Certified Annual Shareholder Report for Management Investment Companies (n-csr)


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-04782

HSBC FUNDS
(Exact name of registrant as specified in charter)

452 FIFTH AVENUE
NEW YORK, NY 10018
(Address of principal executive offices) (Zip code)

CITI FUND SERVICES
3435 STELZER ROAD
COLUMBUS, OH 43219
(Name and address of agent for service)

Registrant’s telephone number, including area code: 1-800-782-8183

 

Date of fiscal year end: October 31

 

Date of reporting period: October 31, 2012



Item 1. Reports to Stockholders.







HSBC Global Asset Management (USA) Inc.

HSBC Funds
Annual Report
October 31, 2012




EQUITY FUNDS Class A       Class B       Class C       Class I
HSBC Growth Fund HOTAX HOTBX HOTCX HOTYX
HSBC Opportunity Fund HSOAX HOPBX HOPCX RESCX

















Table of Contents

HSBC Family of Funds
Annual Report - October 31, 2012

Glossary of Terms      
Chairman’s Message 4
President’s Message 5
Commentary From the Investment Manager 6
Portfolio Reviews 8
Portfolio Composition 12
Statements of Assets and Liabilities 13
Statements of Operations 14
Statements of Changes in Net Assets 15
Financial Highlights 19
Notes to Financial Statements 22
Report of Independent Registered Public Accounting Firm 30
Other Federal Income Tax Information 31
Table of Shareholder Expenses 32
 
HSBC Portfolios
Schedules of Portfolio Investments
       HSBC Growth Portfolio 34
       HSBC Opportunity Portfolio 36
Statements of Assets and Liabilities 38
Statements of Operations 39
Statements of Changes in Net Assets 40
Financial Highlights 41
Notes to Financial Statements 42
Report of Independent Registered Public Accounting Firm 47
Table of Shareholder Expenses 48
Board of Trustees and Officers 50
Other Information 52



Glossary of Terms

Barclays U.S. Aggregate Bond Index is an unmanaged index generally representative of investment-grade, fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.

Barclays U.S. High-Yield Corporate Bond Index is an unmanaged index that measures the non-investment grade, USD-denominated, fixed-rate, taxable corporate bond market. Securities are classified as high-yield if the middle rating of Moody’s, Fitch, and S&P is Ba1/BB+/BB+ or below. The index excludes emerging markets debt.

Gross Domestic Product (“GDP”) measures the market value of the goods and services produced by labor and property in the United States.

Lipper Large-Cap Growth Funds Average is an equally weighted average of mutual funds that, by portfolio practice, invest at least 75% of their equity assets in companies with market capitalizations (on a three-year weighted basis) above Lipper’s U.S. Diversified Equity large-cap floor. Large-cap growth funds typically have an above-average price-to-earnings ratio, price-to-book ratio, and three-year sales-per-share growth value, compared to the S&P 500 Index.

Lipper Mid-Cap Growth Funds Average is an equally weighted average of mutual funds that, by portfolio practice, invest at least 75% of their equity assets in companies with market capitalizations (on a three-year weighted basis) below Lipper’s U.S. Diversified Equity large-cap floor. Mid-cap growth funds typically have an above-average price-to-earnings ratio, price-to-book ratio, and three-year sales-per-share growth value, compared to the S&P MidCap 400 Index.

Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index is an unmanaged free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada. The MSCI EAFE Index consists of the following 22 developed market countries: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom.

Russell 1000 ® Growth Index is an unmanaged index that measures the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values.

Russell 2000 ® Index is an unmanaged index that measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 ® Index is a subset of the Russell 3000 ® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership.

Russell 2500™ Growth Index is an unmanaged index that measures the performance of the small- to mid-cap growth segment of the U.S. equity universe. It includes those Russell 2500 companies with higher price-to-book ratios and higher forecasted growth values.

Standard & Poor’s MidCap 400 Index is an unmanaged index that is the most widely used index for mid-sized companies. The S&P MidCap 400 covers 7% of the U.S. equities market, and is part of a series of S&P U.S. indices that can be used as building blocks for portfolio composition.

Standard & Poor’s 500 (“S&P 500”) Index is an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. The S&P 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities.

Lipper is an independent mutual fund performance monitor whose results are based on total return and do not reflect a sales charge.

Securities indices assume reinvestment of all distributions and interest payments and do not take in account brokerage fees or expenses. Securities in the Funds do not match those in the indices and performance of the Funds will differ. Investors cannot invest directly in an index.



Chairman’s Message

December 20, 2012


To Our Shareholders:

These are challenging times for investors.

Perhaps the central reason is the slow but remorseless unwinding of a multi-decade build-up in global debt, following the recent sharp decline in the global economy. Much of this debt has been devalued—including, for example, debt associated with U.S. housing stock or Greek government debt.

Despite these modest declines, U.S. private debt—which includes household debt from such things as credit cards and mortgages—remains high. Some historical perspective: In 1951, private sector debt stood at just 53% of the U.S. Gross Domestic Product 1 (GDP); today, that debt stands at 159%—a very high level, though down from its 2007 peak of 179%.

The turning point appears to be 2007. In that year, aggressive monetary and fiscal policies were enacted in the U.S. to stimulate the flagging economy. The result has been soaring government debt. Projections from the Congressional Budget Office suggest that the ratio of federal debt to GDP could reach 100% by the middle of the next decade—and that doesn’t reflect the increasing cost of entitlement programs.

These increasing claims on national income are worrisome, profoundly so, and have sparked intense and important debate—between Keynesians and monetarists; between free market capitalists and fans of European-style welfare economies; and, most recently, between Democrats and Republicans in the recent election.

So far, these growing claims by government on private sector income and wealth have failed to push interest rates higher. However, they have arguably, tempered the kind of growth and employment gains one would historically associate with recovery. In fact, the Federal Reserve’s Quantative Easing programs and “Operation Twist” have pushed rates to low levels, frustrating investors’ search for yield and leading our advisor and service providers to absorb about $17 million in fee waivers last year. Without these waivers our money market funds would have provided lower yields. Thus, it is no surprise that total money market fund assets have declined.

Regulators and others, parsing the entrails of the sharp recession, have proposed to change the regulation of such funds in order to prevent a future “run” on the funds during any period of economic upheaval. Proposals include a floating NAV, and variations of stable net asset value that include capital buffers.

Our other funds performed well in this difficult environment, as the following pages show.

Furthermore, the fund group continued to nourish its strategy of providing top-notch emerging market asset management products. Our most recent offering is the HSBC RMB Fixed Income Fund, which affords access to the Renminbi, the official offshore currency of the People’s Republic of China, through a portfolio of “Dim Sum” bonds. As the leading international bank in mainland China, HSBC is uniquely positioned to manage such a vehicle.

On behalf of my colleagues, I thank our investment advisor and portfolio managers, our other service providers, and you, our shareholders, for your support. We will continue to work hard to merit that confidence.

Sincerely,
 
Michael Seely
Chairman, HSBC Funds

1     For additional information, please refer to the Glossary of Terms.

This literature must be preceded or accompanied by an effective prospectus for the HSBC Funds. Investors should consider the investment objectives, risks, charges, and expenses of the investment company carefully before investing. The prospectus contains this and other important information about the investment company. To obtain more information, for clients of HSBC Securities (USA) Inc., please call 1-888-525-5757 or visit www.investorfunds.us.hsbc.com. For other investors and prospective investors, please call the Funds directly at 1-888-936-4722. Investors should read the prospectus carefully before investing or sending money.

4       HSBC FAMILY OF FUNDS



President’s Message

Dear Shareholder,

We are please to send to you the HSBC Funds annual report, covering the Funds’ fiscal year ended October 31, 2012. This report offers detailed information about your Funds’ investments and results. We encourage you to review it carefully.

Inside these pages you will find a letter from the Funds’ Chairman, Michael Seely, in which he comments on recent market developments. The report also includes commentary from the Funds’ portfolio managers in which they discuss the investment markets and their respective Fund’s performance. Each commentary is accompanied by the Fund’s return for the period, listed alongside the returns of its benchmark index and peer group average for comparative purposes.

On June 8 of this year we continued to expand our emerging markets funds offering by launching the HSBC RMB Fixed Income Fund. This Fund gives investors exposure to the Chinese Renminbi (“RMB”) bond market, sometimes referred to as the “dim sum” bond market. The Fund joins the HSBC Emerging Markets Local Debt Fund, HSBC Emerging Markets Debt Fund, HSBC Total Return Fund and the HSBC Frontier Markets Fund in our emerging markets segment.

In closing, we would like to thank you for investing through the HSBC Funds. We continue to focus the HSBC Fund Family investment solutions to assist our shareholders in reaching their financial goals. We appreciate the trust you place in us, and will continue working to earn it. Please contact us at any time with questions or concerns.

Sincerely,
 
Richard A. Fabietti
President

HSBC FAMILY OF FUNDS        5



Commentary From the Investment Manager

HSBC Global Asset Management (USA) Inc.

U.S. Economic Review

The global economy made only moderate progress in its ongoing recovery from a historic downturn during the 12-month period between November 1, 2011 and October 31, 2012. Governments around the world fueled the turnaround with aggressive monetary stimulus as policymakers struggled to revive growth against a backdrop, at least in the developed world, of bloated public debt. The Federal Reserve Board (the “Fed”) maintained the federal funds rate—a key factor in lending rates—at a historically low target range between 0.00% to 0.25%, and announced that it would keep the rate in that range until at least 2015.

The period began among concerns that the eurozone debt crisis would cause a new global recession. The situation in Europe improved somewhat during the first months of 2012, largely due to the European Central Bank’s (ECB) efforts to support liquidity. However, the prospect of another global recession loomed throughout much of the period as numerous economic indicators, such as industrial production and unemployment growth, proved disappointing. Although the U.S. economy continued to expand during the period, the pace of its growth slowed.

We believe the ECB helped to stem a liquidity crisis and alleviate fears of deepening credit problems in the eurozone. In December 2011 the ECB began distributing inexpensive loans to European banks as part of its long-term refinancing operation (LTRO) and in March 2012 began doling out an even larger amount of money in similar loans. The LTRO appeared to stabilize financial markets in the short term; nevertheless, significant uncertainties remain regarding the long-term prospects of European economies to regain their competitiveness and prevent default. The ability of Italy and Spain to reestablish market confidence remained in doubt; in addition, the long-term impact of austerity programs on economic growth raised concerns.

