
1,616
Corporate Obligations
Merrill Lynch
661
Corporate Obligations
Bank of America
$
26,422
Corporate Obligations
Bank of America
696
Equity Securities
Citigroup
23,742
Corporate Obligations
Credit Suisse First Boston
7,882
Corporate Obligations
Goldman Sachs
13,929
Corporate Obligations
Greenwich Capital Markets
4,013
Corporate Obligations
JPMorgan Chase
14,635
Corporate Obligations
Merrill Lynch
9,516
Corporate Obligations
Morgan Stanley
13,675
Corporate Obligations
UBS Warburg
690
Corporate Obligations
Bank of America
$
10,061
Corporate Obligations
Citigroup
15,603
Corporate Obligations
Credit Suisse First Boston
2,586
Corporate Obligations
Goldman Sachs
4,760
Corporate Obligations
Greenwich Capital Markets
8,518
Corporate Obligations
JPMorgan Chase
16,619
Corporate Obligations
Merrill Lynch
1,217
Corporate Obligations
Morgan Stanley
8,200
Corporate Obligations
Bank of America
$
10,465
Corporate Obligations
Bank of America
2,001
Equity Securities
Citigroup
23,947
Corporate Obligations
Goldman Sachs
43,716
Corporate Obligations
Greenwich Capital Markets
6,320
Corporate Obligations
JPMorgan Chase
30,205
Corporate Obligations
Barclays
4,434
Corporate Obligations
Merrill Lynch
18,611
Corporate Obligations
Morgan Stanley
17,860
Corporate Obligations
UBS Warburg
12,214
Corporate Obligations
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
6.87
%
P O BOX 2052
JERSEY CITY NJ 07303-2052
6.33
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
8.78
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
8.64
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
6.88
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
85.75
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
11.69
%
ATTN PHYSICAL TEAM
4800 DEER LAKE DR E
JACKSONVILLE FL 32246-6484
12.09
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
IVERSEN & BIONDO ASSOCIATES INC
401K
700 17TH ST STE 300
DENVER CO 80202-3531
11.06
%
PO BOX 17748
DENVER CO 80217-0748
10.13
%
MAYWOOD ANDERSON LLC 401K
700 17TH ST STE 300
DENVER CO 80202-3531
7.83
%
M. LONDON, INC.
700 17TH ST STE 300
DENVER CO 80202-3531
7.18
%
TECHNOLOGY SALES ASSOCIATES, INC.
700 17TH STREET
SUITE 300
DENVER CO 80202-3531
5.45
%
PO BOX 6503
ENGLEWOOD CO 80155-6503
11.40
%
SPECIAL CUSTODY ACCT FBO CUSTOMERS
ATTN MUTUAL FUNDS
101 MONTGOMERY ST
SAN FRANCISCO CA 94104-4151
5.20
%
ATTN PHYSICAL TEAM
4800 DEER LAKE DR E
JACKSONVILLE FL 32246-6484
5.10
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
76.87
%
PO BOX 1787
MILWAUKEE WI 53201-1787
14.84
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
6.43
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
53.99
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
PO BOX 17748
DENVER CO 80217-0748
8.81
%
ALEXANDER PRIMAK JEWELRY INC
2 W 47TH ST
NEW YORK NY 10036-3319
5.74
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
36.44
%
US BANCORP CAP
U/A 01-01-1984
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2575
35.82
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
15.57
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
9.88
%
JENNIE BATKA
PO BOX 323
OLDWICK NJ 08858-0323
6.76
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
65.33
%
PO BOX 1787
MILWAUKEE WI 53201-1787
25.18
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
8.25
%
RETIREMENT PLANS 8515 E
ORCHARD RD 2T2
GREENWOOD VLG CO 80111-5002
7.20
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
59.75
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
19.82
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
14.20
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
8.02
%
2350 HIGHLAND RD
MAPLE PLAIN MN 55359-9570
5.59
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
92.50
%
& SMITH
ATTN PHYSICAL TEAM
4800 DEER LAKE DR E
JACKSONVILLE FL 32246-6484
7.89
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
89.29
%
BOX 2052 JERSEY
CITY NJ 07303-2052
21.35
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
17.73
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
10.90
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
10.73
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
6.11
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
85.71
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
10.35
%
J JOHN GRAINGER
2929 VAN DORN ST
LINCOLN NE 68502-4261
15.73
%
& S A MOHANNA TRUST
UAD 5/23/05 TEN COM
702 FORT CROOK RD S STE 343
BELLEVUE NE 68005-7905
8.87
%
FBO FRANCIS P MATTHEWS & HELEN S
FRANCIS P & HELEN S MATTHEWS JT
TRUST
220 S 216TH CIR
ELKHORN NE 68022-1822
8.80
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
6.12
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
76.23
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
13.26
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
7.53
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
15.40
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
10.30
%
JOHN SIDELL
3232 CENTRAL PARK WEST STE A
TOLDEO OH 43617-3011
8.69
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
8.11
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
7.27
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
7.04
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
7.00
%
777 EAST WISCONSIN AVENUE
MILWAUKEE WI 53202-5300
17.00
%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
13.13
%
FBO EDWIN H TASSET &
MARILYN J TASSET TTEE
TASSET & MARILYN J TASSET TRUST
5970 WILMER RD
CINCINNATI OH 45247-5930
12.82
%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
11.78
%
ATTN PHYSICAL TEAM
4800 DEER LAKE DR E
JACKSONVILLE FL 32246-6484
9.10
%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
7.00
%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
5.47
%
9785 TOWNE CENTRE DR
SAN DIEGO CA 92121-1968
5.35
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
88.68
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
7.59
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
11.19
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
11.04
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.60
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.45
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.42
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.33
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.05
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
51.98
%
PO BOX 1787
MILWAUKEE WI 53201-1787
45.91
%
PHILLIPS RECYCLING SYSTEMS INC
PO BOX 7006
ST CLOUD MN 56302-7006
38.36
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
9.87
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.63
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.25
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
63.78
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
28.50
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
6.97
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
60.78
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
18.75
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
13.62
%
MELVA ANDERSON DVM
PO BOX 541
BRONSON FL 32621-0541
5.11
%
& SMITH
ATTN PHYSICAL TEAM
4800 DEER LAKE DR E
JACKSONVILLE FL 32246-6484
27.04
%
FBO BENITO DEVIVO
WBNA COLLATERAL ACCOUNT
9 MARIETTA DR
POMONA NY 10970-3623
7.27
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
83.43
%
PO BOX 1787
MILWAUKEE WI 53201-1787
11.96
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
6.95
%
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
6.10
%
Percentage of Outstanding Shares
Fund
Class A
Class B
Class C
Class R
Class Y
60 LIVINGSTON AVE
SAINT PAUL MN 55107-2292
5.41
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
60.58
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
26.26
%
C/O US BANK
PO BOX 1787
MILWAUKEE WI 53201-1787
11.76
%
OMAHA NEON SIGN INC
700 17TH ST STE 300
DENVER CO 80202-3531
54.33
%
WATERMAN EXECUTIVE SEARCH 401K
700 17TH ST STE 300
DENVER CO 80202-3531
12.42
%
MARACOM CORP 401K
700 17TH ST STE 300
DENVER CO 80202-3531
6.12
%
401K PSP & TRUST
17 COURT STREET
SUITE 700 BUFFALO NY
14202-3204
5.20
%
Public Offering Price
Fund
Class A
$
Public Offering Price
Fund
Class A
Shares
Net Asset
Fund
Net Assets
Outstanding
Value Per Share
$
$
Shares
Net Asset
Fund
Net Assets
Outstanding
Value Per Share
Capital Loss
Carry-Forwards
Fund
Expiration Year
(000s omitted)
2016
2017
$
2016
2017
2016
2017
2016
2017
2016
2017
2016
2017
2016
2017
2017
2016
2017
2016
2017
2016
2017
2016
2017
2016
2017
2016
2017
2016
2017
2016
2017
Capital Loss
Carry-Forwards
Fund
Expiration Year
(000s omitted)
2016
2017
a trust company or commercial bank the deposits of which are insured by the Bank
Insurance Fund, which is administered by the Federal Deposit Insurance Corporation
(FDIC);
a member firm of the New York, American, Boston, Midwest, or Pacific Stock Exchanges
or of the National Association of Securities Dealers;
a savings bank or savings and loan association the deposits of which are insured by
the Savings Association;
any other eligible guarantor institution, as defined in the Securities Exchange
Act of 1934.
Leading market positions in well-established industries.
High rates of return on funds employed.
Conservative capitalization structure with moderate reliance on debt and ample asset
protection.
Broad margins in earnings coverage of fixed financial charges and high internal cash
generation.
Well-established access to a range of financial markets and assured sources of
alternate liquidity.
1.
Obtaining instructions from the affected client(s) on how to vote the proxy;
2.
Disclosing the conflict to the affected client(s) and seeking their consent to
permit FAF Advisors to vote the proxy;
3.
Voting in proportion to the other shareholders;
4.
Recusing an IPC member from all discussion or consideration of the matter, if
the material conflict is due to such persons actual or potential conflict of interest;
or
5.
