TAXES AND DIVIDENDSEach Portfolio is qualified or intends to qualify as a regulated investment company underSubchapter M of the Internal Revenue Code. In order to avoid taxation of capital gains under SubchapterM of the Code, each Portfolio, except the Money Market Portfolio, will distribute net capital gainsannually. Net capital gains from the sale of investments will be calculated by subtracting any unusedcapital loss carryforward from net realized gain for the year, as prescribed by the Internal Revenue Code.To qualify as a regulated investment company, at the close of each quarter of the Portfolio’s taxableyear, (i) at least 50% of the value of its total assets must be represented by cash and cash items, U.S.Government securities, securities of other RICs and securities of other issuers, with such securities ofother issuers limited, in respect to any one issuer, to an amount that does not exceed 5% of the value ofthe Portfolio’s assets and that does not represent more than 10% of the outstanding voting securities ofsuch issuer; and (ii) no more than 25% of the value of a Portfolio’s total assets may be invested in thesecurities of any one issuer (other than U.S. Government securities and securities of other regulatedinvestment companies), or in two or more issuers which the Portfolio controls and which are engaged inthe same or similar trades or businesses.A regulated investment company must derive at least 90% of its gross income from dividends,interest, certain payments with respect to securities loans, gains from the sale or other disposition ofstock, securities or foreign currencies derived from its business of investing in such stock, securities orcurrencies. Under certain circumstances, a Portfolio may be required to sell portfolio holdings to meet thisrequirement.If for any year a Portfolio does not qualify as a regulated investment company, all of its taxableincome (including its net taxable gain) will be subject to tax at regular corporate rates without anydeduction for distributions to shareholders.No distribution of realized capital gains will be made until any capital loss carryforward has beenexhausted or expired. At the end of their last fiscal years, the following Portfolios had unused capital losscarryforwards. Amounts are in thousands.Portfolio Carryforward ExpirationGrowth Stock $ 19,884 2016Focused Appreciation 3,503 2016Large Cap Core 94,178 2011-2016Domestic Equity 114,488 2016Equity Income 2,147 2016Small Cap Growth 89,244 2016International Growth 22,220 2016Select Bond 7,116 2014High Yield Bond 46,872 2009-2016Balanced 83,295 2016Asset Allocation 19,182 2016The Index 500 Stock, Mid Cap Growth Stock, Index 400 Stock, Mid Cap Value, Small CapValue, International Equity, and Money Market Portfolios had no unused capital loss carryforwards.B-64
CALCULATION <strong>OF</strong> YIELD QUOTATIONS <strong>OF</strong> THE MONEY MARKET PORTFOLIOThe Money Market Portfolio’s yield is its current investment income expressed in annualized terms.The Portfolio’s yield is calculated by determining the net change in the value of a pre-existing accounthaving a balance of one share at the beginning of a seven-day base period. The net change in the value ofthe account is divided by the value of the account at the beginning of the period to obtain the base periodreturn. The result is then multiplied by 365 and divided by seven, with the resulting annualized yieldcarried to the nearest hundredth of one percent. For purposes of this calculation the net change in thevalue of the account reflects the value of additional Portfolio shares purchased with dividends from theoriginal share and dividends declared on both the original share and any such additional shares. Thecalculation reflects net investment income of the Portfolio for the period, including accrued interestincome plus or minus amortized purchase discount or premium, less all accrued expenses, but does notinclude realized or unrealized gains or losses.FINANCIAL <strong>STATEMENT</strong>SThe financial statements, related notes and related report of PricewaterhouseCoopers LLP,independent registered public accounting firm, contained in the Annual Report to Shareholders of theFund as of December 31, 2008 and for the year then ended are hereby incorporated by reference. Copiesof the Fund’s Annual Report or, when it becomes available, Semi-Annual Report as of, and for the sixmonths ending, June 30, 2009 (unaudited) may be obtained without charge by writing to TheNorthwestern Mutual Life Insurance Company, 720 East Wisconsin Avenue, Milwaukee, Wisconsin53202, by calling (414) 271-1444, or by visiting the website at www.nmfn.com.B-65