Slowing growth in major world economies, including the U.S. and China, presented a significant setback for the global economy. U.S. Gross Domestic Product (“GDP”) 1 increased at an annualized rate of 4.1% during the last quarter of 2011, then slowed to 2.7% or less for the remainder of the period under review. Industrial production growth was weak in both developed and emerging markets. U.S. consumer confidence improved somewhat, although real income growth and consumer savings were low. While job growth remained slow, during the last quarter of the period the unemployment rate fell below 8% for the first time in four years. During the period, the U.S. housing market showed significant signs of improvement as sales increased and inventory declined. Towards the end of the period, better economic news was seen from China, the world’s second-largest economy, leading many commentators to suggest that Chinese economic growth had turned a corner. One positive consequence of the slowdown in the global economy was a decrease in the rate of inflation in both developed and emerging economies.

Market Review

U.S. stocks posted strong gains. The first two months of the period were characterized by high volatility, as investors responded to ongoing debt problems and slowing economic growth. Equities began a strong rally in the final weeks of 2011 that continued throughout much of the period, with the exception of a pullback during the late spring. Stocks’ robust performance, despite economic setbacks, was supported in part by the actions of central banks, including the ECB’s launch of a new bond buying scheme it described as “unlimited” and the Fed’s third round of “quantitative easing.” The S&P 500 Index 1 of large-company stocks returned 15.21% for the 12 months through October 2012. Small-cap shares slightly outperformed mid- and large-caps: For the same period, the Russell 2000 ® Index 1 of small-company stocks returned 12.08%, and the S&P 400 MidCap Index 1 returned 12.11%.

The debt crisis in Europe, along with slowing growth in developing economies, led to less impressive performance for foreign stocks. The Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index 1 of international stocks in developed markets returned 4.61% for the 12-month period.

Fixed-income securities generated significant gains during the period, as global economic worries continued to drive demand for lower-risk assets. Yields on U.S. government bonds reached record lows as an increasing number of investors pursued a flight to safety. Low inflation, healthy corporate balance sheets, consumer and corporate deleveraging and a stabilizing housing market supported gains in corporate fixed-income markets, including both investment and high yield bonds. For the 12-month period the Barclays U.S. Aggregate Bond Index 1 , which tracks the broad investment-grade fixed-income market, returned 5.25%, while the Barclays U.S. High-Yield Corporate Bond Index 1 returned 13.61%.

1     For additional information, please refer to the Glossary of Terms.

6       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited) (Unaudited)

HSBC Growth Fund
(Class A Shares, Class B Shares, Class C Shares and Class I Shares)

by Clark J. Winslow, CEO and CIO/Portfolio Manager
Justin H. Kelly, CFA, Senior Managing Director/Portfolio Manager
R. Bartlett Wear, CFA, Senior Managing Director/Portfolio Manager
Winslow Capital Management, Inc.

The HSBC Growth Fund (the “Fund”) seeks long-term growth of capital. Under normal market conditions, the Fund invests primarily in U.S. and foreign equity securities of high quality companies with market capitalization generally in excess of $2 billion, which the subadviser believes have the potential to generate superior levels of long-term profitability and growth. The Fund utilizes a two-tier structure, commonly known as a “master-feeder” structure, in which the Fund invests all of its investable assets in the HSBC Growth Portfolio (the “Portfolio”). The Portfolio employs Winslow Capital Management, Inc. as its subadviser.

Investment Concerns

Equity securities (stocks) are more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities.

The growth investment style may fall out of favor in the marketplace and result in significant declines in the value of the Portfolio’s securities. Securities of companies considered to be growth investments may have rapid price swings in the event of earnings disappointments or during periods of market, political, regulatory and economic uncertainty.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 6.69% (without sales charge) for the Class A Shares and 6.89% for the Class I Shares for the year ended October 31, 2012. That compared to a 13.02% total return for the Russell 1000 ® Growth Index 1 , the Fund’s primary performance benchmark, and a 10.12% total return for the Lipper Large-Cap Growth Funds Average 1 .

Portfolio Performance

The period began with investors expecting moderate economic growth, although it remained slow during the 12-month period. Moreover, investors were concerned about the continuing eurozone debt crisis and potential fiscal issues in the U.S.

Stocks performed relatively well in that environment, which helped the Fund’s absolute return. However, the Fund lagged its benchmark due to several factors. In particular, we chose to avoid a number of individual stocks in defensive sectors. We believed that the business models of the underlying companies were inconsistent with the Fund’s growth investment philosophy. That strategy hurt the Fund’s relative returns as those defensive stocks performed well during the period.*

Additionally, the Fund’s relative returns suffered from individual stock selection in several sectors, including consumer discretionary and information technology.*

Stock selection in the materials and telecommunications sectors contributed positively to the Fund’s performance relative to its benchmark. In addition, an underweight position in the energy sector benefited relative performance, as this sector lagged the broader market.*

*       Portfolio composition is subject to change.
1 For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

8       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)

HSBC Growth Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Expense
Fund Performance Total Return (%) Ratio (%) 6
Since
As of October 31, 2012       Inception Date       1 Year       5 Year       Inception       Gross       Net
HSBC Growth Fund Class A 1 5/7/04 5 1.37 -0.31     5.31     1.30 1.19
HSBC Growth Fund Class B 2 5/7/04 5   1.88 -0.03 5.38   2.05   1.94
HSBC Growth Fund Class C 3 5/7/04 5 4.84 -0.03 5.16 2.05 1.94
HSBC Growth Fund Class I   5/7/04 5 6.89   0.96 6.20 1.05 0.94
Russell 1000 ® Growth Index 4 13.02 1.95     5.59 7 N/A N/A
Lipper Large-Cap Growth Funds Average 4 10.12 -0.12 4.61 8 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

Certain returns shown include monies received by the Portfolio, in which the Fund invests, in respect of one-time class action settlements and a one-time reimbursement from HSBC Global Asset Management (USA) Inc. (the “Adviser”) to the Fund related to past marketing arrangements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Portfolio and the Fund not received the payments.

1        Reflects the maximum sales charge of 5.00%.
2 Reflects the applicable contingent deferred sales charge maximum of 4.00%.
3 Reflects the applicable contingent deferred sales charge maximum of 1.00%.
4 For additional information, please refer to the Glossary of Terms.
5 The HSBC Growth Fund was initially offered for purchase effective May 7, 2004, however, no shareholder activity occurred until May 10, 2004.
6 Reflects the expense ratio as reported in the prospectus dated February 28, 2012. The Adviser has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses) to an annual rate of 1.20%, 1.95%, 1.95% and 0.95% for Class A Shares, Class B Shares, Class C Shares and Class I Shares, respectively. The expense limitation shall be in effect until March 1, 2013.
7 Return for the period May 10, 2004 to October 31, 2012.
8 Return for the period April 30, 2004 to October 31, 2012.

The Fund’s performance is measured against the Russell 1000 ® Growth Index, an unmanaged index that measures the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000 companies with higher price-to-book ratios and higher forecasted growth values. The performance of the index does not reflect the deduction of expenses associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        9



Portfolio Reviews (Unaudited)

HSBC Opportunity Fund (Advisor)
(Class I Shares)
HSBC Opportunity Fund
(Class A Shares, Class B Shares and Class C Shares)


by William A. Muggia, Committee Lead/Portfolio Manager
Ethan J. Myers, CFA, Portfolio Manager
John M. Montgomery, Portfolio Manager
Hamlen Thompson, Portfolio Manager
Bruce N. Jacobs, CFA, Portfolio Manager
Westfield Capital Management Company, L.P.

The HSBC Opportunity Fund and HSBC Opportunity Fund (Advisor) (collectively the “Fund”) seeks long-term growth of capital by investing in equity securities of small and mid-cap companies. Small and mid-cap companies generally are defined as those that have market capitalizations within the range of market capitalizations represented in the Russell 2500™ Growth Index. The Fund may also invest in equity securities of larger, more established companies and may invest up to 20% of its assets in securities of foreign companies. The Fund employs a two-tier structure, commonly referred to as a “master-feeder” structure, in which the Fund invests all of its investable assets in the HSBC Opportunity Portfolio (the “Portfolio”). The Portfolio employs Westfield Capital Management Company, L.P. as its subadviser.

Investment Concerns

Equity securities (stocks) are more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities.

Small to mid-capitalization funds typically carry additional risks since smaller companies generally have a higher risk of failure, and historically, their stocks have experienced a greater degree of market volatility than stocks on average.

The growth investment style may fall out of favor in the marketplace and result in significant declines in the value of the Portfolio’s securities. Securities of companies considered to be growth investments may have rapid price swings in the event of earnings disappointments or during periods of market, political, regulatory and economic uncertainty.

There are risks associated with investing in foreign companies, such as erratic market conditions, economic and political instability and fluctuations in currency and exchange rates.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

For the year ended October 31, 2012, the Class I Shares of the HSBC Opportunity Fund (Advisor) produced a 12.50% total return, and the Class A Shares of the Fund produced a 12.08% total return (without sales charge). The Russell 2500 Growth Index 1 , the Fund’s primary performance benchmark, and the Lipper Mid-Cap Growth Funds Average 1 returned 10.08% and 6.78%, respectively.

Portfolio Performance

U.S. equities delivered double-digit gains during the 12-month period. Among the period’s best performers were stocks that are considered “defensive”—such as those within the consumer staples, health care and telecommunication services sectors. Additionally stocks in the industrials and materials sectors performed well, while information technology and energy stocks lagged the broader market during the period.

The Fund benefited from the strong performance in the stock market. The consumer discretionary sector was the Fund’s top-performing sector during the period, and was helped by strong performance among retail and homebuilding holdings.*

The Fund’s outperformance of its benchmark was primarily driven by strong stock selection across six economic sectors. The biggest contribution was provided by select investments within the consumer discretionary, information technology, materials, and energy sectors.*

During the 12-month period, the Fund benefited from an underweight position in the information technology sector relative to the benchmark, as that sector lagged the broader market. We positioned the Fund with an overweight position in the industrials sector to take advantage of a recovery in the domestic economy, particularly in the areas of housing, commercial construction and trucking. That contributed to the Fund’s relative return. In addition, investments in the financial sector—particularly among regional banks, reinsurance firms and investment banks—boosted the Fund’s performance relative to its benchmark, as did an investment in a company through its initial public offering (IPO).*

However, the Fund was hurt by individual holdings in the health care sector. Those stocks included shares of biotechnology and pharmaceutical firms. The Fund’s relative performance was hurt by its sole holding in the telecommunication services sector, which was sold due to deteriorating fundamentals.*

* Portfolio composition is subject to change.
1      For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

10       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC Opportunity Fund
 

The charts above represent a historical 10-year performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.


Fund Performance Average Annual
Total Return (%)
Expense
Ratio (%) 5
As of October 31, 2012       Inception Date       1 Year       5 Year       10 Year       Gross       Net
HSBC Opportunity Fund Class A 1 9/23/96 6.47 2.29 10.62 1.85 1.65
HSBC Opportunity Fund Class B 2 1/6/98 7.51 2.56 10.67 2.60 2.40
HSBC Opportunity Fund Class C 3 11/4/98 10.23 2.57 10.35 2.60 2.40
HSBC Opportunity Fund Class I 9/3/96 12.50 3.91 11.68 1.01 1.01
Russell 2500™ Growth Index 4 10.08 2.04 10.40 N/A N/A
Lipper Mid-Cap Growth Funds Average 4 6.78 0.00 8.41 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013 for Class A Shares, Class B Shares and Class C Shares.