Following the recommendation of a different independent third party.
1.
Prior to approval of any sub-advisory contract by the Board of Directors of the
Funds or FAF Advisors, as applicable, the IPC reviews the sub-advisors proxy voting
policy (each a Sub-Advisor Policy) to ensure that such Sub-Advisor Policy is
designed in the best interests of FAF Advisors clients. Thereafter, at least
annually, the IPC reviews and approves material changes to each Sub-Advisor Policy.
2.
On a quarterly basis, the PVAC will request and review reports from each
sub-advisor reflecting any overrides of its Sub-Advisor Policy or conflicts of
interest addressed during the previous quarter, and other matters the PVAC deems
appropriate. Any material issues arising from such review will be reported to the IPC
and the Board of Directors of the Funds.
(Digest of Selected Key Guidelines)
January 22, 2010
An auditor has a financial interest in or association with the company, and is therefore not independent;
There is reason to believe that the independent auditor has rendered an opinion which is
neither accurate nor indicative of the companys financial position;
Poor accounting practices are identified that rise to a serious level of concern, such
as: fraud; misapplication of GAAP; and material weaknesses identified in Section 404
disclosures; or
Fees for non-audit services (Other fees) are excessive.
Non-audit (other) fees exceed audit fees + audit-related fees + tax compliance/preparation fees
The tenure of the audit firm;
The length of rotation specified in the proposal;
Any significant audit-related issues at the company;
The number of Audit Committee meetings held each year;
The number of financial experts serving on the committee; and
Whether the company has a periodic renewal process where the auditor is evaluated for
both audit quality and competitive price.
The board is classified, and a continuing director responsible for a problematic
governance issue at the board/committee level that would warrant a withhold/against vote
recommendation is not up for election any or all appropriate nominees (except new) may
be held accountable;
The companys poison pill has a dead-hand or modified dead-hand feature. Vote
withhold/against every year until this feature is removed;
The board adopts a poison pill with a term of more than 12 months (long-term pill), or
renews any existing pill, including any short-term pill (12 months or less), without
shareholder approval. A commitment or policy that puts a newly-adopted pill to a binding
shareholder vote may potentially offset an adverse vote recommendation. Review such
companies with classified boards every year, and such companies with annually-elected
boards at least once every three years, and vote AGAINST or WITHHOLD votes from all
nominees if the company still maintains a non-shareholder-approved poison pill. This policy
applies to all companies adopting or renewing pills after the announcement of this policy
(Nov 19, 2009);
The board makes a material adverse change to an existing poison pill without shareholder
approval.
The date of the pills adoption relative to the date of the next meeting of
shareholders- i.e. whether the company had time to put the pill on ballot for shareholder
ratification given the circumstances;
The issuers rationale;
The issuers governance structure and practices; and
The issuers track record of accountability to shareholders.
The non-audit fees paid to the auditor are excessive (see discussion under Auditor Ratification);
The company receives an adverse opinion on the companys financial statements from its auditor; or
There is persuasive evidence that the audit committee entered into an inappropriate
indemnification agreement with its auditor that limits the ability of the company, or its
shareholders, to pursue legitimate legal recourse against the audit firm.
Poor accounting practices are identified that rise to a level of serious concern, such
as: fraud; misapplication of GAAP; and material weaknesses identified in Section 404
disclosures. Examine the severity, breadth, chronological sequence and duration, as well as
the companys efforts at remediation or corrective actions, in determining whether
WITHHOLD/AGAINST votes are warranted.
There is a negative correlation between chief executive pay and company performance (see
Pay for Performance Policy);
1
In general, companies with a plurality vote standard use Withhold as the valid
contrary vote option in director elections; companies with a majority vote standard use
Against. However, it will vary by company and the proxy must be checked to determine the
valid contrary vote option for the particular company.
2
A new nominee is any current nominee who has not already been elected by
shareholders and who joined the board after the problematic action in question transpired. If
RMG cannot determine whether the nominee joined the board before or after the problematic
action transpired, the nominee will be considered a new nominee if he or she joined the
board within the 12 months prior to the upcoming shareholder meeting.
The company reprices underwater options for stock, cash, or other consideration
without prior shareholder approval, even if allowed in the firms equity plan;
The company fails to submit one-time transfers of stock options to a shareholder vote;
The company fails to fulfill the terms of a burn rate commitment made to shareholders;
The company has problematic pay practices. Problematic pay practices may warrant
withholding votes from the CEO and potentially the entire board as well.
The companys proxy indicates that not all directors attended 75 percent of the
aggregate board and committee meetings, but fails to provide the required disclosure of the
names of the director(s) involved. If this information cannot be obtained, withhold from
all incumbent directors;
The board lacks accountability and oversight, coupled with sustained poor performance
relative to peers. Sustained poor performance is measured by one- and three-year total
shareholder returns in the bottom half of a companys four-digit GICS industry group
(Russell 3000 companies only). Take into consideration the companys five-year total
shareholder return and five-year operational metrics. Problematic provisions include but
are not limited to:
A classified board structure;
A supermajority vote requirement;
Majority vote standard for director elections with no carve out for contested
elections;
The inability for shareholders to call special meetings;
The inability for shareholders to act by written consent;
A dual-class structure; and/or
A non-shareholder approved poison pill.
Material failures of governance, stewardship, or fiduciary responsibilities at the company;
Failure to replace management as appropriate; or
Egregious actions related to the director(s) service on other boards that raise
substantial doubt about his or her ability to effectively oversee management and serve the
best interests of shareholders at any company.
The board failed to act on a shareholder proposal that received approval by a majority
of the shares outstanding the previous year (a management proposal with other than a FOR
recommendation by management will not be considered as sufficient action taken);
The board failed to act on a shareholder proposal that received approval of the majority
of shares cast for the previous two consecutive years (a management proposal with other
than a FOR recommendation by management will not be considered as sufficient action taken);
The board failed to act on takeover offers where the majority of the shareholders
tendered their shares; or
At the previous board election, any director received more than 50 percent
withhold/against votes of the shares cast and the company has failed to address the
issue(s) that caused the high withhold/against vote.
The inside or affiliated outside director serves on any of the three key committees:
audit, compensation, or nominating;
The company lacks an audit, compensation, or nominating committee so that the full board
functions as that committee;
The company lacks a formal nominating committee, even if the board attests that the
independent directors fulfill the functions of such a committee; or
The full board is less than majority independent.
Attend less than 75 percent of the board and committee meetings without a valid excuse,
such as illness, service to the nation, work on behalf of the company, or funeral
obligations. If the company provides meaningful public or private disclosure explaining the
directors absences, evaluate the information on a CASE-BY-CASE basis taking into account
the following factors:
Degree to which absences were due to an unavoidable conflict;
Pattern of absenteeism; and
Other extraordinary circumstances underlying the director?s absence;
Sit on more than six public company boards;
Are CEOs of public companies who sit on the boards of more than two public companies
besides their own withhold only at their outside boards.
Long-term financial performance of the target company relative to its industry;
Managements track record;
Background to the proxy contest;
Qualifications of director nominees (both slates);
Strategic plan of dissident slate and quality of critique against management;
Likelihood that the proposed goals and objectives can be achieved (both slates);
Stock ownership positions.
Designated lead director, elected by and from the independent board members with clearly
delineated and comprehensive duties. (The role may alternatively reside with a presiding
director, vice chairman, or rotating lead director; however the director must serve a
minimum of one year in order to qualify as a lead director.) The duties should include, but
are not limited to, the following:
presides at all meetings of the board at which the chairman is not present,
including executive sessions of the independent directors;
serves as liaison between the chairman and the independent directors;
approves information sent to the board;
approves meeting agendas for the board;
approves meeting schedules to assure that there is sufficient time for discussion
of all agenda items;
has the authority to call meetings of the independent directors;
if requested by major shareholders, ensures that he is available for consultation
and direct communication;
Two-thirds independent board;
All independent key committees;
Established governance guidelines;
A company in the Russell 3000 universe must not have exhibited sustained poor total
shareholder return (TSR) performance, defined as one- and three-year TSR in the bottom half
of the companys four-digit GICS industry group within the Russell 3000 only), unless there
has been a change in the Chairman/CEO position within that time;
The company does not have any problematic governance or management issues, examples of
which include, but are not limited to:
Egregious compensation practices;
Multiple related-party transactions or other issues putting director independence at risk;
Corporate and/or management scandals;
Excessive problematic corporate governance provisions; or
Flagrant board or management actions with potential or realized negative impact on
shareholders.
The ownership threshold (NOL protective amendments generally prohibit stock ownership
transfers that would result in a new 5-percent holder or increase the stock ownership
percentage of an existing five-percent holder);
The value of the NOLs;
Shareholder protection mechanisms (sunset provision or commitment to cause expiration of
the protective amendment upon exhaustion or expiration of the NOL);
The companys existing governance structure including: board independence, existing
takeover defenses, track record of responsiveness to shareholders, and any other
problematic governance concerns; and
Any other factors that may be applicable.