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APPENDIX F - Proxy Voting Policies
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stocks that make up that index. Str
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Interest rate swaps do not involve
- Page 13 and 14: the Adviser or Sub-Adviser will not
- Page 17 and 18: Forward Contracts. The Portfolios m
- Page 19 and 20: principal amount as the call writte
- Page 21 and 22: Options on Foreign Currencies. The
- Page 23 and 24: securities. The issuers of the unde
- Page 25 and 26: the former pools. However, timely p
- Page 27 and 28: CMO residuals are generally purchas
- Page 29: utilize the underlying assets may r
- Page 32 and 33: include range floaters which are a
- Page 34 and 35: par unless the price of the underly
- Page 36 and 37: to changes in interest rates genera
- Page 38 and 39: corresponding floaters. The underly
- Page 40 and 41: A Portfolio will not enter into suc
- Page 42 and 43: egulations. The presence of an issu
- Page 44 and 45: Portfolio TurnoverPortfolio turnove
- Page 46 and 47: The ability of the Portfolio to ach
- Page 48 and 49: Advisors, LLC, in accordance with t
- Page 50 and 51: OWNERSHIP OF SHARES OF THE FUNDAll
- Page 52 and 53: on the next $50 million, 0.50% on t
- Page 54 and 55: Independent Registered Public Accou
- Page 56 and 57: Name of Portfolio 2008 2007 2006Int
- Page 58 and 59: Broker High Yield Bond BalancedAsse
- Page 60 and 61: and cost of trade execution of Port
- Page 62 and 63: Effective April 30, 2008, the Fund
- Page 66 and 67: APPENDIX A - Credit RatingsDescript
- Page 68 and 69: F2Good credit quality. A satisfacto
- Page 70 and 71: . Moody’s Commercial Paper (short
- Page 72 and 73: Plus (+) or minus (-)The ratings fr
- Page 74 and 75: APPENDIX B - Directors and Officers
- Page 76 and 77: Name, Address, andYear of BirthDavi
- Page 78 and 79: APPENDIX C - Ownership of Shares of
- Page 80 and 81: SMALL CAP VALUE PORTFOLIOGeneral Ac
- Page 82 and 83: APPENDIX D - Portfolio ManagersOthe
- Page 84 and 85: PortfolioManager(s)FundRegisteredIn
- Page 86 and 87: Compensation of Portfolio ManagersM
- Page 88 and 89: management firms. Performance is pr
- Page 90 and 91: Portfolio managers are eligible for
- Page 92 and 93: PortfolioPortfolio Manager(s)Dollar
- Page 94 and 95: On August 25, 2005, the Court enter
- Page 96 and 97: MSA’s Equity Trading Department s
- Page 98 and 99: ERISA ClientsIn the case of client
- Page 100 and 101: Shareholder Ability to Call Special
- Page 102 and 103: • Exercise price• Participation
- Page 104 and 105: Amend Quorum RequirementsVote propo
- Page 106 and 107: Vote proposals to increase blank ch
- Page 108 and 109: employees of Investment Manager and
- Page 110 and 111: will not support the position of a
- Page 112 and 113: company specifies the voting, divid
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egarding whether Investment Manager
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3. The issuer is an entity particip
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manager(s) are responsible for maki
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Global Corporate Governance: Invest
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13. The Proxy Group will review the
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determined by those investment comm
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T. Rowe Price has adopted these Pro
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shareholders and the effect on shar
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portfolio company could have influe
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The Proxy Voting Service will refer
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that substantially differs from dom
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15. Janus will generally vote in fa
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46. For shareholder proposals outsi
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2. Staggered BoardIf a company has
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proposed for a legitimate business
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APPENDIX G - Portfolio Holdings Dis
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ICP Securities LLCIntermonte Securi