Certain returns shown include monies received by the Portfolio, in which the Fund invests, in respect of one-time class action settlements and a one-time reimbursement from HSBC Global Asset Management (USA) Inc. (the “Adviser”) to the Fund related to past marketing arrangements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Portfolio and the Fund not received the payments.

The Class I Shares are issued by a series of HSBC Advisor Funds Trust, also named the HSBC Opportunity Fund.
1      Reflects the maximum sales charge of 5.00%.
2 Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
3 Reflects the applicable contingent deferred sales charge, maximum of 1.00%.
4 For additional information, please refer to the Glossary of Terms.
5 Reflects the expense ratio as reported in the prospectus dated February 28, 2012. The Adviser has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investments in investment companies other than the Portfolio) to an annual rate of 1.65%, 2.40%, and 2.40% for Class A Shares, Class B Shares, and Class C Shares, respectively. The expense limitation shall be in effect until March 1, 2013. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.

The Fund’s performance is measured against the Russell 2500™ Growth Index, an unmanaged index that measures the performance of the small- to mid-cap growth segment of the U.S. equity universe. It includes those Russell 2500 companies with higher price-to-book ratios and higher forecasted growth values. The performance for the index does not reflect the deduction of expenses associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        11



Portfolio Reviews
Portfolio Composition*
October 31, 2012 (Unaudited)

HSBC Growth Portfolio
Percentage of
Investment Allocation       Investments at Value (%)
Computers & Peripherals 8.1
IT Services 8.0
Internet Software & Services 5.4
Specialty Retail 4.8
Biotechnology 4.5
Internet & Catalog Retail 4.4
Chemicals 4.4
Health Care Providers & Services 4.2
Health Care Equipment & Supplies 4.1
Investment Companies 3.9
Road & Rail 3.9
Machinery 3.9
Hotels, Restaurants & Leisure 3.8
Textiles, Apparel & Luxury Goods 3.4
Aerospace & Defense 3.4
Software 3.3
Communications Equipment 3.3
Oil, Gas & Consumable Fuels 3.2
Capital Markets 2.8
Food & Staples Retailing 2.7
Media 1.8
Energy Equipment & Services 1.8
Real Estate Investment Trusts (REITs) 1.6
Health Care Technology 1.4
Construction & Engineering 1.3
Wireless Telecommunication Services 1.3
Business Services 1.3
Auto Components 1.1
Personal Products 0.8
Diversified Financial Services 0.6
Household Durables 0.5
Trading Companies & Distributors 0.4
Semiconductors & Semiconductor Equipment 0.3
Pharmaceuticals 0.3
Total 100.0

HSBC Opportunity Portfolio      
Percentage of
Investment Allocation Investments at Value (%)
Specialty Retail 11.3
Software 6.5
Health Care Equipment & Supplies 6.3
Machinery 5.6
Oil, Gas & Consumable Fuels 5.4
IT Services 4.7
Chemicals 4.2
Health Care Providers & Services 4.2
Trading Companies & Distributors 4.2
Capital Markets 3.6
Aerospace & Defense 3.4
Commercial Banks 3.3
Investment Companies 3.2
Semiconductors & Semiconductor Equipment 3.1
Containers & Packaging 3.1
Road & Rail 2.9
Food Products 2.6
Insurance 2.2
Electrical Equipment 2.1
Commercial Services & Supplies 2.1
Life Sciences Tools & Services 2.0
Real Estate Management & Development 1.9
Biotechnology 1.8
Energy Equipment & Services 1.7
Professional Services 1.5
Communications Equipment 1.4
Pharmaceuticals 1.2
Building Products 1.2
Textiles, Apparel & Luxury Goods 1.1
Household Durables 0.9
Media 0.7
Electronic Equipment, Instruments
& Components
0.6
Total 100.0
____________________

 
*      Portfolio composition is subject to change.

12       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Statements of Assets and Liabilities—as of October 31, 2012

       Growth
Fund
          Opportunity
Fund
          Opportunity
Fund
(Advisor)
  
Assets:
       Investments in Affiliated Portfolios $ 70,419,837 $ 11,244,356 $ 135,190,550
       Receivable for capital shares issued 89,577 585 55,692
       Receivable from Investment Adviser 33,656 30,599
       Prepaid expenses and other assets 15,359 4,566 3,343
       Total Assets 70,558,429 11,280,106 135,249,585
Liabilities:
       Payable for capital shares redeemed 148,427 6,147 59,653
       Accrued expenses and other liabilities:
              Administration 1,503 235 2,806
              Distribution 703 661
              Shareholder Servicing 2,589 2,256
              Compliance Service 8 1 1
              Accounting 50 50
              Transfer Agent 4,180 3,107 3,107
              Trustee 70 10 156
              Other 55,178 18,993 86,232
        Total Liabilities 212,708 31,460 151,955
Net Assets $ 70,345,721 $ 11,248,646 $ 135,097,630
   
Composition of Net Assets:
       Capital 52,173,265 9,001,323 110,382,662
       Accumulated net investment income (loss) (133,004 ) (49,006 ) 38,431
       Accumulated net realized gains (losses) from investments 8,428,470 588,594 5,911,332
       Unrealized appreciation/depreciation on investments 9,876,990 1,707,735 18,765,205
Net Assets $ 70,345,721 $ 11,248,646 $ 135,097,630
   
Net Assets:
       Class A Shares $ 11,326,595 $ 10,204,216 $
       Class B Shares 620,847 499,195
       Class C Shares 482,231 545,235
       Class I Shares 57,916,048 135,097,630
$ 70,345,721 $ 11,248,646 $ 135,097,630
  
Shares Outstanding
       ($0.001 par value, unlimited number of shares authorized):
       Class A Shares 640,166 1,007,637
       Class B Shares 38,764 62,290
       Class C Shares 29,924 66,391
       Class I Shares 3,219,534 10,081,754
   
Net Asset Value, Offering Price and Redemption Price per share:
       Class A Shares $ 17.69 $ 10.13 $
       Class B Shares(a) $ 16.02 $ 8.01 $
       Class C Shares(a) $ 16.12 $ 8.21 $
       Class I Shares $ 17.99 $ $ 13.40
Maximum Sales Charge - Class A Shares 5.00 % 5.00 % %
Maximum Offering Price per share
       (Net Asset Value/(100%-maximum sales charge)) - Class A Shares $ 18.62 $ 10.66 $
____________________

 
(a)      Redemption Price per share varies by length of time shares are held.

See notes to financial statements.

HSBC FAMILY OF FUNDS        13




HSBC FAMILY OF FUNDS
Statements of Operations—For the year ended October 31, 2012

Growth
Fund
    Opportunity
Fund
    Opportunity
Fund
(Advisor)
Investment Income:                  
       Investment Income from Affiliated Portfolios(a) $ 617,367 $ 123,258 $ 1,404,196
       Foreign tax withholding from Affiliated Portfolios(a) (1,123 )
       Expenses from Affiliated Portfolios(a) (526,974 ) (107,849 ) (1,198,434 )
       Total Investment Income (Loss) 89,270 15,409 205,762
 
Expenses:
       Administration:
              Class A Shares 3,395 2,613
              Class B Shares 186 121
              Class C Shares 85 115
              Class I Shares 14,196 31,697
       Distribution:
              Class B Shares 5,570 3,583
              Class C Shares 2,585 3,496
       Shareholder Servicing:
              Class A Shares 32,711 22,891
              Class B Shares 1,875 1,212
              Class C Shares 864 1,173
       Accounting 24,050 19,049 9,000
       Audit 16,868 18,343 17,839
       Compliance Service 630 96 1,054
       Printing 40,155 9,610 67,815
       Transfer Agent 92,192 51,546 63,627
       Trustee 1,839 305 3,311
       Registration fees 37,682 21,608 11,233
       Other 12,572 3,720 19,810
              Total expenses before fee reductions 287,455 159,481 225,386
              Fees voluntarily reduced by Investment Adviser (11,816 )
              Fees contractually reduced by Investment Adviser (65,181 ) (65,241 )
               Net Expenses 222,274 82,424 225,386
 
Net Investment Income (Loss) (133,004 ) (67,015 ) (19,624 )
 
Net Realized/Unrealized Gains (Losses) from Investments:(a)
Net realized gains (losses) from investment securities 8,364,394 786,559 7,509,207
Change in unrealized appreciation/depreciation on investments (3,332,031 ) 610,433 7,623,444
 
Net realized/unrealized gains from investments 5,032,363 1,396,992 15,132,651
Change In Net Assets Resulting From Operations $ 4,899,359 $ 1,329,977 $ 15,113,027
____________________

 
(a)      Represents amounts allocated from the respective Affiliated Portfolios.

14       HSBC FAMILY OF FUNDS

See notes to financial statements.




HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets

Growth Fund

   

Opportunity Fund

For the
year ended
October 31, 2012
For the
year ended
October 31, 2011
For the
year ended
October 31, 2012
For the
year ended
October 31, 2011
Investment Activities:                                        
Operations:
       Net investment income (loss) $ (133,004 ) $ (211,298 ) $ (67,015 ) $ (91,095 )
       Net realized gains (losses) from investments 8,364,394 6,871,855 786,559 1,941,921
       Change in unrealized appreciation/depreciation
              on investments (3,332,031 ) 383,956 610,433 (495,829 )
Change in net assets resulting from operations 4,899,359 7,044,513 1,329,977 1,354,997
 
Dividends:
Net realized gains:
       Class A Shares (1,598,939 ) (183,592 )
       Class B Shares (93,318 ) (11,590 )
       Class C Shares (76,609 ) (6,561 )
Change in net assets resulting from shareholder dividends (1,768,866 ) (201,743 )
Change in net assets resulting from capital transactions (8,338,642 ) (582,610 ) (429,918 ) (1,316,886 )
Change in net assets (3,439,283 ) 6,461,903 (868,807 ) (163,632 )
 
Net Assets:
       Beginning of period 73,785,004 67,323,101 12,117,453 12,281,085
       End of period $ 70,345,721 $ 73,785,004 $ 11,248,646 $ 12,117,453
       Accumulated net investment income (loss) $ (133,004 ) $ $ (49,006 ) $

See notes to financial statements.