Shareholders have approved the adoption of the plan; or
The board, in its exercise of its fiduciary responsibilities, determines that it is in
the best interest of shareholders under the circumstances to adopt a pill without the delay
in adoption that would result from seeking stockholder approval (i.e., the fiduciary out
provision). A poison pill adopted under this fiduciary out will be put to a shareholder
ratification vote within 12 months of adoption or expire. If the pill is not approved by a
majority of the votes cast on this issue, the plan will immediately terminate.
No lower than a 20% trigger, flip-in or flip-over;
A term of no more than three years;
No dead-hand, slow-hand, no-hand or similar feature that limits the ability of a future
board to redeem the pill;
Shareholder redemption feature (qualifying offer clause); if the board refuses to redeem
the pill 90 days after a qualifying offer is announced, 10 percent of the shares may call a
special meeting or seek a written consent to vote on rescinding the pill.
The ownership threshold to transfer (NOL pills generally have a trigger slightly below 5%);
The value of the NOLs;
The term;
Shareholder protection mechanisms (sunset provision, or commitment to cause expiration
of the pill upon exhaustion or expiration of NOLs);
The companys existing governance structure including: board independence, existing
takeover defenses, track record of responsiveness to shareholders, and any other
problematic governance concerns; and
Any other factors that may be applicable.
Shareholders current right to call special meetings;
Minimum ownership threshold necessary to call special meetings (10% preferred);
The inclusion of exclusionary or prohibitive language;
Investor ownership structure; and
Shareholder support of and managements response to previous shareholder proposals.
Ownership structure;
Quorum requirements; and
Supermajority vote requirements.
Past Board Performance:
The companys use of authorized shares during the last three years;
One- and three-year total shareholder return; and
The boards governance structure and practices;
The Current Request:
Disclosure in the proxy statement of the specific reasons for the proposed increase;
The dilutive impact of the request as determined through an allowable cap generated by
RiskMetrics quantitative model, which examines the companys need for shares and its
three-year total shareholder return; and
Risks to shareholders of not approving the request.
Past Board Performance:
The companys use of authorized preferred shares during the last three years;
One- and three-year total shareholder return; and
The boards governance structure and practices;
The Current Request:
Disclosure in the proxy statement of specific reasons for the proposed increase;
In cases where the company has existing authorized preferred stock, the dilutive impact of
the request as determined through an allowable cap generated by RiskMetrics quantitative
model, which examines the companys need for shares and three-year total shareholder return;
and
Whether the shares requested are blank check preferred shares, and whether they are
declawed.
Valuation
Is the value to be received by the target shareholders (or paid by the
acquirer) reasonable? While the fairness opinion may provide an initial starting point for
assessing valuation reasonableness, emphasis is placed on the offer premium, market
reaction and strategic rationale.
Market reaction
How has the market responded to the proposed deal? A negative market
reaction should cause closer scrutiny of a deal.
Strategic rationale
Does the deal make sense strategically? From where is the value
derived? Cost and revenue synergies should not be overly aggressive or optimistic, but
reasonably achievable. Management should also have a favorable track record of successful
integration of historical acquisitions.
Negotiations and process
Were the terms of the transaction negotiated at arms-length?
Was the process fair and equitable? A fair process helps to ensure the best price for
shareholders. Significant negotiation wins can also signify the deal makers competency.
The comprehensiveness of the sales process (e.g., full auction, partial auction, no
auction) can also affect shareholder value.
Conflicts of interest
Are insiders benefiting from the transaction disproportionately
and inappropriately as compared to non-insider shareholders? As the result of potential
conflicts, the directors and officers of the company may be more likely to vote to approve
a merger than if they did not hold these interests. Consider whether these interests may
have influenced these directors and officers to support or recommend the merger. The
change-in-control figure presented in the RMG Transaction Summary section of this report
is an aggregate figure that can in certain cases be a misleading indicator of the true
value transfer from shareholders to insiders. Where such figure appears to be excessive,
analyze the underlying assumptions to determine whether a potential conflict exists.
Governance
Will the combined company have a better or worse governance profile than
the current governance profiles of the respective parties to the transaction? If the
governance profile is to change for the worse, the burden is on the company to prove that
other issues (such as valuation) outweigh any deterioration in governance.
The total cost of the companys equity plans is unreasonable;
The plan expressly permits the repricing of stock options/stock appreciate rights (SARs)
without prior shareholder approval;
The CEO is a participant in the proposed equity-based compensation plan and there is a
disconnect between CEO pay and the companys performance where over 50 percent of the
year-over-year increase is attributed to equity awards (see Pay-for-Performance);
The companys three year burn rate exceeds the greater of 2% or the mean plus one
standard deviation of its industry group;
Liberal Change of Control Definition: The plan provides for the acceleration of vesting
of equity awards even though an actual change in control may not occur (e.g., upon
shareholder approval of a transaction or the announcement of a tender offer); or
The plan is a vehicle for problematic pay practices.
There is a misalignment between CEO pay and company performance (pay for performance);
The company maintains problematic pay practices;
The board exhibits poor communication and responsiveness to shareholders.
Evaluation of performance metrics in short-term and long-term plans, as discussed and
explained in the Compensation Discussion & Analysis (CD&A). Consider the measures, goals,
and target awards reported by the company for executives short- and long-term incentive
awards: disclosure, explanation of their alignment with the companys business strategy,
and whether goals appear to be sufficiently challenging in relation to resulting payouts;
Evaluation of peer group benchmarking used to set target pay or award opportunities.
Consider the rationale stated by the company for constituents in its pay benchmarking peer
group, as well as the benchmark targets it uses to set or validate executives pay (e.g.,
median, 75th percentile, etc.,) to ascertain whether the benchmarking process is sound or
may result in pay ratcheting due to inappropriate peer group constituents (e.g., much
larger companies) or targeting (e.g., above median); and
Balance of performance-based versus non-performance-based pay. Consider the ratio of
performance-based (not including plain vanilla stock options) vs. non-performance-based pay
elements reported for the CEOs latest reported fiscal year compensation, especially in
conjunction with concerns about other factors such as performance metrics/goals,
benchmarking practices, and pay-for-performance disconnects.
Whether a companys one-year and three-year total shareholder returns (TSR) are in the
bottom half of its industry group (i.e., four-digit GICS Global Industry Classification
Group); and
Whether the total compensation of a CEO who has served at least two consecutive fiscal
years is aligned with the companys total shareholder return over time, including both
recent and long-term periods.
Problematic practices related to non-performance-based compensation elements;
Incentives that may motivate excessive risk-taking; and
Options Backdating.
Multi-year guarantees for salary increases, non-performance based bonuses, and equity
compensation;
Including additional years of unworked service that result in significant additional
benefits, without sufficient justification, or including long-term equity awards in the
pension calculation;
Perquisites for former and/or retired executives, and extraordinary relocation benefits
(including home buyouts) for current executives;
Change-in-control payments exceeding 3 times base salary and target bonus;
change-in-control payments without job loss or substantial diminution of duties (Single
Triggers); new or materially amended agreements that provide for modified single
triggers (under which an executive may voluntarily leave for any reason and still receive
the change-in-control severance package); new or materially amended agreements that provide
for an excise tax gross-up (including modified gross-ups);
Tax Reimbursements related to executive perquisites or other payments such as personal
use of corporate aircraft, executive life insurance, bonus, etc; (see also excise tax
gross-ups above)
Dividends or dividend equivalents paid on unvested performance shares or units;
Executives using company stock in hedging activities, such as cashless collars,
forward sales, equity swaps or other similar arrangements; or
Repricing or replacing of underwater stock options/stock appreciation rights without
prior shareholder approval (including cash buyouts and voluntary surrender/subsequent
regrant of underwater options).
Guaranteed bonuses;
A single performance metric used for short- and long-term plans;
Lucrative severance packages;
High pay opportunities relative to industry peers;
Disproportionate supplemental pensions; or
Mega annual equity grants that provide unlimited upside with no downside risk.
Reason and motive for the options backdating issue, such as inadvertent vs. deliberate grant date changes;
Duration of options backdating;
Size of restatement due to options backdating;
Corrective actions taken by the board or compensation committee, such as canceling or
re-pricing backdated options, the recouping of option gains on backdated grants; and
Adoption of a grant policy that prohibits backdating, and creates a fixed grant schedule
or window period for equity grants in the future.
Poor disclosure practices, including:
Unclear explanation of how the CEO is involved in the pay setting process;
Retrospective performance targets and methodology not discussed;
Methodology for benchmarking practices and/or peer group not disclosed and explained.
Boards responsiveness to investor input and engagement on compensation issues, for example:
Failure to respond to majority-supported shareholder proposals on executive pay topics; or
Failure to respond to concerns raised in connection with significant opposition to MSOP
proposals.
Historic trading patternsthe stock price should not be so volatile that the options
are likely to be back in-the-money over the near term;
Rationale for the re-pricingwas the stock price decline beyond managements control?
Is this a value-for-value exchange?
Are surrendered stock options added back to the plan reserve?
Option vestingdoes the new option vest immediately or is there a black-out period?
