RS Investments manages 22 mutual funds. Third Quarter 2008 Performance Update  

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 performance quoted, "with maximum sales charge" reflects the current maximum sales charge of 4.75% that became effective on October 9, 2006. 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. Certain share classes are subject to lower maximum sales charges whether paid at the time of purchase or deferred. A "deferred sales charge" also known as "back end load" or "CDSC" is incurred when liquidating an A share purchase over $1 million, for example, before a specified holding period. 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. Performance results assume the reinvestment of dividends and capital gains. Current and month-end performance information, which may be lower or higher than that cited, is available by contacting RS Investments at 800-766-3863 and is frequently updated on our Web site: www.rsinvestments.com.

Please select a fund below to view historical quarterly performance data (Class A Share).

RS Emerging Growth Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1987       26.11%* 26.11%* 1988 10.16% 9.57% -7.28% 1.91% 14.05% 1989 9.35% 6.24% 13.26% 9.79% 44.45% 1990 1.75% 16.55% -21.71% 18.02% 9.57% 1991 28.88% -8.44% 17.43% 14.53% 58.69% 1992 -1.60% -17.25% -1.54% 21.55% -2.55% 1993 -12.28% -0.48% 15.03% 6.77% 7.22% 1994 2.95% -8.86% 15.77% -0.61% 7.96% 1995 6.06% -2.00% 16.08% -0.28% 20.32% 1996 3.44% 12.48% 1.48% 2.94% 21.53% 1997 -14.00% 22.89% 21.07% -7.35% 18.54% 1998 18.28% 2.08% -23.37% 38.37% 28.02% 1999 27.93% 17.00% 7.77% 75.17% 182.56% 2000 19.40% -11.02% -4.11% -26.42% -25.04% 2001 -29.69% 16.70% -31.26% 28.88% -27.31% 2002 -9.16% -21.33% -22.61% 8.19% -40.16% 2003 -3.50% 24.13% 10.64% 10.72% 46.74% 2004 5.55% -1.08% -5.56% 16.78% 15.16% 2005 -8.56% 4.02% 4.13% 1.65% 0.68% 2006 11.30% -7.42% -1.70% 8.06% 9.45% 2007 0.98% 11.58% 5.57% -4.22% 13.94% 2008 -19.12% 4.96% -14.12% -25.39% -45.61%

* Since Inception: 11/30/1987

RS Smaller Company Growth Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1996     5.70%* 4.07% 10.00%* 1997 -7.27% 23.33% 27.11% -10.26% 30.45% 1998 15.47% -6.94% -24.58% 22.61% -0.63% 1999 1.05% 19.29% -3.66% 34.90% 56.66% 2000 33.75% -7.83% 3.23% -17.93% 4.44% 2001 -13.00% 17.67% -19.50% 31.44% 8.31% 2002 -7.94% -14.66% -27.06% 6.34% -39.07% 2003 -5.55% 29.30% 17.48% 12.15% 60.91% 2004 6.80% -2.18% -3.40% 14.32% 15.38% 2005 -6.56% 6.07% 5.63% 1.95% 6.74% 2006 10.33% -8.46% -3.66% 7.53% 4.62% 2007 1.23% 7.82% 0.78% -4.87% 4.64% 2008 -19.06% 1.21% -13.31% -26.89% -48.08%

* Since Inception: 8/15/1996

RS Select Growth Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1996     11.10%* 11.79% 24.20%* 1997 -4.43% 12.22% 25.15% -3.56% 29.45% 1998 16.10% -7.85% -16.25% 29.77% 16.28% 1999 12.21% 29.05% 6.04% 62.94% 150.21% 2000 25.46% -19.81% -5.15% -23.40% -26.91% 2001 -11.13% 18.78% -29.38% 36.66% 1.88% 2002 -8.30% -19.50% -24.93% 9.85% -39.12% 2003 -10.24% 36.03% 11.45% 16.04% 57.91% 2004 1.34% -2.07% -9.78% 13.34% 1.48% 2005 -7.89% 2.20% 8.01% -3.21% -1.59% 2006 8.78% -7.62% -3.74% 11.71% 8.06% 2007 1.95% 8.58% 7.60% -4.56% 13.68% 2008 -14.11% 5.01% -18.16% -25.49% -45.02%