HSBC FAMILY OF FUNDS        15




HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

Growth Fund     Opportunity Fund
For the
year ended
October 31, 2012
For the
year ended
October 31, 2011
For the
year ended
October 31, 2012
For the
year ended
October 31, 2011
CAPITAL TRANSACTIONS:                                        
Class A Shares:
       Proceeds from shares issued $ 871,476 $ 1,036,796 $ 772,149 $ 2,442,156
       Dividends reinvested 1,562,653 182,620
       Value of shares redeemed (5,909,138 ) (3,859,930 ) (2,900,653 ) (3,824,914 )
Class A Shares capital transactions (5,037,662 ) (2,823,134 ) (565,851 ) (1,200,138 )
 
Class B Shares:
       Proceeds from shares issued 111,305 79,343 69,230 53,441
       Dividends reinvested 93,292 11,521
       Value of shares redeemed (516,256 ) (448,436 ) (160,269 ) (249,484 )
Class B Shares capital transactions (404,951 ) (369,093 ) 2,253 (184,522 )
 
Class C Shares:
       Proceeds from shares issued 261,486 81,604 112,981 97,064
       Dividends reinvested 76,317 6,561
       Value of shares redeemed (42,587 ) (36,230 ) (55,618 ) (35,851 )
Class C Shares capital transactions 218,899 45,374 133,680 67,774
 
Class I Shares:
       Proceeds from shares issued 17,658,774 15,376,187
       Value of shares redeemed (20,773,702 ) (12,811,944 )
Class I Shares capital transactions (3,114,928 ) 2,564,243
Change in net assets resulting from capital transactions $ (8,338,642 ) $ (582,610 ) $ (429,918 ) $ (1,316,886 )
 
SHARE TRANSACTIONS:
Class A Shares:
       Issued 49,445 61,592 77,300 210,382
       Reinvested 175,974 17,099
       Redeemed (334,366 ) (232,059 ) (293,635 ) (346,398 )
Change in Class A Shares (284,921 ) (170,467 ) (40,361 ) (118,917 )
 
Class B Shares:
       Issued 6,924 5,111 8,496 5,840
       Reinvested 13,196 1,296
       Redeemed (31,749 ) (29,395 ) (20,335 ) (27,608 )
Change in Class B Shares (24,825 ) (24,284 ) 1,357 (20,472 )
 
Class C Shares:
       Issued 16,065 5,756 14,173 10,495
       Reinvested 10,526 723
       Redeemed (2,629 ) (2,539 ) (6,916 ) (3,974 )
Change in Class C Shares 13,436 3,217 17,783 7,244
 
Class I Shares:
       Issued 981,882 909,571
       Redeemed (1,163,041 ) (765,583 )
Change in Class I Shares (181,159 ) 143,988

16       HSBC FAMILY OF FUNDS

See notes to financial statements.




HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

Opportunity Fund (Advisor)
For the
year ended
October 31, 2012
For the
year ended
October 31, 2011
Investment Activities:                    
Operations:
       Net investment income (loss) $ (19,624 ) $ (91,185 )
       Net realized gains (losses) from investments 7,509,207 19,552,882
       Change in unrealized appreciation/depreciation on investments 7,623,444 (4,003,173 )
Change in net assets resulting from operations 15,113,027 15,458,524
 
Dividends:
Net realized gains:
       Class I Shares (18,686,312 ) (2,935,113 )
Change in net assets resulting from shareholder dividends (18,686,312 ) (2,935,113 )
Change in net assets resulting from capital transactions 16,653,597 (7,570,425 )
Change in net assets 13,080,312 4,952,986
 
Net Assets:
       Beginning of period 122,017,318 117,064,332
       End of period $ 135,097,630 $ 122,017,318
       Accumulated net investment income (loss) $ 38,431 $

See notes to financial statements.

HSBC FAMILY OF FUNDS        17




HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

Opportunity Fund (Advisor)
For the For the
year ended year ended
      October 31, 2012 October 31, 2011
CAPITAL TRANSACTIONS:                    
Class I Shares:
       Proceeds from shares issued 20,813,526 18,642,358
       Dividends reinvested 17,155,964 2,626,240
       Value of shares redeemed (21,315,893 ) (28,839,023 )
Class I Shares capital transactions   16,653,597 (7,570,425 )
Change in net assets resulting from capital transactions $ 16,653,597 $ (7,570,425 )
   
SHARE TRANSACTIONS:    
Class I Shares:
       Issued 1,554,122 1,309,527
       Reinvested 1,465,070       187,589
       Redeemed (1,642,101 ) (1,963,117 )
Change in Class I Shares   1,377,091 (466,001 )

18       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC GROWTH FUND

Financial Highlights


Selected data for a share outstanding throughout the periods indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Net Realized Net Ratio of Net Expenses to
Net Asset Net and Unrealized Realized Net Asset Net Assets Ratio of Net Investment Average Net
Value, Investment Gains Total from Gains from Value, at End of Expenses to Income (Loss) Assets
Beginning Income (Losses) from Investment Investment   Total End of Total Period Average Net to Average Net (Excluding Fee Portfolio
     of Period      (Loss)(a)      Investments      Activities      Transactions      Dividends      Period      Return(b)      (000’s)      Assets      Assets      Reductions)      Turnover(c)
CLASS A SHARES                                                                                
Year Ended October 31, 2008 $ 17.95 (0.05)   (6.51 ) (6.56 ) (0.84 ) (0.84 ) $ 10.55 (38.23 )%(d) $ 17,180 1.20% (0.36 )% 1.22% 158 %
Year Ended October 31, 2009 10.55 (0.04) 2.03 1.99 12.54 18.86 %(e) 15,896 1.20% (0.33 )% 1.31% 66 %
Year Ended October 31, 2010   12.54 (0.07) 2.55 2.48 15.02 19.78 %(f)(g) 16,452 1.20% (0.54 )%(g) 1.23% 89 %
Year Ended October 31, 2011   15.02 (0.07) 1.64   1.57     16.59 10.45 %(h) 15,349 1.18% (0.45 )% 1.18% 56 %
Year Ended October 31, 2012 16.59 (0.06) 1.16 1.10     17.69 6.63 %(i) 11,327 1.20% (0.36 )% 1.27% 53 %
CLASS B SHARES
Year Ended October 31, 2008 $ 16.92 (0.16) (6.07 ) (6.23 ) (0.84 ) (0.84 ) $ 9.85 (38.62 )%(d) $ 2,839 1.95% (1.20 )% 1.96% 158 %
Year Ended October 31, 2009 9.85 (0.10) 1.85 1.75   11.60 17.87 %(e) 2,059 1.95% (1.06 )% 2.06% 66 %
Year Ended October 31, 2010 11.60 (0.16) 2.36 2.20   13.80 18.97 %(f)(g) 1,213 1.95% (1.28 )%(g) 1.98% 89 %
Year Ended October 31, 2011 13.80 (0.18) 1.51 1.33 15.13 9.64 %(h) 962 1.93% (1.19 )% 1.93% 56 %
Year Ended October 31, 2012 15.13 (0.17) 1.06 0.89   16.02 5.88 %(i) 621 1.95% (1.10 )% 2.03% 53 %
CLASS C SHARES  
Year Ended October 31, 2008 $ 17.02 (0.16) (6.11 ) (6.27 ) (0.84 ) (0.84 ) $ 9.91 (38.63 )%(d) $ 72 1.95% (1.13 )% 1.97% 158 %
Year Ended October 31, 2009 9.91   (0.12) 1.89 1.77 11.68 17.86 %(e) 120 1.95% (1.12 )% 2.05% 66 %
Year Ended October 31, 2010 11.68 (0.17) 2.38 2.21   13.89 18.92 %(f)(g) 184 1.95% (1.30 )%(g) 1.99% 89 %
Year Ended October 31, 2011 13.89   (0.18) 1.52 1.34   15.23 9.65 %(h) 251 1.94% (1.21 )%     1.94% 56 %
Year Ended October 31, 2012 15.23 (0.18) 1.07 0.89 16.12 5.84 %(i) 482   1.95% (1.14 )% 2.03% 53 %
CLASS I SHARES    
Year Ended October 31, 2008 $ 18.02 (0.02) (6.54 ) (6.56 ) (0.84 ) (0.84 ) $ 10.62 (38.07 )%(d) $ 38,868 0.95% (0.16 )% 0.97% 158 %
Year Ended October 31, 2009 10.62 (0.01) 2.04 2.03 12.65 19.11 %(e)   39,400 0.95% (0.08 )% 1.06% 66 %
Year Ended October 31, 2010 12.65 (0.04) 2.58 2.54 15.19   20.08 %(f)(g) 49,474 0.95% (0.30 )%(g) 0.99%     89 %
Year Ended October 31, 2011 15.19 (0.04) 1.68 1.64 16.83 10.80 %(h)   57,222   0.94%     (0.22 )% 0.94% 56 %
Year Ended October 31, 2012 16.83 (0.02) 1.18 1.16 17.99   6.89 %(i) 57,916 0.95% (0.12 )% 1.04% 53 %
 
*       

The per share amounts and percentages reflect income and expenses assuming inclusion of the Fund’s proportionate share of the income and expenses of the HSBC Growth Portfolio.

(a)

Calculated based on average shares outstanding.

(b)

Total return calculations do not include any sales or redemption charges.

(c)

Portfolio Turnover rate is calculated on the basis of the Portfolio in which the Fund invests all of its investable assets. Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.

(d)  

During the year ended October 31, 2008, the respective Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.19%, 0.19%, 0.19% and 0.19% for Class A Shares, Class B Shares, Class C Shares and Class I Shares, respectively.

(e)

During the year ended October 31, 2009, the respective Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.50%, 0.54%, 0.53% and 0.49% for Class A Shares, Class B Shares, Class C Shares and Class I Shares, respectively.

(f)  

During the year ended October 31, 2010, the Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.17%, 0.17%, 0.17% and 0.17% for Class A Shares, Class B Shares, Class C Shares and Class I Shares, respectively.

(g)

During the year ended October 31, 2010, the Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in the Notes to Financial Statements). The corresponding impact to the net income ratio and the total return was 0.02%, 0.02%, 0.02% and 0.02% for Class A Shares, Class B Shares, Class C Shares and Class I Shares, respectively.

(h)

During the year ended October 31, 2011, the Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.28%, 0.28%, 0.28% and 0.28% for Class A Shares, Class B Shares, Class C Shares and Class I Shares, respectively.

(i)

During the year ended October 31, 2012, the Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.12%, 0.12%, 0.12% and 0.12% for Class A Shares, Class B Shares, Class C Shares and Class I Shares, respectively.


See notes to financial statements.