Term of the optionthe term should remain the same as that of the replaced option;
Exercise priceshould be set at fair market or a premium to market;
Participantsexecutive officers and directors should be excluded.
If the company has adopted a formal recoupment bonus policy;
If the company has chronic restatement history or material financial problems; or
If the companys policy substantially addresses the concerns raised by the proponent.
Whether the company has any holding period, retention ratio, or officer ownership
requirements in place. These should consist of:
Rigorous stock ownership guidelines, or
A holding period requirement coupled with a significant long-term ownership requirement,
or
A meaningful retention ratio,
Actual officer stock ownership and the degree to which it meets or exceeds the
proponents suggested holding period/retention ratio or the companys own stock ownership
or retention requirements.
Problematic pay practices, current and past, which may promote a short-term versus a
long-term focus.
Whether adoption of the proposal is likely to enhance or protect shareholder value;
Whether the information requested concerns business issues that relate to a meaningful
percentage of the companys business as measured by sales, assets, and earnings;
The degree to which the companys stated position on the issues raised in the proposal
could affect its reputation or sales, or leave it vulnerable to a boycott or selective
purchasing;
Whether the issues presented are more appropriately/effectively dealt with through
governmental or company-specific action;
Whether the company has already responded in some appropriate manner to the request
embodied in the proposal;
Whether the companys analysis and voting recommendation to shareholders are persuasive;
What other companies have done in response to the issue addressed in the proposal;
Whether the proposal itself is well framed and the cost of preparing the report is reasonable;
Whether implementation of the proposals request would achieve the proposals objectives;
Whether the subject of the proposal is best left to the discretion of the board;
Whether the requested information is available to shareholders either from the company
or from a publicly available source; and
Whether providing this information would reveal proprietary or confidential information
that would place the company at a competitive disadvantage.
The gender and racial minority representation of the companys board is reasonably
inclusive in relation to companies of similar size and business; and
The board already reports on its nominating procedures and gender and racial minority
initiatives on the board and within the company.
The degree of existing gender and racial minority diversity on the companys board and
among its executive officers;
The level of gender and racial minority representation that exists at the companys industry peers;
The companys established process for addressing gender and racial minority board representation;
Whether the proposal includes an overly prescriptive request to amend nominating
committee charter language;
The independence of the companys nominating committee;
The company uses an outside search firm to identify potential director nominees; and
Whether the company has had recent controversies, fines, or litigation regarding equal
employment practices.
The company already provides current, publicly-available information on the impacts that
GHG emissions may have on the company as well as associated company policies and procedures
to address related risks and/or opportunities;
The companys level of disclosure is comparable to that of industry peers; and
There are no significant, controversies, fines, penalties, or litigation associated with
the companys GHG emissions.
Overly prescriptive requests for the reduction in GHG emissions by specific amounts or
within a specific time frame;
Whether company disclosure lags behind industry peers;
Whether the company has been the subject of recent, significant violations, fines,
litigation, or controversy related to GHG emissions;
The feasibility of reduction of GHGs given the companys product line and current
technology and;
Whether the company already provides meaningful disclosure on GHG emissions from its
products and operations.
There are no recent, significant controversies, fines or litigation regarding the
companys political contributions or trade association spending; and
The company has procedures in place to ensure that employee contributions to
company-sponsored political action committees (PACs) are strictly voluntary and prohibits
coercion.
Recent significant controversy or litigation related to the companys political
contributions or governmental affairs; and
The public availability of a company policy on political contributions and trade
association spending including information on the types of organizations supported, the
business rationale for supporting these organizations, and the oversight and compliance
procedures related to such expenditures of corporate assets.
The degree to which existing relevant policies and practices are disclosed;
Whether or not existing relevant policies are consistent with internationally recognized standards;
Whether company facilities and those of its suppliers are monitored and how;
Company participation in fair labor organizations or other internationally recognized
human rights initiatives;
Scope and nature of business conducted in markets known to have higher risk of workplace
labor/human rights abuse;
Recent, significant company controversies, fines, or litigation regarding human rights
at the company or its suppliers;
The scope of the request; and
Deviation from industry sector peer company standards and practices.
The company already discloses similar information through existing reports or policies
such as an Environment, Health, and Safety (EHS) report; a comprehensive Code of Corporate
Conduct; and/or a Diversity Report; or
The company has formally committed to the implementation of a reporting program based on
Global Reporting Initiative (GRI) guidelines or a similar standard within a specified time
frame.
(Digest of Selected Key Guidelines)
December 31, 2009
There are concerns about the accounts presented or audit procedures used; or
The company is not responsive to shareholder questions about specific items that should
be publicly disclosed.
There are serious concerns about the accounts presented or the audit procedures used;
The auditors are being changed without explanation; or
Non-audit-related fees are substantial or are routinely in excess of standard annual audit-related fees.
There are serious concerns about the statutory reports presented or the audit procedures used;
Questions exist concerning any of the statutory auditors being appointed; or
The auditors have previously served the company in an executive capacity or can
otherwise be considered affiliated with the company.
The dividend payout ratio has been consistently below 30 percent without adequate explanation; or
The payout is excessive given the companys financial position.
Adequate disclosure has not been provided in a timely manner;
There are clear concerns over questionable finances or restatements;
There have been questionable transactions with conflicts of interest;
There are any records of abuses against minority shareholder interests; or
The board fails to meet minimum corporate governance standards.
Material failures of governance, stewardship, or fiduciary responsibilities at the company; or
Failure to replace management as appropriate; or
Egregious actions related to the director(s) service on other boards that raise
substantial doubt about his or her ability to effectively oversee management and serve the
best interests of shareholders at any company.
A lack of oversight or actions by board members which invoke shareholder distrust
related to malfeasance or poor supervision, such as operating in private or company
interest rather than in shareholder interest; or
Any legal issues (e.g. civil/criminal) aiming to hold the board responsible for breach
of trust in the past or related to currently alleged actions yet to be confirmed (and not
only the fiscal year in question), such as price fixing, insider trading, bribery, fraud,
and other illegal actions; or
Other egregious governance issues where shareholders will bring legal action against the
company or its directors.
The specific purpose of the increase (such as a share-based acquisition or merger) does
not meet RMG guidelines for the purpose being proposed; or
The increase would leave the company with less than 30 percent of its new authorization
outstanding after adjusting for all proposed issuances.
Maximum volume: 10 percent for market repurchase within any single authority and 10
percent of outstanding shares to be kept in treasury (on the shelf);
Duration does not exceed 18 months.
The repurchase can be used for takeover defenses;
There is clear evidence of abuse;
There is no safeguard against selective buybacks;
Pricing provisions and safeguards are deemed to be unreasonable in light of market practice.
The overall balance of the proposed plan seems to be clearly in shareholders interests;
The plan still respects the 10 percent maximum of shares to be kept in treasury.
Valuation
Is the value to be received by the target shareholders (or paid by the
acquirer) reasonable? While the fairness opinion may provide an initial starting point for
assessing valuation reasonableness, RMG places emphasis on the offer premium, market
reaction, and strategic rationale.
Market reaction
How has the market responded to the proposed deal? A negative market
reaction will cause RMG to scrutinize a deal more closely.
Strategic rationale
Does the deal make sense strategically? From where is the value
derived? Cost and revenue synergies should not be overly aggressive or optimistic, but
reasonably achievable. Management should also have a favorable track record of successful
integration of historical acquisitions.
Conflicts of interest
Are insiders benefiting from the transaction disproportionately
and inappropriately as compared to non-insider shareholders? RMG will consider whether any
special interests may have influenced these directors and officers to support or recommend
the merger.
Governance
Will the combined company have a better or worse governance profile than
the current governance profiles of the respective parties to the transaction? If the
governance profile is to change for the worse, the burden is on the company to prove that
other issues (such as valuation) outweigh any deterioration in governance.
the parties on either side of the transaction;
the nature of the asset to be transferred/service to be provided;
the pricing of the transaction (and any associated professional valuation);
the views of independent directors (where provided);
the views of an independent financial adviser (where appointed);
whether any entities party to the transaction (including advisers) is conflicted; and
the stated rationale for the transaction, including discussions of timing.
Amended and Restated Articles of Incorporation (Incorporated by reference to Exhibit (1) to
Post-Effective Amendment No. 21, filed on May 15, 1995 (File Nos. 033-16905, 811-05309)).
Articles Supplementary, designating new series and new share classes (Incorporated by
reference to Exhibit (1) to Post-Effective Amendment No. 36, filed on April 15, 1998 (File
Nos. 033-16905, 811-05309)).
Articles Supplementary, designating new series and new share classes (Incorporated by
reference to Exhibit (a)(2) to Post-Effective Amendment No. 54, filed on June 27, 2001 (File
Nos. 033-16905, 811-05309)).
Articles Supplementary, designating new series (Incorporated by reference to Exhibit (a)(3)
to Post-Effective Amendment No. 61, filed on April 30, 2002 (File Nos. 033-16905, 811-05309)).