* Since Inception: 8/1/1996

RS MidCap Opportunities Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1995     7.60%* 4.46% 12.40%* 1996 8.54% 9.26% 0.08% 4.62% 24.16% 1997 -3.08% 12.50% 17.31% -4.31% 22.40% 1998 11.83% -3.70% -13.53% 19.89% 11.65% 1999 7.05% 15.44% -5.13% 33.16% 56.12% 2000 18.15% -13.56% 0.43% -8.63% -6.28% 2001 -8.50% 6.38% -26.63% 20.41% -14.01% 2002 -4.23% -14.63% -15.54% 6.57% -26.41% 2003 1.51% 19.30% 7.81% 13.75% 48.49% 2004 3.78% 0.98% -2.99% 10.53% 12.36% 2005 -3.12% 2.63% 7.93% 2.07% 9.52% 2006 9.90% -4.57% -0.71% 5.10% 9.43% 2007 4.45% 9.39% 4.63% -1.69% 17.53% 2008 -15.88% 0.84% -21.30% -28.85% -52.50%

* Since Inception: 7/12/1995

RS Growth Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1992   -1.99%* 3.04% 8.95% 10.03%* 1993 8.45% 0.08% 7.53% 4.17% 21.57% 1994 3.83% -4.42% 17.21% 5.85% 23.11% 1995 14.92% 21.97% 19.27% -14.65% 42.70% 1996 -3.62% 3.43% 6.55% 7.43% 14.12% 1997 -2.32% 16.36% 16.50% -14.05% 13.81% 1998 12.99% 4.58% -13.07% 24.07% 27.44% 1999 9.80% 2.42% -6.48% 22.12% 28.43% 2000 14.30% -6.10% -8.76% -9.21% -11.09% 2001 -10.52% -3.81% -17.89% 12.59% -20.43% 2002 -3.81% -13.28% -15.45% 2.74% -27.53% 2003 0.49% 18.91% 6.02% 13.87% 44.24% 2004 2.19% 1.86% -2.77% 10.61% 11.95% 2005 -0.72% 1.15% 8.73% 1.95% 11.32% 2006 5.30% -4.31% 3.51% 6.24% 10.79% 2007 0.98% 8.05% 5.35% -1.61% 13.10% 2008 -14.14% -0.40% -13.93% -23.52% -43.66%

* Since Inception: 5/12/1992

RS Technology Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1995       -7.00%* -7.00%* 1996 0.43% 14.67% 10.08% -0.05% 26.72% 1997 -12.16% 18.60% 30.19% -21.73% 6.15% 1998 14.07% 4.83% -10.28% 41.86% 52.20% 1999 16.15% 11.41% 9.42% 59.77% 126.22% 2000 17.30% -6.29% -11.01% -33.64% -35.09% 2001 -18.88% -0.65% -33.81% 46.02% -22.11% 2002 -13.83% -32.59% -33.77% 35.06% -48.04% 2003 9.40% 34.38% 16.76% 15.20% 97.75% 2004 4.42% -0.51% -12.83% 18.49% 7.30% 2005 -12.55% 7.00% 6.20% 2.70% 2.06% 2006 10.34% -13.41% 2.30% 10.69% 8.19% 2007 1.32% 12.12% 8.91% -1.31% 22.25% 2008 -20.59% 4.89% -19.18% -27.06% -50.90%

* Since Inception: 11/15/1995

RS Partners Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1995     1.90%* 1.96% 3.90%* 1996 18.38% 10.89% 3.15% 5.71% 43.15% 1997 0.68% 8.03% 12.34% -3.37% 18.08% 1998 8.19% -9.75% -23.37% -2.95% -27.38% 1999 -3.04% 11.63% -4.33% 0.17% 3.73% 2000 3.60% 5.49% 18.13% 1.81% 31.44% 2001 6.81% 13.64% -14.88% 12.99% 16.72% 2002 8.43% -1.20% -9.56% 4.48% 1.23% 2003 2.58% 24.95% 10.55% 16.89% 65.63% 2004 8.99% -0.30% 7.08% 13.29% 31.81% 2005 -1.24% 5.30% 8.66% -0.94% 11.94% 2006 8.45% -3.21% -1.82% 7.89% 11.19% 2007 4.22% 5.70% -8.42% -4.62% -3.78% 2008 -8.63% 5.72% -10.22% -29.23% -38.63%