HSBC FAMILY OF FUNDS        19




HSBC OPPORTUNITY FUND

Financial Highlights


Selected data for a share outstanding throughout the periods indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Net Realized Net Ratio of Net Expenses
Net Asset Net and Unrealized Realized Net Asset Net Assets   Ratio of Net Investment to Average
Value, Investment Gains Total from Gains from Value, at End of Expenses to Income (Loss) Net Assets
Beginning Income (Losses) from Investment Investment Total End of Total Period Average Net to Average Net (Excluding Fee Portfolio
     of Period      (Loss)(a)      Investments Activities      Transactions Dividends Period Return(b)   (000’s) Assets      Assets      Reductions)      Turnover(c)
CLASS A SHARES                                                                                                       
Year Ended October 31, 2008   $ 16.41 (0.12)   (4.04 ) (4.16 )   (5.16 ) (5.16 ) $ 7.09   (35.84 )% $ 9,600 1.55% (1.13 )% 1.82% 80%
Year Ended October 31, 2009 7.09 (0.07) 0.97 0.90   (0.43 ) (0.43 ) 7.56 14.85 % 9,687 1.55%   (1.02 )% 2.30% 65%
Year Ended October 31, 2010 7.56 (0.09) 2.20 2.11 9.67 27.91 %(d)(e) 11,282 1.55% (1.00 )%(e) 2.07% 68%
Year Ended October 31, 2011 9.67   (0.07)   1.19   1.12 (0.16 ) (0.16 ) 10.63 11.59 %(f) 11,145   1.55% (0.62 )% 1.85% 69%
Year Ended October 31, 2012   10.63   (0.05) 1.11   1.06 (1.56 ) (1.56 )     10.13 12.08 %(g) 10,204 1.55% (0.51 )% 2.20% 59%
CLASS B SHARES      
Year Ended October 31, 2008 $ 14.94 (0.18) (3.50 ) (3.68 ) (5.16 ) (5.16 ) $ 6.10 (36.30 )% $ 1,578 2.29% (1.88 )% 2.58% 80%
Year Ended October 31, 2009 6.10 (0.10) 0.80 0.70 (0.43 ) (0.43 ) 6.37 13.92 % 1,082 2.30% (1.77 )% 3.10% 65%
Year Ended October 31, 2010 6.37 (0.13) 1.85 1.72   8.09 27.00 %(d)(e) 658 2.30% (1.78 )%(e) 2.86% 68%
Year Ended October 31, 2011 8.09 (0.12) 0.99 0.87 (0.16 ) (0.16 ) 8.80 10.75 %(f) 536 2.30% (1.36 )% 2.64%   69%
Year Ended October 31, 2012   8.80 (0.10) 0.87   0.77 (1.56 ) (1.56 ) 8.01 11.15 %(g) 499 2.30% (1.25 )% 2.99% 59%
CLASS C SHARES    
Year Ended October 31, 2008 $ 15.11 (0.17) (3.57 ) (3.74 )   (5.16 ) (5.16 ) $ 6.21 (36.27 )% $ 189 2.30% (1.88 )% 2.58% 80%
Year Ended October 31, 2009 6.21 (0.10) 0.81   0.71 (0.43 ) (0.43 ) 6.49 13.83 % 267 2.30% (1.78 )% 3.08% 65%
Year Ended October 31, 2010 6.49 (0.13) 1.89 1.76 8.25 27.12 %(d)(e) 341 2.30%   (1.75 )%(e)   2.86% 68%
Year Ended October 31, 2011 8.25 (0.13) 1.02 0.89 (0.16 ) (0.16 ) 8.98 10.79 %(f)   437 2.30% (1.38 )% 2.64% 69%
Year Ended October 31, 2012 8.98 (0.10) 0.89 0.79 (1.56 ) (1.56 ) 8.21 11.14 %(g) 545 2.30% (1.19 )% 3.03% 59%

* The per share amounts and percentages reflect income and expenses assuming inclusion of the Fund’s proportionate share of the income and expenses of the HSBC Opportunity Portfolio.
(a)        Calculated based on average shares outstanding.
(b) Total return calculations do not include any sales or redemption charges.
(c) Portfolio Turnover rate is calculated on the basis of the respective Portfolio in which the Fund invests all of its investable assets. Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
(d) During the year ended October 31, 2010, the respective Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.15%, 0.15% and 0.15% for Class A Shares, Class B Shares and Class C Shares, respectively.
(e) During the year ended October 31, 2010, the Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in the Notes to Financial Statements). Corresponding impact to the net income ratio and the total return was 0.01%, 0.01% and 0.01% for Class A Shares, Class B Shares and Class C Shares, respectively.
(f) During the year ended October 31, 2011, the Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.10%, 0.10% and 0.10% for Class A Shares, Class B Shares and Class C Shares, respectively.
(g) During the year ended October 31, 2012, the Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.10%, 0.10% and 0.10% for Class A Shares, Class B Shares and Class C Shares, respectively.

20       HSBC FAMILY OF FUNDS

See notes to financial statements.




HSBC OPPORTUNITY FUND (ADVISOR)

Financial Highlights


Selected data for a share outstanding throughout the periods indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Net Realized Net Ratio of Net Expenses to
Net Asset Net and Unrealized Realized Net Asset Net Assets Ratio of Net Investment Average
Value, Investment Gains Total from Gains from Value, at End of Expenses to Income (Loss) Net Assets
Beginning Income (Losses) from Investment Investment Total End of Total Period Average Net to Average Net (Excluding Fee Portfolio
    of Period     (Loss)     Investments     Activities     Transactions     Dividends     Period     Return(a)     (000’s)     Assets     Assets     Reductions)     Turnover(b)
CLASS I SHARES                                                                        
Year Ended October 31, 2008 $ 18.94   (0.07)   (4.99 ) (5.06 ) (4.97 ) (4.97 ) $ 8.91 (35.39 )% $ 97,841 0.97% (0.55 )% 0.97% 80%
Year Ended October 31, 2009 8.91   (0.04)   1.32 1.28 (0.26 ) (0.26 )     9.93 15.47 % 100,285 1.02% (0.50 )% 1.02% 65%
Year Ended October 31, 2010   9.93 (0.06)   2.90   2.84     12.77 28.60 %(c)(d)   117,064 1.01%   (0.46 )%(d) 1.01% 68%
Year Ended October 31, 2011   12.77 (0.01) 1.57 1.56 (0.31 )     (0.31 ) 14.02     12.25 %(e)   122,017 1.01%   (0.07 )%   1.01%   69%
Year Ended October 31, 2012 14.02 (0.01) 1.46 1.45 (2.07 ) (2.07 )   13.40 12.50 %(f) 135,098 1.08% (0.01 )% 1.08% 59%

*        The per share amounts and percentages reflect income and expense assuming inclusion of the Fund’s proportionate share of the income and expenses of the HSBC Opportunity Portfolio.
(a) Total return calculations do not include any sales or redemption charges.
(b)   Portfolio Turnover rate is calculated on the basis of the respective Portfolio in which the Fund invests all of its investable assets. Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between the classes of shares issued.
(c) During the year ended October 31, 2010, the respective Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.15% for Class I Shares.
(d) During the year ended October 31, 2010, Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in the Notes to Financial Statements). The corresponding impact to the net income ratio and the total return was 0.01% for the Class I Shares.
(e) During the year ended October 31, 2011, the Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.10% for Class I Shares.
(f) During the year ended October 31, 2012, the Portfolio, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.10% for Class I Shares.

See notes to financial statements.

HSBC FAMILY OF FUNDS        21




HSBC FAMILY OF FUNDS

Notes to Financial Statements—as of October 31, 2012


1. Organization:

     The HSBC Funds (formerly, HSBC Investor Funds) (the “Trust”), a Massachusetts business trust organized on April 22, 1987, and the HSBC Advisor Fund Trust (the “Advisor Trust”), a Massachusetts business trust organized on April 5, 1996, are registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment companies. As of October 31, 2012, the Trust is comprised of 17 separate operational funds and the Advisor Trust is comprised of 1 operational fund, each a series of the HSBC Family of Funds (formerly, HSBC Investor Family of Funds), which also includes the HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Portfolio Trust”) (collectively the “Trusts”). The accompanying financial statements are presented for the following 3 funds (individually a “Fund”, collectively the “Funds”) of the Trust and Advisor Trust:

Fund         Short Name         Trust    
HSBC Growth Fund (formerly, HSBC Investor
     Growth Fund) Growth Fund   Trust
HSBC Opportunity Fund (formerly, HSBC Investor    
     Opportunity Fund) Opportunity Fund Trust
HSBC Opportunity Fund (Advisor) (formerly,
     HSBC Investor Opportunity Fund (Advisor)) Opportunity Fund (Advisor) Advisor Trust

     All the Funds are diversified funds. Financial statements for all other funds of the Trusts are published separately.

     Each Fund utilizes a master-feeder fund structure and seeks to achieve its investment objectives by investing all of its investable assets in its respective Portfolio (as defined below).

Proportionate
Ownership
      Interest on
Fund   Respective Portfolio         October 31, 2012(%)
Growth Fund HSBC Growth Portfolio (formerly, HSBC                      
     Investor Growth Portfolio) 89.1
Opportunity Fund   HSBC Opportunity Portfolio (formerly, HSBC
       Investor Opportunity Portfolio)     7.5  
Opportunity Fund (Advisor) HSBC Opportunity Portfolio (formerly, HSBC    
     Investor Opportunity Portfolio) 90.1

     The HSBC Growth Portfolio and HSBC Opportunity Portfolio (individually a “Portfolio”, collectively the “Portfolios”) are diversified series of the Portfolio Trust. The Portfolios operate as master funds in master-feeder arrangements and also may receive investments from certain fund of funds.

     The financial statements of the Portfolios, including the Schedules of Portfolio Investments, are included elsewhere in this report. The financial statements of the Portfolios should be read in conjunction with the financial statements of the Funds.

     The Funds are authorized to issue an unlimited number of shares of beneficial interest with a par value of $0.001 per share. The Growth Fund offers four classes of shares: Class A Shares, Class B Shares, Class C Shares, and Class I Shares. The Opportunity Fund offers three classes of shares: Class A Shares, Class B Shares, and Class C Shares. Class A Shares of the Funds have a maximum sales charge of 5.00% as a percentage of the original purchase price. Class B Shares of the Funds are offered without any front-end sales charge but will be subject to a contingent deferred sales charge (“CDSC”) ranging from a maximum of 4.00% if redeemed less than one year after purchase to 0.00% if redeemed more than four years after purchase. Class C Shares of the Funds are offered without any front-end sales charge but will be subject to a maximum CDSC of 1.00% if redeemed less than one year after purchase. No sales charges are assessed with respect to Class I Shares of the Funds. Each class of shares in the Funds has identical rights and privileges except with respect to arrangements pertaining to shareholder servicing or distribution, class-related expenses, voting rights on matters affecting a single class of shares, and the exchange privilege of each class of shares.

22       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS

Notes to Financial Statements—as of October 31, 2012 (continued)


     Under the Trusts’ organizational documents, the Trusts’ officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Trusts enter into contracts with service providers, which also provide for indemnifications by the Funds. The Funds’ maximum exposure under these arrangements is unknown, as this would involve any future claims that may be made against the Funds. However, based on experience, the Trusts expect that risk of loss to be remote.