Articles Supplementary designating new series (Incorporated by reference to Exhibit (a)(4)
to Post-Effective Amendment No. 65, filed on October 24, 2002 (File Nos. 033-16905,
811-05309)).
Articles Supplementary designating new series (Incorporated by reference to Exhibit (a)(5)
to Post-Effective Amendment No. 66, filed on January 28, 2003 (File Nos. 033-16905,
811-05309)).
Articles Supplementary decreasing authorizations of specified classes and series and
decreasing total authorized shares (Incorporated by reference to Exhibit (a)(6) to
Post-Effective Amendment No. 70, filed on June 30, 2004 (File nos. 033-16905, 811-05309)).
Articles Supplementary designating new series (Incorporated by reference to Exhibit (a)(7)
to Post-Effective Amendment No. 72, filed on September 24, 2004 (File Nos. 033-16905,
811-05309)).
Articles Supplementary designating new series (Incorporated by reference to Exhibit (a)(9)
to Post-Effective Amendment No. 84, filed on December 20, 2006 (File Nos. 033-16905,
811-05309)).
Articles Supplementary designating new series (Incorporated by reference to Exhibit (a)(10)
to Post-Effective Amendment No. 87, filed on July 31, 2007 (File Nos. 033-16905, 811-05309)).
Articles Supplementary designating new series (Incorporated by reference to Exhibit (a)(11)
to Post-Effective Amendment No. 90, filed on December 17, 2007 (File Nos. 033-16905,
811-05309)).
Articles Supplementary designating new share classes (Incorporated by reference to Exhibit
(a)(12) to Post-Effective Amendment No. 93, filed on October 28, 2008 (File Nos. 033-16905,
811-05309)).
Articles of Amendment filed January 9, 2009 (Incorporated by reference to Exhibit (a)(13)
to Post Effective Amendment No. 95, filed on February 27, 2009 (File Nos. 033-16905,
811-05309)).
Articles of Amendment filed June 4, 2009 (Incorporated by reference to Exhibit (a)(14) to
Post Effective Amendment No. 97, filed on August 28, 2009 (File Nos. 033-16905, 811-05309)).
Articles Supplementary designating new series and new share classes filed June 23, 2009
(Incorporated by reference to Exhibit (a)(15) to Post Effective Amendment No. 97, filed on
August 28, 2009 (File Nos. 033-16905, 811-05309)).
Articles Supplementary designating new series and new share class filed September 17, 2009
(Incorporated by reference to Exhibit (a)(16) to Post-Effective Amendment No. 98, filed on
September 29, 2009 (File Nos. 033-16905, 811-05309)).
Articles of Amendment filed January 22, 2010 (Incorporated by reference to Exhibit (a)(17)
to Post-Effective Amendment No. 102, filed on February 26, 2010 (File Nos. 033-16905,
811-05309)).
Bylaws, as amended (Incorporated by reference to Exhibit (b) to Post-Effective Amendment No.
102, filed on February 26, 2010 (File Nos. 033-16905, 811-05309)).
Not applicable.
Investment Advisory Agreement dated April 2, 1991, between the Registrant and First Bank
National Association (Incorporated by reference to Exhibit (d)(1) to Post-Effective Amendment
No. 73, filed on December 2, 2004 (File Nos. 033-16905, 811-05309)).
Assignment and Assumption Agreement dated May 2, 2001, relating to assignment of Investment
Advisory Agreement to U.S. Bancorp Piper Jaffray Asset Management, Inc. (Incorporated by
reference to Exhibit (d)(3) to Post-Effective Amendment No. 73, filed on December 2, 2004
(File Nos. 033-16905, 811-05309)).
Amendment to Investment Advisory Agreement dated June 21, 2005, permitting Registrant to
purchase securities from Piper Jaffray & Co. (Incorporated by reference to Exhibit (d)(5) to
Post-Effective Amendment No. 77, filed on August 3, 2005 (File Nos. 033-16905, 811-05309)).
Amendment to Investment Advisory Agreement dated May 3, 2007, relating to authority to
appoint a sub-advisor to any series of the Registrant (Incorporated by reference to Exhibit
(d)(3) to Post-Effective Amendment No. 86, filed on May 17, 2007 (File Nos. 033-16905,
811-05309)).
Exhibit A to Investment Advisory Agreement, effective September 16, 2009 (Incorporated by
reference to Exhibit (d)(4) to Post-Effective Amendment No. 101, filed on December 30, 2009
(File Nos. 033-16905, 811-05309)).
Expense Limitation Agreement between Registrant and FAF Advisors, Inc., dated February 26,
2010, effective through February 28, 2011, with respect to certain Equity Funds (Incorporated
by reference to Exhibit (d)(5) to Post-Effective Amendment No. 102, filed on February 26, 2010
(File Nos. 033-16905, 811-05309)).
Form of Expense Limitation and Fee Reimbursement Agreement between Registrant and FAF
Advisors, Inc., dated October 28, 2010, effective through October 31, 2011, with respect to
certain Bond Funds.*
Sub-Advisory Agreement dated November 27, 2006, by and between FAF Advisors, Inc. and
Altrinsic Global Advisors, LLC with respect to International Select Fund (Incorporated by
reference to Exhibit (d)(6) to Post-Effective Amendment No. 84, filed on December 20, 2006
(File Nos. 033-16905, 811-05309)).
Amendment to Sub-Advisory Agreement dated May 3, 2007, by and between FAF Advisors, Inc. and
Altrinsic Global Advisors, LLC with respect to International Select Fund (Incorporated by
reference to Exhibit (d)(12) to Post Effective Amendment No. 86, filed on May 17, 2007 (File
Nos. 033-16905, 811-05309)).
Amendment to Sub-Advisory Agreement dated November 3, 2008, by and between FAF Advisors,
Inc. and Altrinsic Global Advisors, LLC with respect to International Fund (Incorporated by
reference to Exhibit (d)(10) to Post-Effective Amendment No. 95, filed on February 27, 2009
(File Nos. 033-16905, 811-05309)).
Sub-Advisory Agreement dated February 22, 2007, by and between FAF Advisors, Inc. and
Hansberger Global Investors, Inc. with respect to International Select Fund (Incorporated by
reference to Exhibit (d)(13) to Post-Effective Amendment No. 87, filed on July 31, 2007 (File
Nos. 033-16905, 811-05309)).
Amendment to Sub-Advisory Agreement dated May 3, 2007, by and between FAF Advisors, Inc.
and Hansberger Global Investors, Inc. with respect to International Select Fund (Incorporated
by reference to Exhibit (d)(13) to Post Effective Amendment No. 86, filed on May 17, 2007
(File Nos. 033-16905, 811-05309)).
Amendment to Sub-Advisory Agreement dated November 3, 2008, by and between FAF Advisors,
Inc. and Hansberger Global Investors, Inc. with respect to International Fund (Incorporated by
reference to Exhibit (d)(14) to Post-Effective Amendment No. 95, filed on February 27, 2009
(File Nos. 033-16905, 811-05309)).
Sub-Advisory Agreement dated November 27, 2006, by and between FAF Advisors, Inc. and
Lazard Asset Management LLC with respect to International Select Fund (Incorporated by
reference to Exhibit (d)(8) to Post-Effective Amendment No. 84, filed on December 20, 2006
(File Nos. 033-16905, 811-05309)).
Amendment to Sub-Advisory Agreement dated May 3, 2007, by and between FAF Advisors, Inc.
and Lazard Asset Management LLC with respect to International Select Fund (Incorporated by
reference to Exhibit (d)(14) to Post Effective Amendment No. 86, filed on May 17, 2007 (File
Nos. 033-16905, 811-05309)).
Distribution Agreement between the Registrant and Quasar Distributors, LLC, effective July
1, 2007 (Incorporated by reference to Exhibit (e)(1) to Post-Effective Amendment No. 87, filed
on July 31, 2007 (File Nos. 033-16905, 811-05309)).
Fee Limitation Agreement between Registrant and Quasar Distributors, LLC, dated October 28,
2009, effective through October 31, 2010, with respect to certain Bond Funds (Incorporated by
reference to Exhibit (e)(2) to Post-Effective Amendment No. 99, filed on October 28, 2009
(File Nos. 033-16905, 811-05309)).
Form of Dealer Agreement (Incorporated by reference to Exhibit (e)(3) to Post-Effective
Amendment No. 102, filed on February 26, 2010 (File Nos. 033-16905, 811-05309)).
Deferred Compensation Plan for Directors dated January 1, 2000, as amended December 2008
(Incorporated by reference to Exhibit (f)(1) to Post-Effective Amendment No. 95, filed on
February 27, 2009 (File Nos. 033-16905, 811-05309)).
Deferred Compensation Plan for Directors, Summary of Terms as Amended December 2008
(Incorporated by reference to Exhibit (f)(2) to Post-Effective Amendment No. 95, filed on
February 27, 2009 (File Nos. 033-16905, 811-05309)).
Custody Agreement dated July 1, 2006, between the Registrant and U.S. Bank National
Association (Incorporated by reference to Exhibit (g)(1) to Post-Effective Amendment No. 80,
filed on August 31, 2006 (File Nos. 033-16905, 811-05309)).
