Fund Facts (Class A)

Investment Style: All-Cap Value Ticker Symbol: RSINX Cusip Number: 74972H838 Date of Inception: 11/15/05

Minimum Investment: $2,500; $1,000 for IRA Minimum Subsequent Investment: $100 Sales Load: See pages 114-119 of the Prospectus Redemption Fee: None

Management

		Andy Pilara   Co-portfolio manager of the RS Investors Fund, RS Partners Fund, RS Value Fund, and RS Global Natural Resources Fund   •   Tenure with RS Investments (RS): September 1993   •   Tenure as Portfolio Manager: November 2005   •   Prior Experience: President of Pilara Associates, a private investment firm       specializing in value investing, for 19 years   •   Education: B.A. from St. Mary's College of California
		MacKenzie Davis   Co-portfolio manager of the RS Investors Fund, RS Partners Fund, RS Value Fund, and RS Global Natural Resources Fund   •   Tenure with RS: March 2004   •   Tenure as Co-Portfolio Manager: October 2006   •   Prior Experience: High-yield analyst at Fidelity Management & Research Company       for four years; vice president at Fidelity Capital Markets for four years; analyst       at Goldman Sachs & Company for two years   •   Education: A.B. from Brown University and is a Chartered Financial Analyst
		David Kelley   Co-portfolio manager of RS Investors Fund, RS Partners Fund, and RS Value Fund   •   Tenure with RS: November 2002   •   Tenure as Co-Portfolio Manager: November 2005   •   Prior Experience: Small-cap analyst at Pequot Capital Management from 2001       to 2002; analyst with Crestwood Capital, an ING affiliated hedge fund group for       three years; associate with Goldman Sachs & Company in the mergers and       acquisitions department for three years   •   Education: B.A. from Yale University and M.B.A. from Harvard Business School
		Joe Wolf   Co-portfolio manager of RS Investors Fund, RS Partners Fund, and RS Value Fund   •   Tenure with RS: December 2001   •   Tenure as Co-Portfolio Manager: November 2005   •   Prior Experience: Founder, director, and vice president of corporate development       for zUniversity, an affinity marketing company focused on university students and       alumni for two years; senior financial analyst at Goldman Sachs & Company for four       years in both the equities division and strategic consulting group   •   Education: B.A. from Vanderbilt University and M.B.A. from Harvard Business School

Investment Objective
Long-term capital appreciation.

Investment Strategy
The Fund invests in securities that RS Investments believes are undervalued.The Fund will typically invest most of its assets in equity securities of small-, mid-, or large-capitalization companies. The Fund may invest in securities of issuers located anywhere in the world, and may invest any portion of its assets outside the United States. The Fund is a non-diversified mutual fund, and the Fund will likely hold a more limited number of securities than many other mutual funds. RS Investments currently expects that the Fund will normally hold between 20 and 40 securities positions.

Investment Process
In evaluating equity investments for the Fund, RS Investments employs a return on capital analysis, combining balance sheet and cash flow analysis.

RS Investments may perform a number of analyses in considering whether to buy or sell a stock, including, for example:
  •   performing fundamental research focusing on business analysis;
  •   observing how management allocates capital;
  •   striving to understand the unit economics of the business of the company;
  •   studying the cash flow rate of return on capital employed;
  •   discerning the sources and uses of cash;
  •   considering how management is compensated;
  •   asking how the stock market is pricing the entire company.

Sell Discipline
Although RS Investments may consider the factors described above in purchasing or selling investments for the Fund, RS Investments may purchase, sell, or continue to hold an investment for the Fund whenever it believes doing so may benefit the Fund, or on the basis of any of the factors described above or any other factors it may in its discretion consider.

Risk Factors
Investing in small- and mid-size companies can involve risks such as having less publicly available information, higher volatility, and less liquidity than in the case of larger companies. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Overweighting investments in certain sectors or industries increases the risk of loss due to general declines in the prices of stocks in those sectors or industries. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. The value of a debt security is affected by changes in interest rates and is subject to any credit risk of the issuer or guarantor of the security. Investments in companies in natural resources industries may involve risks including changes in commodities prices, changes in demand for various natural resources, changes in energy prices, and international political and economic developments.