2. Significant Accounting Policies:

     The following is a summary of the significant accounting policies followed by the Funds in the preparation of their financial statements. The policies are in conformity with U.S. generally accepted accounting principles (“GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Securities Valuation:

     The Funds record their investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 3 below.

Investment Transactions and Related Income:

     The Funds record investments into the Portfolios on a trade date basis. The Funds record daily their proportionate share of income, expenses, changes in unrealized appreciation and depreciation and realized gains and losses derived from their respective Portfolios. In addition, the Funds accrue their own expenses daily as incurred.

Allocations:

     Expenses directly attributable to a Fund are charged to that Fund. Expenses not directly attributable to a Fund are allocated proportionately among the applicable series within the Trusts in relation to the net assets of each fund or on another reasonable basis. Class specific expenses are charged directly to the class incurring the expense. In addition, income, expenses (other than class specific expenses), and unrealized and realized gains and losses are allocated to each class based on relative net assets on a daily basis.

Dividends to Shareholders:

     Dividends to shareholders from net investment income, if any, are declared and distributed semi-annually in the case of the Growth Fund, Opportunity Fund and Opportunity (Advisor) Fund.

     The Funds’ net realized gains, if any, are distributed to shareholders at least annually. Additional distributions are also made to the Funds’ shareholders to the extent necessary to avoid the federal excise tax on certain undistributed income and net capital gains of regulated investment companies.

     The amount and character of net investment income and net realized gains distributions are determined in accordance with federal income tax regulations which may differ from GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., reclassification of market discounts, certain gain/loss, paydowns, and certain distributions), such amounts are reclassified within the composition of net assets; temporary differences (e.g., wash losses and post-October loss deferrals) do not require reclassification. The Funds may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as a part of the dividends paid deduction for income tax purposes. To the extent distributions to shareholders from net investment income and net realized gains exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital.

HSBC FAMILY OF FUNDS       23



HSBC FAMILY OF FUNDS

Notes to Financial Statements—as of October 31, 2012 (continued)


Federal Income Taxes:

     Each Fund is a separate taxable entity for federal income tax purposes. Each Fund has qualified and intends to continue to qualify each year as a “regulated investment company” under Subchapter M of the Internal Revenue Code, as amended, and to distribute substantially all of its taxable net investment income and net realized gains, if any, to its shareholders. Accordingly, no provision for federal income or excise tax is required.

     Management of the Funds has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

3. Investment Valuation Summary:

     The valuation techniques employed by the Funds, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Funds’ investments are summarized in the three broad levels listed below:

     Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Funds determine transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

     The Funds record their investments in their respective Portfolios at fair value, which is typically categorized as Level 2 in the fair value hierarchy. The underlying securities of the Portfolios are recorded at fair value, as more fully discussed in the Notes to Financial Statements of the Portfolios included in this report.

     For the year ended October 31, 2012, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

24         HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS

Notes to Financial Statements—as of October 31, 2012 (continued)


     The following is a summary of the valuation inputs used as of October 31, 2012 in valuing the Funds’ investments based upon three levels defined above:

      LEVEL 1 ($)       LEVEL 2 ($)       LEVEL 3 ($)       Total ($)
Growth Fund
Investment Securities:
     Affiliated Portfolio (a) 70,419,837 70,419,837
          Total Investment Securities 70,419,837 70,419,837
 
Opportunity Fund
Investment Securities:
     Affiliated Portfolio (a) 11,244,356 11,244,356
          Total Investment Securities   11,244,356 11,244,356
 
Opportunity Fund(Advisor)
Investment Securities:
     Affiliated Portfolio (a) 135,190,550 135,190,550
          Total Investment Securities 135,190,550 135,190,550
____________________

 
(a)       Investments in Affiliated Portfolios represent ownership interests in the Portfolios. Due to the Funds’ master-feeder structure, the inputs used for valuing these instruments are categorized as Level 2.

New Accounting Pronouncements:

     In December 2011, the Financial Accounting Standards Board issued ASU No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” requiring disclosure of both gross and net information related to offsetting and related arrangements enabling users of its financial statements to understand the effect of those arrangements on the entity’s financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRSs. ASU No. 2011-11 is effective for interim and annual periods beginning on or after January 1, 2013. Adoption of ASU No. 2011-11 will have no effect on the Funds’ net assets. At this time, management is evaluating any impact ASU No. 2011-11 may have on the Funds’ financial statements disclosures.

4. Related Party Transactions and Other Agreements and Plans:

Investment Management:

     HSBC Global Asset Management (USA) Inc. (“HSBC” or the “Investment Adviser”), a wholly owned subsidiary of HSBC Bank USA, N.A., a national bank organized under the laws of the United States, acts as Investment Adviser to the Portfolios. As Investment Adviser, HSBC manages the investments of the Portfolios and continuously reviews, supervises, and administers the Portfolios’ investments. The Funds are not directly charged any investment management fees.

Administration:

     HSBC serves the Funds as Administrator. Under the terms of the Administration Agreement, HSBC receives from the Funds of the Trusts a fee, accrued daily and paid monthly, at an annual rate of:

Based on Average Daily Net Assets of         Fee Rate(%)
Up to $10 billion 0.0550
In excess of $10 billion but not exceeding $20 billion   0.0350
In excess of $20 billion but not exceeding $50 billion 0.0275
In excess of $50 billion 0.0250

HSBC FAMILY OF FUNDS       25



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

     The fee breakpoints are determined on the basis of the aggregate average daily net assets of the Trusts. The fee is allocated to each series based upon its proportionate share of the aggregate net assets of the Trusts. For assets invested in the Portfolios by the Funds, the Portfolios pay half of the administration fee and the Funds pay half, for a combination of the total fee rate above subject to certain reductions associated with services provided to new funds. Certain administration fees of the Portfolios also may be reduced by treating them as apportioned in part to other funds making investments in the Portfolios. An amount equal to 50% of the administration fee is deemed to be class specific.

     Pursuant to a Sub-Administration Agreement with HSBC, Citi Fund Services Ohio, Inc. (“Citi”), a wholly-owned subsidiary of Citigroup, Inc., serves as the Trusts’ Sub-Administrator, subject to the general supervision by the Trusts’ Board of Trustees (the “Board”) and HSBC. For these services, Citi is entitled to a fee, payable by HSBC, at an annual rate equivalent to the fee rates set forth above subject to certain reductions associated with services provided to new funds, minus 0.02% which is retained by HSBC.

     Under a Compliance Services Agreement between the Trust and Citi (the “CCO Agreement”), Citi makes an employee available to serve as the Trusts’ Chief Compliance Officer (the “CCO”). Under the CCO Agreement, Citi also provides infrastructure and support in implementing the written policies and procedures comprising the Trusts’ compliance program, including support services to the CCO. For the services provided under the CCO Agreement, the Trusts paid Citi $281,280 for the year ended October 31, 2012, plus reimbursement of certain out of pocket expenses. Expenses incurred by each Fund are reflected on the Statements of Operations as “Compliance Service.” Citi pays the salary and other compensation earned by individuals performing these services, as employees of Citi.

Distribution Arrangements:

     Foreside Distribution Services, L.P. (“Foreside”), a wholly-owned subsidiary of Foreside Financial Group LLC, serves the Trust as Distributor (the “Distributor”). The Trust has adopted a non-compensatory Distribution Plan and Agreement (the “Distribution Plan”) pursuant to Rule 12b-1 of the Act. The Distribution Plan provides for reimbursement of expenses incurred by the Distributor related to distribution and marketing, at a rate not to exceed 0.25%, 1.00%, and 1.00% of the average daily net assets of Class A Shares (currently not being charged), Class B Shares (currently charging 0.75%), and Class C Shares (currently charging 0.75%) of the Funds, respectively. For the year ended October 31, 2012, Foreside, as Distributor, also received $346,561, $261,621 and $34,163 in commissions from sales of the Trusts, for Class A Shares, Class B Shares, and Class C Shares, respectively of which $25, $12 and $0 were reallocated to HSBC-affiliated brokers and dealers, for Class A Shares, Class B Shares, and Class C Shares, respectively.

Shareholder Servicing:

     The Trust has adopted a Shareholder Services Plan, which provides for payments to shareholder servicing agents (which primarily consist of HSBC and its affiliates) for providing various shareholder services. For performing these services, the shareholder servicing agents receive a fee that is computed daily and paid monthly up to 0.25%, 0.25%, and 0.25% of the average daily net assets of Class A Shares, Class B Shares, and Class C Shares of the Funds, respectively. The aggregate fees paid to the Distributor pursuant to the Distribution Plan and to shareholder servicing agents pursuant to the Shareholder Services Plan currently are not intended to exceed 0.25% of the average daily net assets of Class A Shares, and 1.00% of the average daily net assets of Class B Shares and Class C Shares.

Fund Accounting and Transfer Agency:

     Citi provides fund accounting and transfer agency services for each Fund. As transfer agent, Citi receives a fee based on the number of funds and shareholder accounts, subject to certain minimums, reductions associated with services to new funds and reimbursement of certain expenses. As fund accountant, Citi receives an annual fee per series and share class, subject to minimums, reductions associated with services provided to new funds and reimbursement of certain expenses. Citi receives additional fees paid by the Trust and the Advisor Trust for blue sky exemption services.

26

      

HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

Independent Trustees:

     Prior to January 1, 2012, the Trusts, in the aggregate, paid each Independent Trustee an annual retainer of $63,000, a fee of $5,000 for each regular meeting of the Board of Trustees attended, a fee of $3,000 for each special telephonic meeting attended, and a fee of $5,000 for each special in-person meeting attended. The Trusts also paid each Independent Trustee an annual retainer of $3,000 for each Committee on which such Trustee served as a Committee member as well as a fee of $3,000 for each Committee meeting attended. Additionally, the Trusts paid each Committee Chair an annual retainer of $6,000, with the exception of the Chair of the Audit Committee, who received a retainer of $8,000. The Trusts also paid the Chairman of the Board, an additional annual retainer of $20,000, as well as an additional $4,000 for each regular meeting of the Board attended. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee was compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

     Effective January 1, 2012, the Trusts pay each Independent Trustee an annual retainer of $100,000. The Trusts pay a fee of $10,000 for each regular meeting of the Board of Trustees attended and a fee of $3,000 for each special meeting attended. The Trusts pay each Committee Chair an annual retainer of $3,000, with the exception of the Chair of the Audit Committee, who receives a retainer of $6,000. The Trusts also pay the Chairman of the Board, an additional annual retainer of $24,000. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee is compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

Fee Reductions:

     The Investment Adviser has agreed to contractually limit, through March 1, 2013, the total expenses, exclusive of interest, taxes, brokerage commissions and extraordinary expenses, of certain Funds. Each affected Fund Class has its own expense limitations based on the average daily net assets for any full fiscal year as follows:

Current Contractual
Expense
Fund        Class      Limitation(%)
Growth Fund A 1.20
Growth Fund B 1.95
Growth Fund C 1.95  
Growth Fund I 0.95  
Opportunity Fund A   1.65
Opportunity Fund B 2.40
Opportunity Fund C 2.40
Opportunity Fund (Advisor) I 1.10

     Any amounts contractually waived or reimbursed by the Investment Adviser will be subject to repayment by the Fund to the Investment Adviser within three years to the extent that the repayment will not cause the Fund’s operating expenses to exceed the contractual expense limit that was in effect at the time of such waiver or reimbursement. During the year ended October 31, 2012, the Investment Adviser did not recapture any of its prior contractual waivers or reimbursements. As of October 31, 2012, the repayments that may potentially be made by the Funds are as follows:

Fund        2015($)*      2014($)*      2013($)*      Total
Growth Fund 65,181 22,001 87,182
Opportunity Fund 65,241 27,228 49,041 141,510
____________________

*

    

The year listed above the amounts is the fiscal year ending in which the amounts will no longer be able to be recouped.