Amendment to Custody Agreement dated July 1, 2007, by and between Registrant and U.S. Bank
National Association (Incorporated by reference to Exhibit (g)(2) to Post-Effective Amendment
No. 87, filed on July 31, 2007 (File Nos. 033-16905, 811-05309)).
Exhibit C effective September 16, 2009, to Custody Agreement dated July 1, 2006
(Incorporated by reference to Exhibit (g)(3) to Post-Effective Amendment No. 101, filed on
December 30, 2009)).
Exhibit D effective December 5, 2006, to Custody Agreement dated July 1, 2006 (Incorporated
by reference to Exhibit (g)(4) to Post-Effective Amendment No. 90, filed on December 17, 2007
(File Nos. 033-16905, 811-05309)).
Custodian Agreement dated July 1, 2005, by and between Registrant and State Street Bank and
Trust Company with respect to International Fund (Incorporated by reference to Exhibit (g)(5)
to Post-Effective Amendment No. 77, filed on August 3, 2005 (File Nos. 033-16905, 811-05309)).
Letter Amendment dated November 21, 2006, to the Custodian Agreement dated July 1, 2005 by
and between Registrant and State Street Bank and Trust Company with respect to International
Select Fund (Incorporated by reference to Exhibit (g)(3) to Post-Effective Amendment No. 84,
filed on December 20, 2006 (File Nos. 033-16905, 811-05309)).
Letter Amendment dated December 6, 2007, to the Custodian Agreement dated July 1, 2005, by
and between Registrant and State Street Bank and Trust Company with respect to Global
Infrastructure Fund (Incorporated by reference to Exhibit (g)(7) to Post-Effective Amendment
No. 90, filed on December 17, 2007 (File Nos. 033-16905, 811-05309)).
Amendment to Custodian Agreement dated June 19, 2008, by and between Registrant and State
Street Bank and Trust Company with respect to compensation (Incorporated by reference to
Exhibit (g)(8) to Post-Effective Amendment No. 95, filed on February 27, 2009 (File Nos.
033-16905, 811-05309)).
Administration Agreement dated July 1, 2006, by and between Registrant and FAF Advisors,
Inc. (Incorporated by reference to Exhibit (h)(1) to Post-Effective Amendment No. 80, filed on
August 31, 2006 (File Nos. 033-16905, 811-05309)).
Amended Schedule A to Administration Agreement, dated July 1, 2010, between Registrant and
FAF Advisors, Inc.*
Sub-Administration Agreement dated July 1, 2005, by and between FAF Advisors, Inc. and U.S.
Bancorp Fund Services, LLC (Incorporated by reference to Exhibit (h)(2) to Post-Effective
Amendment No. 77, filed on August 3, 2005 (File Nos. 033-16905, 811-05309)).
Transfer Agent and Shareholder Servicing Agreement dated September 19, 2006, by and among
Registrant, U.S. Bancorp Fund Services, LLC, and FAF Advisors, Inc. (Incorporated by reference
to Exhibit (h)(4) to Post-Effective Amendment No. 87, filed on July 31, 2007 (File Nos.
033-16905, 811-05309)).
Exhibit A to Transfer Agent and Shareholder Servicing Agreement effective July 1, 2010.*
Amended and Restated Securities Lending Agreement dated February 17, 2010, by and between
Registrant and U.S. Bank National Association.*
Global Securities Lending Agreement Supplement effective January 1, 2007, by and between
Registrant and U.S. Bank National Association (Incorporated by reference to Exhibit (h)(7) to
Post-Effective Amendment No. 90, filed on December 17, 2007 (File Nos. 033-16905, 811-05309)).
Opinion and Consent of Dorsey & Whitney LLP.*
Consent of Ernst & Young LLP.**
Not applicable.
Not applicable.
Amended and Restated Distribution and Service Plan for Class A, B, C, and R shares, effective
September 19, 2006 (Incorporated by reference to Exhibit (m) to Post-Effective Amendment No.
87, filed on July 31, 2007 (File Nos. 033-16905, 811-05309)).
Amended and Restated Multiple Class Plan Pursuant to Rule 18f-3, effective July 1, 2010.*
Reserved.
First American Funds Code of Ethics adopted under Rule 17j-1 of the Investment Company Act
of 1940 and Section 406 of the Sarbanes-Oxley Act (Incorporated by reference to Exhibit (p)(1)
to Post-Effective Amendment No. 99, filed on October 28, 2009 (File Nos. 033-16905,
811-05309)).
FAF Advisors, Inc. Code of Ethics adopted under Rule 17j-1 of the Investment Company Act of
1940 (Incorporated by reference to Exhibit (p)(2) to Post-Effective Amendment No. 99, filed on
October 28, 2009 (File Nos. 033-16905, 811-05309)).
Altrinsic Global Advisors, LLC Code of Ethics adopted under Rule 17j-1 of the Investment
Company Act of 1940, effective November 1, 2004, as amended December 1, 2005, March 1, 2006,
May 3, 2006, January 1, 2007, December 31, 2007, December 1, 2008 and January 1, 2010
(Incorporated by reference to Exhibit (p)(3) to Post-Effective Amendment No. 102, filed on
February 26, 2010 (File Nos. 033-16905, 811-05309)).
Hansberger Global Investors, Inc. Code of Ethics adopted under Rule 17j-1 of the Investment
Company Act of 1940, as amended May 17, 2007 (Incorporated by reference to Exhibit (p)(5) to
Post-Effective Amendment No. 87, filed on July 31, 2007 (File Nos. 033-16905, 811-05309)).
Lazard Asset Management LLC Code of Ethics adopted under Rule 17j-1 of the Investment
Company Act of 1940, as amended November 2008 (Incorporated by reference to Exhibit (p)(5) to
Post-Effective Amendment No. 95, filed on February 27, 2009 (File Nos. 033-16905, 811-05309)).
Quasar Distributors, LLC Code of Ethics adopted under Rule 17j-1 of the Investment Company
Act of 1940 (Incorporated by reference to Exhibit (p)(7) to Post-Effective Amendment No. 93,
filed on October 28, 2008 (File Nos. 033-16905, 811-05309)).
Power of Attorney dated February 18, 2009 (Incorporated by reference to Exhibit (q) to
Post-Effective Amendment No. 95, filed on February 27, 2009 (File Nos. 033-16905, 811-05309)).
*
Filed herewith.
**
To be filed by subsequent amendment.
Position and Offices with
Position and Offices with
Name
Underwriter
Registrant
President, Board Member,
General Securities Principal
and FINRA Executive Officer
None
Board Member
None
Board Member
None
Board Member
None
Financial Operations Principal
None
Treasurer
None
Assistant Treasurer
None
Secretary
None
Assistant Secretary, General
Securities Principal and
Chief Compliance Officer
None
FIRST AMERICAN INVESTMENT FUNDS, INC.
By:
/s/ Thomas S. Schreier, Jr.
Thomas S. Schreier, Jr.
President
SIGNATURE
TITLE
President
Treasurer (principal financial/accounting officer)
Director
Director
Director
Director
Director
Director
Director
Director
Director
*
Richard J. Ertel, by signing his name hereto, does hereby sign this
document on behalf of each of the above-named Directors of First American Investment
Funds, Inc. pursuant to the powers of attorney duly executed by such persons.
/s/ Richard J. Ertel
Attorney-in-Fact
Exhibit Number
Name of Exhibit
Form of Expense Limitation and Fee Reimbursement Agreement
Amended Schedule A to Administration Agreement
Exhibit A to Transfer Agent and Shareholder Servicing Agreement
Amended and Restated Securities Lending Agreement
Opinion and Consent of Dorsey & Whitney LLP
Amended and Restated Multiple Class Plan Pursuant to Rule 18f-3
FAF ADVISORS, INC. | FIRST AMERICAN INVESTMENT FUNDS, INC. | |||||||
|
||||||||
By:
|
By: | |||||||
Name:
|
|
Name: |
|
|||||
Title:
|
Chief Financial Officer | Title: | Treasurer |
Annual Operating Expense Limitation (Net of
Acquired Fund Fees and Expenses)
Class A Share
as a Percentage Of Average Daily Net Assets
12b-1 Fee
Class A
Class B
Class C
Class R
Class Y
Reimbursement
Income Funds
0.95
%
1.70
%
1.70
%
1.20
%
0.70
%
N/A
1.10
%
1.85
%
1.85
%
1.35
%
0.85
%
N/A
0.85
%
N/A
1.60
%
1.10
%
0.60
%
N/A
0.75
%
N/A
1.60
%
1.10
%
0.60
%
N/A
0.85
%
N/A
N/A
N/A
0.70
%
N/A
0.75
%
N/A
1.60
%
N/A
0.60
%
N/A
0.89
%
1.75
%
1.75
%
1.25
%
0.75
%
0.11
%
0.65
%
N/A
1.15
%
N/A
0.50
%
0.10
%
0.75
%
N/A
1.15
%
N/A
0.50
%
N/A
0.85
%
N/A
1.35
%
N/A
0.70
%
0.10
%
0.85
%
N/A
1.35
%
N/A
0.70
%
0.10
%
0.75
%
N/A
1.15
%
N/A
0.50
%
N/A
0.75
%
N/A
1.15
%
N/A
0.50
%
N/A
0.75
%
N/A
1.35
%
N/A
0.70
%
0.20
%
0.75
%
N/A
1.35
%
N/A
0.70
%
0.10
%
0.75
%
N/A
1.35
%
N/A
0.70
%
0.10
%
0.85
%
N/A
N/A
N/A
0.70
%
N/A
0.75
%
N/A
N/A
N/A
0.60
%
N/A
Complex-Wide Assets | Fee | |||
(in billions) | (per annum) | |||
First $8 billion
|
25.0 bp | |||
Next $17 billion
|
23.5 bp | |||
Next $25 billion
|
22.0 bp | |||
Assets over $50 billion
|
20.0 bp |
(a) | All postage and delivery charges incurred by the Administrator in delivering materials to and from the Fund; | ||
(b) | All telephone, telecopy or other electronic transmission and communication expenses incurred by the Administrator in communication with the Fund, the Funds custodian or others as required for the Administrator to perform the services to be provided hereunder; | ||
(c) | The Funds pro rata share of the cost of the Administrator obtaining pricing service quotations; | ||
(d) | The cost of any media used to create and store records or other materials; | ||
(e) | All systems-related expenses associated with the provision of special reports and services; | ||
(f) | Any expenses the Administrator shall incur at the written direction of an officer of the Fund thereunto duly authorized; and | ||
(g) | Any additional expenses, agreed to in advance by the Fund, reasonably incurred by the Administrator in the performance of its duties and obligations under this Agreement. |
FIRST AMERICAN INVESTMENT FUNDS, INC.