Fund Metrics (Class A)

As of 5/1/07 Management Fee: 1.00% 12b-1 Fee: 0.25% Other Expenses: 0.34%1 Total Annual Fund Operating Expenses: 1.59%		As of 3/31/08 Number of Positions: 26 Average Market Cap: $5.4 billion Median Market Cap: $2.9 billion Weighted Avg Market Cap: $4.9 billion 2008 P/E: 16.0x 3-Year Sales Growth: 12.0% Fund Assets: $25.2 million Beta: N/A R2: N/A
1 "Other Expenses" have been restated to reflect current fees. "Other Expenses" include expenses indirectly incurred by the Fund through investments in certain pooled investment vehicles of 0.01% or less of the Fund's average daily net assets for the fiscal year ended December 31, 2006.

Performance Update (Class A)
Average Annual Total Returns For Periods ended 3/31/08

Performance quoted represents past performance and does not guarantee future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. Please keep in mind that any high double-digit returns are highly unusual and cannot be sustained. The Fund's total gross annual operating expense ratio as of the most current prospectus is as follows: Class A 1.59%, Class C 2.35%, Class K 2.05%, and Class Y 1.32%. Class A performance quoted "with maximum sales charge" reflects the current maximum sales charge of 4.75%. Please read the prospectus carefully for more information on sales charges as they do not apply in all cases and if applied are reduced for larger purchases. There are no sales charges for Class K and Class Y shares. Any sales charges are in addition to the Fund's fees and expenses as detailed in the Fund's most current prospectus. Fees and expenses are factored into the net asset value of your shares and any performance numbers we release. Total return figures reflect an expense limitation in effect during the periods shown; without such limitation, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a shareholder may pay on Fund distributions or the redemption of Fund shares. Current and month-end performance information, which may be lower or higher than that cited, is available by contacting RS Investments at 1-800-766-FUND and is frequently updated on our Web site: www.RSinvestments.com.

** Russell 3000^® Value Index is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 3000 Index with lower price-to-book ratios and lower forecasted growth values. (The Russell 3000 Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which consists of the 1,000 largest U.S. companies based on total market capitalization.) Index results assume the reinvestment of dividends paid on the stocks constituting the index. You may not invest in the index, and, unlike the Fund, the index does not incur fees or expenses.
** Russell 3000^® Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the investable U.S. equity market. As of the latest reconstitution, the average market capitalization was approximately $4.8 billion; the median market capitalization was approximately $944.7 million. The index had a total market capitalization range of approximately $182.6 million to $386.9 billion. Index results assume the reinvestment of dividends paid on the stocks constituting the index. You may not invest in the index, and, unlike the Fund, the index does not incur fees or expenses.
*** The S&P 500^® Index is an unmanaged market capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries. Index results assume the reinvestment of dividends paid on the stocks constituting the index. You may not invest in the index, and, unlike the Fund, the index does not incur fees and expenses.

Top Ten Holdings
as of 3/31/08

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

Sector Allocation
as of 3/31/08

The Fund's holdings are allocated to each sector based on their Russell classification. If a holding is not classified by Russell, it is assigned a Russell designation by RS Investments. Cash includes short-term investments and net other assets and liabilities.

Quarterly Fund Commentaries   (as of 12/31/07)

  Fourth Quarter 2007 Manager Commentary
  Third Quarter 2007 Manager Commentary
  Second Quarter 2007 Manager Commentary
  First Quarter 2007 Manager Commentary
  Fourth Quarter 2006 Manager Commentary
  Third Quarter 2006 Manager Commentary
  Second Quarter 2006 Manager Commentary
  First Quarter 2006 Manager Commentary
  Fourth Quarter 2005 Manager Commentary