HSBC FAMILY OF FUNDS        27



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

     The Administrator and Citi may voluntarily waive/reimburse fees to help support the expense limits of the Funds. In addition, HSBC, in its role as Investment Adviser and Administrator, may waive/reimburse additional fees at its discretion. Any voluntary fee waivers/reimbursements are not subject to recoupment in subsequent fiscal periods. Voluntary waivers/reimbursements may be stopped at any time. Amounts waived/reimbursed by the Investment Adviser, Administrator and Citi are reported separately on the Statements of Operations, as applicable.

5. Investment Transactions:

     Contributions and withdrawals of the respective Portfolios for the year ended October 31, 2012 totaled:

Fund   Contributions($)      Withdrawals($)
Growth Fund 6,884,450 16,014,732
Opportunity Fund 585,381 2,920,181
Opportunity Fund (Advisor) 13,896,138 16,173,685

6. Federal Income Tax Information:

     The tax character of dividends paid by the Funds for the year ended October 31, 2012 was as follows:

Dividends paid from
Net Long Term Total
Ordinary Income($)      Capital Gains($)      Dividends Paid($)*
Growth Fund
Opportunity Fund 122,612 1,646,254 1,768,866
Opportunity Fund (Advisor) 2,322,165 16,364,147 18,686,312

     The tax character of dividends paid by the Funds for the year ended October 31, 2011 was as follows:

Dividends paid from
Net Long Term Total
Ordinary Income($)      Capital Gains($)      Dividends Paid($)*
Growth Fund
Opportunity Fund 201,743 201,743
Opportunity Fund (Advisor) 2,935,113 2,935,113
____________________

*      Total dividends paid may differ from the amount reported in the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

     As of October 31, 2012, the components of accumulated earnings/(deficit) on a tax basis for the Funds were as follows:

Undistributed Accumulated Total
   Undistributed    Undistributed    Long Term Capital and Unrealized Accumulated
Ordinary Tax Exempt Capital Accumulated Dividends    Other    Appreciation/    Earnings/
Income($) Income($) Gains($)    Earnings($)    Payable($) Losses($) (Depreciation)($) (1) (Deficit)($)
Growth Fund 5,056,284 5,056,284 (133,004 ) 9,832,284 14,755,564  
Opportunity Fund 693,082 693,082 (52,380 ) 1,606,621 2,247,323
Opportunity Fund  
       (Advisor) 6,472,823 6,472,823 18,242,145 24,714,968
____________________

(1)      The differences between book-basis and tax-basis unrealized appreciation/depreciation are attributable primarily to: tax deferral of losses on wash sales, the realization for tax purposes of unrealized gains/losses on certain derivative instruments, the difference between book and tax amortization methods for premium and market discount, the realization for tax purposes of unrealized gains/losses on investments in passive foreign investment companies, and the return of capital adjustments from real estate investment trusts.

28         HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

     Under current law, capital losses and specified ordinary losses realized after October 31st and non-specified ordinary losses incurred after December 31st (ordinary losses collectively known as “late year ordinary loss”) my be deferred and treated as occurring on the first business day of the following fiscal year. The following Fund had deferred losses, which will be treated as arising on the first day of the fiscal year to end October 31, 2013.

Late Year
Ordinary Losses($)
Growth Fund   133,004  
Opportunity Fund 52,380  

     For the year ended October 31, 2012, the following Funds utilized capital loss carryforwards to offset capital gains realized:

Fund   Amount($)
Growth Fund 3,269,773

7. Legal and Regulatory Matters:

     On September 26, 2006 BISYS Fund Services, Inc. (“BISYS”), an affiliate of BISYS Fund Services Ohio, Inc. which provided various services to the Funds, reached a settlement with the Securities and Exchange Commission (the “SEC”) regarding the SEC’s investigation related to BISYS’ past payment of certain marketing and other expenses with respect to certain of its mutual fund clients. The related settlement monies were received by the Funds during the year ended October 31, 2010. The corresponding impact to the net income ratio and total return for the year ended October 31, 2010 are disclosed in the Funds’ Financial Highlights.

8. Subsequent Events:

     Management has evaluated events and transactions through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

HSBC FAMILY OF FUNDS        29



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Trustees of HSBC Funds and
HSBC Advisor Funds Trust:

We have audited the accompanying statements of assets and liabilities of HSBC Growth Fund, HSBC Opportunity Fund and HSBC Opportunity Fund (Advisor) (formerly known as HSBC Investor Growth Fund, HSBC Investor Opportunity Fund and HSBC Investor Opportunity Fund (Advisor)) (the Funds), as of October 31, 2012, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2012, by correspondence with the transfer agent of the HSBC Portfolios. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Funds as of October 31, 2012, the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.


Columbus, Ohio
December 21, 2012

30        HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Other Federal Income Tax Information—as of October 31, 2012 (Unaudited)

     During the year ended October 31, 2012, the following Funds declared net short term capital gain distributions:

Fund   Amount
Opportunity Fund $ 122,612
Opportunity Fund (Advisor) 2,322,165

     During the year ended October 31, 2012, the following Funds declared net long term capital gain distributions:

Fund   Amount
Opportunity Fund $ 1,646,254
Opportunity Fund (Advisor) 16,364,147

     For the year ended October 31, 2012, the following percentages of the total ordinary income dividends paid by the Funds qualify for the corporate dividends received deduction available to corporate shareholders:

Dividends Received
Fund   Deduction
Opportunity Fund 81.10 %
Opportunity Fund (Advisor) 42.05 %

     For the year ended October 31, 2012, dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Funds intend to designate the maximum amount allowable as taxed at a maximum rate of 15%. Complete information will be reported in conjunction with your 2012 Form 1099-DIV:

Qualified Dividend
Fund   Income
Opportunity Fund 85.74 %
Opportunity Fund (Advisor) 44.45 %

HSBC FAMILY OF FUNDS        31



HSBC FAMILY OF FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited)

     As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases, redemption fees and exchange fees; and (2) ongoing costs, including management fees, distribution fees and /or shareholder servicing fees and other Fund expenses (including expenses allocated from the Portfolios). These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these cost with the ongoing costs of investing in other mutual funds.

     These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2012 through October 31, 2012.

Actual Example
     The table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
                  5/1/12         10/31/12         5/1/12 - 10/31/12         5/1/12 - 10/31/12
Growth Fund Class A Shares $ 1,000.00 $ 948.00 $ 5.88 1.20 %
Class B Shares 1,000.00 944.60 9.53   1.95 %  
Class C Shares 1,000.00 944.30 9.53   1.95 %  
Class I Shares 1,000.00 948.80 4.65   0.95 %
Opportunity Fund Class A Shares 1,000.00 988.30 7.75 1.55 %
Class B Shares 1,000.00 984.00 11.47 2.30 %
Class C Shares 1,000.00 984.40 11.47 2.30 %
Opportunity Fund (I Shares) Class I Shares 1,000.00 990.40 5.55 1.11 %
____________________

*

     Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

32         HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited) (continued)

Hypothetical Example for Comparison Purposes

     The table below provides information about hypothetical account values and hypothetical expenses based on each Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

     Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
              5/1/12        10/31/12        5/1/12 - 10/31/12        5/1/12 - 10/31/12
Growth Fund Class A Shares $ 1,000.00 $ 1,019.10 $ 6.09 1.20 %
Class B Shares 1,000.00 1,015.33   9.88 1.95 %  
  Class C Shares 1,000.00 1,015.33 9.88 1.95 %
Class I Shares 1,000.00 1,020.36 4.82   0.95 %
Opportunity Fund Class A Shares 1,000.00 1,017.34 7.86 1.55 %
Class B Shares 1,000.00 1,013.57 11.64   2.30 %
Class C Shares 1,000.00 1,013.57 11.64 2.30 %  
Opportunity Fund (I Shares) Class I Shares 1,000.00 1,019.56 5.63 1.11 %
____________________