|
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By | /s/ Jeffery M. Wilson | |||
Jeffery M. Wilson | ||||
Its Vice President Administration | ||||
FAF ADVISORS, INC.
|
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By | /s/ Joseph M. Ulrey, III | |||
Joseph M. Ulrey, III | ||||
Its Chief Financial Officer | ||||
2
¨ | No-Load $15.00 /account | ||
¨ | Load Fund $16.00 /account | ||
¨ | Daily Accrual Fund $21.00 /account (money market funds); $18.00/account (bond funds) | ||
¨ | Closed Accounts $2.50 /account |
¨ | $30,000 per no-load fund | ||
¨ | $36,000 per load or daily accrual fund | ||
¨ | $18,000 each additional class | ||
¨ | $12,500 per each B share class (Eff. 1/1/2010) |
¨ | $12,500 per class Year 1 | ||
¨ | $15,000 per class Year 2 | ||
¨ | Per Class Fee Review Year 3 |
¨ | Telephone Calls $1.00 /minute | ||
¨ | Voice Response Call $.35/call | ||
¨ | E-mail Services |
¨ | Draft Check Processing $3.00 /draft | ||
¨ | Daily Valuation Trades $10.00 /trade | ||
¨ | Lost Shareholder Search $5.00 /search | ||
¨ | AML New Account Service $1.00/new domestic accounts and $2.00/new foreign account | ||
¨ | AML Annual Base fee $5,000 (Per Fund Complex) | ||
¨ | ACH/EFT Shareholder Services: |
¨ | Telephone toll-free lines, call transfers, etc. | ||
¨ | Mailing, sorting and postage | ||
¨ | Stationery | ||
¨ | Programming, special reports | ||
¨ | Insurance, record retention, microfilm/fiche | ||
¨ | NSCC charges | ||
¨ Any additional expenses, agreed to in advance by the Fund, reasonable incurred by USBFS in the performance of its duties and obligations under this Agreement. |
¨ | $25.00 /transfer to successor trustee | ||
¨ | $25.00 /participant distribution (Excluding SWPs) | ||
¨ | $25.00 /refund of excess contribution |
¨ | $15.00 /outgoing wire transfer | ||
¨ | $15.00 /overnight delivery | ||
¨ | $25.00 /return check or ACH | ||
¨ | $25.00 /stop payment | ||
¨ $5.00 /research request per account (Cap at $25.00/request) (For requested items of the second calendar year [or previous] to the request) |
1. | Fund Setup $750 /cusip | |
2. | NSCC Service Interface All NSCC Services |
¨ | Annual $1,400 /cusip/year |
3. | Telecommunications and Voice Services |
¨ | Service Setup $1,650 ATT transfer connect | ||
¨ | VRU Setup $500 /fund group | ||
¨ | VRU Maintenance |
| $100 /cusip/month (Class A shares) | ||
| $75/cusip/month (Class B shares) | ||
| $50/cusip/month (Class C shares) |
¨ | $.35 /voice response call | ||
¨ | $.40 /voice recognition call |
4. | 12b-1 Aging $1.50 /account/year | |
5. | Average Cost $.36 /account/year | |
6. | Development/Programming $150 /hour | |
7. | File Transmissions subject to requirements | |
8. | Selects $300 per select | |
9. | Extraordinary services charged as incurred |
¨ | Conversion of Records (if necessary) Estimate to be provided. | ||
¨ | Custom processing, re-processing | ||
¨ | All other extraordinary services |
| Inquiry $.15 per event | ||
| Account Maintenance $.25 per event | ||
| Transaction financial transactions, reorder statements, etc. $.50 per event | ||
| New Account Set-up $3.00 per event | ||
| Strong Authentication $0.045 per month per active* FAN Web ID. |
| Inquiry $.05 per event | ||
| Per broker ID $5.00 per month per ID |
| Implementation $5,000 per management company | ||
| Transaction purchase, redeem, exchange, literature order $.50 per event | ||
| New Account Set-up may contain multiple fund/accounts $3.00 per event | ||
| Monthly Minimum Charge $500.00 per month |
| Rep/Branch/ID $.018 | ||
| Dealer $.012 | ||
| Price Files $.002 or $1.75/user/month, whichever is less |
FIRST AMERICAN INVESTMENT FUNDS, INC. | ||||||
|
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|
By: |
/s/ Charles D. Gariboldi, Jr.
|
||||
|
Name: |
Charles D. Gariboldi, Jr.
|
||||
|
Its: |
Treasurer
|
||||
|
|
U.S. BANK NATIONAL ASSOCIATION | ||||||
|
||||||
|
By: |
/s/ Joseph M. Ulrey, III
|
||||
|
Name: |
Joseph M. Ulrey, III
|
||||
|
Its: |
CFO, FAF Advisors
|
||||
|
Banc of America Securities, LLC
|
|
||||
Barclays Capital Inc.
|
|
||||
BNP Paribas Prime Brokerage, Inc.
|
|
||||
BNP Paribas Securities Corp
|
|
||||
Calyon Securities (USA), Inc.
|
|
||||
Cantor Fitzgerald & Co.
|
|
||||
Citigroup Global Markets, Inc.
|
|
||||
Credit Suisse Securities (USA), LLC
|
|
||||
Deutsche Bank Securities, Inc.
|
|
||||
Dresdner Kleinwort Securities, LLC
|
|
||||
First Clearing, LLC
|
|
||||
Goldman Sachs & Co.
|
|
||||
HSBC Securities (USA), Inc.
|
|
||||
ING Financial Markets, LLC
|
|
||||
Jefferies & Company, Inc.
|
|
||||
J.P. Morgan Clearing Corp
|
|
||||
J.P. Morgan Securities, Inc.
|
|
||||
Merrill Lynch Government Securities Inc.
|
|
||||
Merrill Lynch, Pierce, Fenner & Smith, Inc.
|
|
||||
Morgan Stanley & Co., Inc.
|
|
||||
MS Securities Services, Inc.
|
|
||||
Newedge USA, LLC
|
|
||||
Raymond James & Associates, Inc.
|
|
||||
RBC Capital Markets Corporation
|
|
||||
RBS Securities, Inc.
|
|
||||
Scotia Capital (USA), Inc.
|
|
||||
SG Americas Securities, LLC
|
|
||||
Societe Generale, New York Branch
|
|
||||
TD Ameritrade Clearing, Inc.