* Since Inception: 7/12/1995

RS Value Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1993     -4.41%* 17.03% 11.86%* 1994 8.15% -3.97% -4.64% -4.60% -5.52% 1995 1.61% 17.57% 5.41% 3.92% 30.86% 1996 20.97% -4.14% 2.50% 2.37% 21.68% 1997 1.39% -6.01% -4.94% -22.19% -29.51% 1998 2.24% -11.20% -30.17% 6.17% -32.69% 1999 5.12% 21.71% 4.00% 3.95% 38.31% 2000 -3.10% 10.22% 6.27% -2.82% 10.30% 2001 -0.82% 4.11% -18.96% 9.64% -8.25% 2002 2.27% 5.51% -8.70% 2.91% 1.38% 2003 6.82% 16.97% 13.42% 17.13% 65.98% 2004 6.28% -1.10% 4.80% 17.39% 29.31% 2005 0.82% 4.19% 5.50% 0.77% 11.67% 2006 4.52% -0.39% 2.93% 8.59% 16.37% 2007 5.72% 6.45% -6.09% -1.82% 3.76% 2008 -10.77% 9.34% -18.69% -26.55% -41.73%

* Since Inception: 6/30/1993

RS Investors Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 2005       4.40%* 4.40%* 2006 6.32% -4.32% 6.31% 8.70% 17.55% 2007 2.21% 7.41% -5.19% -4.61% -0.72% 2008 -11.26% 10.93% -20.87 -35.32% -49.62%

* Since Inception: 11/15/2005

RS Global Natural Resources Fund (Results Net of Fees)

Q1 Q2 Q3 Q4 Calendar Year 1995       1.20%* 1.20%* 1996 17.19% 3.96% 6.57% 8.75% 41.21% 1997 -6.65% 2.85% 7.65% -19.84% -17.14% 1998 5.23% -10.83% -22.47% -9.90% -34.45% 1999 4.69% 28.04% 1.20% -9.78% 22.39% 2000 3.61% 9.09% 7.95% 3.14% 25.85% 2001 1.48% 6.60% -15.21% 9.68% 0.61% 2002 14.36% 5.22% -6.25% 3.76% 17.04% 2003 -0.07% 14.87% 1.48% 22.02% 42.13% 2004 5.98% 0.83% 14.94% 9.44% 34.43% 2005 8.01% 2.17% 28.74% 0.11% 42.23% 2006 8.24% 2.12% -8.59% 6.99% 8.11% 2007 7.17% 10.77% 4.92% 6.04% 32.07% 2008 -1.21% 16.13% -34.23 -29.45% -46.76%

* Since Inception: 11/15/1995

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 RS Emerging Growth Fund's total gross annual operating expense ratio is 1.48%. The RS Growth Fund's total gross annual operating expense ratio is 1.29%. The RS Technology Fund's total gross annual operating expense ratio is 1.52%. The RS MidCap Opportunities Fund's total gross annual operating expense ratio is 1.40%. The RS Select Growth Fund's total gross annual operating expense ratio is 1.56%. The RS Smaller Company Growth Fund's total gross annual operating expense ratio is 1.53%. The RS Value Fund's total gross annual operating expense ratio is 1.33%. The RS Partners Fund's total gross annual operating expense ratio is 1.51%. The RS Investors Fund's total gross annual operating expense ratio is 1.60%. The RS Global Natural Resources Fund's total gross annual operating expense ratio is 1.47%. The performance quoted, "with maximum sales charge" reflects the current maximum sales charge of 4.75% that became effective on October 9, 2006. 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. Certain share classes are subject to lower maximum sales charges whether paid at the time of purchase or deferred. A "deferred sales charge" also known as "back end load" or "CDSC" is incurred when liquidating an A share purchase over $1 million, for example, before a specified holding period. 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. Performance results assume the reinvestment of dividends and capital gains. Current and month-end performance information, which may be lower or higher than that cited, is available by contacting RS Investments at 800-766-3863 and is frequently updated on our Web site: www.rsinvestments.com.

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. 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. Investments in high technology and Internet-related sectors may be highly volatile. Funds that concentrate investments in a certain sector may be subject to greater risk than funds that invest more broadly, as companies in that sector may share common characteristics and may react similarly to market developments or other factors affecting their values. 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. 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.