|
|
||||
UBS Securities, LLC
|
|
||||
Wells Fargo Securities, LLC
|
|
Client Relationship Name on Agreement:
|
|
|
Authorized Signature
|
|
|
Printed Name
|
|
|
Title
|
|
|
Date
|
|
Address (or the address of
your registered agent) within state of incorporation or organization: |
The Corporation Trust Incorporated, 32 South Street, Baltimore, Maryland 21202 | |
Baltimore, Maryland 21202 |
Name | Tax ID | |||
Equity Income Fund
|
25-1692047 | |||
Equity Index Fund
|
25-1687221 | |||
Large Cap Growth Opportunities Fund
|
39-1743054 | |||
Large Cap Select Fund
|
45-0495825 | |||
Large Cap Value Fund
|
39-1603604 | |||
Mid Cap Growth Opportunities Fund
|
84-6214484 | |||
Mid Cap Index Fund
|
39-1970095 | |||
Mid Cap Select Fund
|
23-2753730 | |||
Mid Cap Value Fund
|
39-1603605 | |||
Quantitative Large Cap Core Fund
|
41-2242841 | |||
Quantitative Large Cap Growth Fund
|
41-2242844 | |||
Quantitative Large Cap Value Fund
|
41-2242848 | |||
Real Estate Securities Fund
|
23-2802884 | |||
Small Cap Growth Opportunities Fund
|
39-1829200 | |||
Small Cap Index Fund
|
31-1525239 | |||
Small Cap Select Fund
|
39-1901483 | |||
Small Cap Value Fund
|
23-2909969 |
Name
Tax ID
27-1429616
39-1603606
23-2958095
32-0125111
01-0741862
25-1687223
25-1687222
36-4333232
36-4333230
36-4333228
39-1603601
23-2752230
41-1614985
06-1289754
41-1993839
01-0634820
23-2908693
01-0741865
41-1614986
1
Very truly yours,
|
||||
/s/ Dorsey & Whitney LLP | ||||
2
Designation of Shares in | ||
Articles of Incorporation | ||
or Articles Supplementary | Name | |
Class B Common Shares
|
Core Bond Fund, Class A | |
Class B, Series 2 Common Shares
|
Core Bond Fund, Class Y | |
Class B, Series 3 Common Shares
|
Core Bond Fund, Class B | |
Class B, Series 4 Common Shares
|
Core Bond Fund, Class C | |
Class B, Series 5 Common Shares
|
Core Bond Fund, Class R | |
Class C Common Shares
|
Intermediate Tax Free Fund, Class A | |
Class C, Series 2 Common Shares
|
Intermediate Tax Free Fund, Class Y | |
Class C, Series 4 Common Shares
|
Intermediate Tax Free Fund, Class C | |
Class I Common Shares
|
Intermediate Term Bond Fund, Class A | |
Class I, Series 2 Common Shares
|
Intermediate Term Bond Fund, Class Y | |
Class J Common Shares
|
Short Term Bond Fund, Class A | |
Class J, Series 2 Common Shares
|
Short Term Bond Fund, Class Y | |
Class J, Series 4 Common Shares
|
Short Term Bond Fund, Class C | |
Class M Common Shares
|
Minnesota Intermediate Tax Free Fund, Class A | |
Class M, Series 2 Common Shares
|
Minnesota Intermediate Tax Free Fund, Class Y | |
Class M, Series 4 Common Shares
|
Minnesota Intermediate Tax Free Fund, Class C | |
Class X Common Shares
|
Oregon Intermediate Tax Free Fund, Class Y | |
Class X, Series 2 Common Shares
|
Oregon Intermediate Tax Free Fund, Class A | |
Class DD Common Shares
|
Tax Free Fund, Class A | |
Class DD, Series 3 Common Shares
|
Tax Free Fund, Class Y | |
Class DD, Series 4 Common Shares
|
Tax Free Fund, Class C | |
Class EE Common Shares
|
Minnesota Tax Free Fund, Class A | |
Class EE, Series 3 Common Shares
|
Minnesota Tax Free Fund, Class Y | |
Class EE, Series 4 Common Shares
|
Minnesota Tax Free Fund, Class C | |
Class HH Common Shares
|
High Income Bond Fund, Class A | |
Class HH, Series 2 Common Shares
|
High Income Bond Fund, Class B | |
Class HH, Series 3 Common Shares
|
High Income Bond Fund, Class Y | |
Class HH, Series 4 Common Shares
|
High Income Bond Fund, Class C | |
Class HH, Series 5 Common Shares
|
High Income Bond Fund, Class R | |
Class I I Common Shares
|
California Tax Free Fund, Class A | |
Class I I, Series 2 Common Shares
|
California Tax Free Fund, Class C | |
Class I I, Series 3 Common Shares
|
California Tax Free Fund, Class Y | |
Class KK Common Shares
|
Colorado Tax Free Fund, Class A | |
Class KK, Series 2 Common Shares
|
Colorado Tax Free Fund, Class C | |
Class KK, Series 3 Common Shares
|
Colorado Tax Free Fund, Class Y | |
Class LL Common Shares
|
Total Return Bond Fund, Class A | |
Class LL, Series 2 Common Shares
|
Total Return Bond Fund, Class B | |
Class LL, Series 3 Common Shares
|
Total Return Bond Fund, Class C |
3
Designation of Shares in | ||
Articles of Incorporation | ||
or Articles Supplementary | Name | |
Class LL, Series 4 Common Shares
|
Total Return Bond Fund, Class Y | |
Class LL, Series 5 Common Shares
|
Total Return Bond Fund, Class R | |
Class MM Common Shares
|
Nebraska Tax Free Fund, Class A | |
Class MM, Series 2 Common Shares
|
Nebraska Tax Free Fund, Class C | |
Class MM, Series 3 Common Shares
|
Nebraska Tax Free Fund, Class Y | |
Class AAA Common Shares
|
Missouri Tax Free Fund, Class A | |
Class AAA, Series 2 Common Shares
|
Missouri Tax Free Fund, Class Y | |
Class AAA, Series 3 Common Shares
|
Missouri Tax Free Fund, Class C | |
Class BBB Common Shares
|
Ohio Tax Free Fund, Class A | |
Class BBB, Series 2 Common Shares
|
Ohio Tax Free Fund, Class C | |
Class BBB, Series 3 Common Shares
|
Ohio Tax Free Fund, Class Y | |
Class CCC Common Shares
|
Short Tax Free Fund, Class A | |
Class CCC, Series 2 Common Shares
|
Short Tax Free Fund, Class Y | |
Class DDD Common Shares
|
Intermediate Government Bond Fund, Class A | |
Class DDD, Series 2 Common Shares
|
Intermediate Government Bond Fund, Class Y | |
Class DDD, Series 3 Common Shares
|
Intermediate Government Bond Fund, Class C | |
Class DDD, Series 4 Common Shares
|
Intermediate Government Bond Fund, Class R | |
Class FFF Common Shares
|
Inflation Protected Securities Fund, Class A | |
Class FFF, Series 2 Common Shares
|
Inflation Protected Securities Fund, Class C | |
Class FFF, Series 3 Common Shares
|
Inflation Protected Securities Fund, Class R | |
Class FFF, Series 4 Common Shares
|
Inflation Protected Securities Fund, Class Y |
4
California Tax Free Fund
|
Colorado Tax Free Fund
|
Core Bond Fund
|
Equity Income Fund
|
Equity Index Fund
|
Global Infrastructure Fund
|
High Income Bond Fund
|
Inflation Protected Securities Fund
|
Intermediate Government Bond Fund
|
Intermediate Tax Free Fund
|
Intermediate Term Bond Fund
|
International Fund
|
International Select Fund
|
Large Cap Growth Opportunities Fund
|
Large Cap Select Fund
|
Large Cap Value Fund
|
Mid Cap Growth Opportunities Fund
|
Mid Cap Index Fund
|
Mid Cap Select Fund
|
Mid Cap Value Fund |
Minnesota Intermediate Tax Free Fund |
Minnesota Tax Free Fund |
Missouri Tax Free Fund |
Nebraska Tax Free Fund |
Ohio Tax Free Fund |
Oregon Intermediate Tax Free Fund |
Quantitative Large Cap Core Fund |
Real Estate Securities Fund |
Short Tax Free Fund |
Short Term Bond Fund |
Small Cap Growth Opportunities Fund |
Small Cap Index Fund |
Small Cap Select Fund |
Small Cap Value Fund |
Tactical Market Opportunities Fund |
Tax Free Fund |
Total Return Bond Fund |
A. | Prospectuses of the respective Funds in the forms most recently filed with the Securities and Exchange Commission (the SEC) prior to the date of this Plan as amended. | |
B. | Statements of Additional Information of the respective Funds in the forms most recently filed with the SEC prior to the date of this Plan as amended. | |
C. | First American Investment Funds, Inc. Amended and Restated Distribution and Service Plan effective September 19, 2006. | |
D. | Administration Agreement with FAF Advisors, Inc. dated July 1, 2006. | |
E. | Transfer Agent and Shareholder Servicing Agreement with U.S. Bancorp Fund Services, LLC and FAF Advisors, Inc. dated September 19, 2006. |
A. | Distribution fees, service fees, transfer agency fees and recordkeeping fees relating to the respective classes of shares, as set forth in the materials referred to in II above, shall be borne exclusively by the classes of shares to which they relate. | |
B. | Except as set forth in A above, expenses of the Funds shall be borne at the Fund level and shall not be allocated on a class basis. |
2
A. | New Funds and New Classes . With respect to any new portfolio of the Company created after the date of this Plan and any new class of shares of the existing Funds created after the date of this Plan, the Board of Directors of the Company shall approve amendments to this Plan setting forth the attributes of the classes of shares of such new portfolio or of such new class of shares. | |
B. | Material Amendments and Periodic Reviews . The Board of Directors of the Company, including a majority of the independent directors, shall periodically review this Plan for its continued appropriateness and shall approve any material amendment of this Plan as it relates to any class of any Fund covered by this Plan. |
3