 
*      Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

HSBC FAMILY OF FUNDS        33



HSBC GROWTH PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012

Common Stocks – 96.2%
 
Shares       Value ($)
Aerospace & Defense – 3.4%  
Precision Castparts Corp. 7,700   1,332,639
United Technologies Corp. 17,300 1,352,168
2,684,807
Auto Components – 1.1%
BorgWarner, Inc. (a) 13,200 868,824
Biotechnology – 4.5%
Biogen Idec, Inc. (a) 8,700 1,202,514
Celgene Corp. (a) 17,600 1,290,432
Gilead Sciences, Inc. (a) 15,900 1,067,844
3,560,790
Business Services – 1.3%
MasterCard, Inc., Class A 2,195 1,011,741
Capital Markets – 2.8%
BlackRock, Inc. 4,800 910,464
Franklin Resources, Inc. 10,200 1,303,560
2,214,024
Chemicals – 4.4%
Ecolab, Inc. 18,000 1,252,800
Monsanto Co. 25,899 2,229,127
3,481,927
Communications Equipment – 3.3%
QUALCOMM, Inc. 44,500 2,606,588
Computers & Peripherals – 8.0%
Apple, Inc. 9,325 5,549,307
EMC Corp. (a) 32,200 786,324
6,335,631
Construction & Engineering – 1.3%
Fluor Corp. 19,100 1,066,735
Diversified Financial Services – 0.6%
IntercontinentalExchange, Inc. (a) 3,400 445,400
Energy Equipment & Services – 1.8%
FMC Technologies, Inc. (a) 13,800 564,420
Schlumberger Ltd. 12,300 855,219
1,419,639
Food & Staples Retailing – 2.7%
Costco Wholesale Corp. 9,000 885,870
CVS Caremark Corp. 26,700 1,238,880
2,124,750
Health Care Equipment & Supplies – 4.1%
Covidien plc 19,700 1,082,515
Edwards Lifesciences Corp. (a) 9,800 850,934
Intuitive Surgical, Inc. (a) 2,380 1,290,484
3,223,933
Health Care Providers & Services – 4.2%
Express Scripts Holding Co. (a) 34,750 2,138,515
UnitedHealth Group, Inc. 21,200 1,187,200
3,325,715
Health Care Technology – 1.4%
Cerner Corp. (a) 14,300 1,089,517
Hotels, Restaurants & Leisure – 3.8%
Las Vegas Sands Corp. 19,200 891,648
Starbucks Corp. 27,300 1,253,070
Yum! Brands, Inc. 11,800 827,298
2,972,016
Household Durables – 0.5%
Lennar Corp., Class A 10,600 397,182
Internet & Catalog Retail – 4.5%
Amazon.com, Inc. (a) 7,150 1,664,663
Priceline.com, Inc. (a) 3,230 1,853,277
3,517,940
Internet Software & Services – 5.5%
eBay, Inc. (a) 26,100 1,260,369
Facebook, Inc., Class A(a) 22,200 468,753
Google, Inc., Class A(a) 2,895 1,967,934
VeriSign, Inc. (a) 16,500 611,655
4,308,711
IT Services – 8.0%
International Business Machines Corp. 12,400 2,412,172
Teradata Corp. (a) 9,800 669,438
Visa, Inc., Class A 23,200 3,219,232
6,300,842
Machinery – 3.9%
Danaher Corp. 44,300 2,291,639
Illinois Tool Works, Inc. 13,000 797,290
3,088,929
Media – 1.8%
CBS Corp., Class B 20,300 657,720
Sirius XM Radio, Inc. (a) 276,900 775,320
1,433,040
Oil, Gas & Consumable Fuels – 3.2%
Cabot Oil & Gas Corp. 17,300 812,754
Concho Resources, Inc. (a) 11,000 947,320
Range Resources Corp. 12,100 790,856
2,550,930
Personal Products – 0.8%
The Estee Lauder Cos., Inc., Class A 10,700 659,334
Pharmaceuticals – 0.3%
Allergan, Inc. 2,600 233,792
Real Estate Investment Trusts (REITs) – 1.6%
American Tower Corp. 16,600 1,249,814

34       HSBC PORTFOLIOS See notes to financial statements.



HSBC GROWTH PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Common Stocks, continued
 
Shares       Value ($)
Road & Rail – 3.9%
Union Pacific Corp. 25,200 3,100,356
Semiconductors & Semiconductor Equipment – 0.3%
Altera Corp. 7,800 237,744
Software – 3.3%
Intuit, Inc. 14,300   849,706
Salesforce.com, Inc. (a) 12,200 1,780,956
2,630,662
Specialty Retail – 4.8%
Dollar General Corp. (a) 20,600 1,001,572
Ross Stores, Inc. 12,500 761,875
The Gap, Inc. 25,800 921,576
The Home Depot, Inc. 6,800 417,384
Ulta Salon, Cosmetics & Fragrance, Inc. 7,700 710,094
3,812,501
Textiles, Apparel & Luxury Goods – 3.4%
Coach, Inc. 14,500 812,725
Michael Kors Holdings Ltd. (a) 15,700 858,633
Ralph Lauren Corp. 6,800 1,045,092
2,716,450
Trading Companies & Distributors – 0.4%
W. W. Grainger, Inc. 1,600 322,256
Wireless Telecommunication Services – 1.3%
SBA Communications Corp., Class A(a) 15,800 1,052,754
TOTAL COMMON STOCKS
       (COST $62,731,859) 76,045,274
 
Investment Company – 4.0%
 
Northern Institutional Diversified Assets
       Portfolio, Institutional Shares,
       0.01% (b) 3,113,192 3,113,192
TOTAL INVESTMENT COMPANY
       (COST $3,113,192) 3,113,192
TOTAL INVESTMENT SECURITIES
       (COST $65,845,051) — 100.2% 79,158,466
____________________

 

Percentages indicated are based on net assets of $79,018,334.

     
(a)      Represents non-income producing security.
(b)   The rate represents the annualized one-day yield that was in effect on October 31, 2012.

See notes to financial statements. HSBC PORTFOLIOS       35



HSBC OPPORTUNITY PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012

Common Stocks – 96.7%
 
Shares       Value ($)
Aerospace & Defense – 3.4%
BE Aerospace, Inc. (a) 50,130 2,260,362
TransDigm Group, Inc. 21,130   2,814,727
5,075,089
Biotechnology – 1.8%
Alkermes plc (a) 73,880 1,368,996
Cubist Pharmaceuticals, Inc. (a) 32,130 1,378,377
2,747,373
Building Products – 1.1%
Owens Corning, Inc. (a) 51,400 1,726,526
Capital Markets – 3.6%
Lazard Ltd., Class A 92,260 2,717,980
Raymond James Financial, Inc. 69,860 2,664,460
5,382,440
Chemicals – 4.2%
Celanese Corp., Series A 36,260 1,377,517
Cytec Industries, Inc. 31,780 2,187,100
Georgia Gulf Corp. 34,140 1,208,215
Westlake Chemical Corp. 20,485 1,558,089
6,330,921
Commercial Banks – 3.3%
Comerica, Inc. 88,500 2,638,185
First Horizon National Corp. 1 9
First Republic Bank 67,060 2,303,511
4,941,705
Commercial Services & Supplies – 2.1%
Waste Connections, Inc. 94,065 3,088,154
Communications Equipment – 1.4%
JDS Uniphase Corp. (a) 138,580 1,342,840
Riverbed Technology, Inc. (a) 43,320 800,121
2,142,961
Containers & Packaging – 3.1%
Crown Holdings, Inc. (a) 76,040 2,908,530
Packaging Corp. of America 48,610 1,714,475
4,623,005
Electrical Equipment – 2.1%
Hubbell, Inc., Class B 37,580 3,146,198
Electronic Equipment, Instruments & Components – 0.6%
Jabil Circuit, Inc. 48,850 847,059
Energy Equipment & Services – 1.7%
Rowan Cos. plc, Class A(a) 78,140 2,477,819
Food Products – 2.6%
Ralcorp Holdings, Inc. (a) 54,790 3,955,290
Health Care Equipment & Supplies – 6.3%
Conceptus, Inc. (a) 38,650 728,166
DENTSPLY International, Inc. 96,900 3,569,796
Hologic, Inc. (a) 109,430 2,256,446
IDEXX Laboratories, Inc. (a) 22,000 2,116,400
Volcano Corp. (a) 26,100 746,982
9,417,790
Health Care Providers & Services – 4.2%
Coventry Health Care, Inc. 109,270 4,768,543
Owens & Minor, Inc. 52,110 1,483,571
6,252,114
Household Durables – 0.9%
NVR, Inc. (a) 1,436 1,297,771
Insurance – 2.2%
Everest Re Group Ltd. 22,975 2,551,373
Genworth Financial, Inc., Class A(a) 136,280 812,229
3,363,602
IT Services – 4.7%
Alliance Data Systems Corp. (a) 31,580 4,517,519
FleetCor Technologies, Inc. (a) 53,690 2,545,443
7,062,962
Life Sciences Tools & Services – 2.0%
Mettler-Toledo International, Inc. (a) 18,130 3,070,678
Machinery – 5.6%
Crane Co. 41,964 1,761,649
Gardner Denver, Inc. 29,280 2,029,982
IDEX Corp. 59,290 2,521,604
The Timken Co. 54,010 2,132,855
8,446,090
Media – 0.7%
Manchester United plc, Class A(a) 85,800 1,080,222
Oil, Gas & Consumable Fuels – 5.4%
Denbury Resources, Inc. (a) 175,320 2,687,656
Tesoro Corp. 144,010 5,430,617
8,118,273
Pharmaceuticals – 1.2%
Elan Corp. plc ADR (a) 167,700 1,811,160
Professional Services – 1.5%
IHS, Inc., Class A(a) 25,815 2,178,528
Real Estate Management & Development – 1.9%
Jones Lang LaSalle, Inc. 37,530 2,917,582
Road & Rail – 2.9%
Hertz Global Holdings, Inc. (a) 145,380 1,929,193
Landstar System, Inc. 46,710 2,365,861
4,295,054

36       HSBC PORTFOLIOS See notes to financial statements.



HSBC OPPORTUNITY PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Common Stocks, continued
 
Shares       Value ($)
Semiconductors & Semiconductor Equipment – 3.1%
NXP Semiconductors NV (a) 120,500 2,923,330
Skyworks Solutions, Inc. (a) 76,060   1,779,804
4,703,134
Software – 6.5%
Concur Technologies, Inc. (a) 10,370 686,805
Fortinet, Inc. (a) 120,020 2,324,788
Informatica Corp. (a) 76,000 2,062,640
Nuance Communications, Inc. (a) 132,620 2,952,121
QLIK Technologies, Inc. (a) 91,220 1,679,360
9,705,714
Specialty Retail – 11.4%
American Eagle Outfitters, Inc. 143,200 2,988,584
Foot Locker, Inc. 117,110 3,923,185
GNC Holdings, Inc., Class A 27,550 1,065,359
O’Reilly Automotive, Inc. (a) 15,250 1,306,620
Signet Jewelers Ltd. 63,980 3,311,605
Tractor Supply Co. 15,900 1,530,216
Williams-Sonoma, Inc. 63,280 2,925,434
17,051,003
Textiles, Apparel & Luxury Goods – 1.1%
Michael Kors Holdings Ltd. (a) 29,900 1,635,231
Trading Companies & Distributors – 4.1%
Beacon Roofing Supply, Inc. (a) 30,480 985,723
United Rentals, Inc. (a) 53,940 2,193,200
WESCO International, Inc. (a) 46,970 3,047,414
6,226,337
TOTAL COMMON STOCKS
       (COST $123,929,913) 145,117,785
 
Investment Company – 3.2%
 
Northern Institutional Government
       Select Portfolio, Institutional Shares,
       0.01% (b) 4,802,550 4,802,550
TOTAL INVESTMENT COMPANY
       (COST $4,802,550) 4,802,550
TOTAL INVESTMENTS SECURITIES
       (COST $128,732,463) — 99.9% 149,920,335
____________________

 

Percentages indicated are based on net assets of $150,058,525.

     
(a)      Represents non-income producing security.
(b)   The rate represents the annualized one-day yield that was in effect on October 31, 2012.

ADR American Depositary Receipt

See notes to financial statements. HSBC PORTFOLIOS        37



HSBC PORTFOLIOS
Statements of Assets and Liabilities—as of October 31, 2012

Growth Opportunity
    Portfolio             Portfolio    
Assets:        
       Investments in non-affiliates, at value $ 79,158,466   $ 149,920,335  
       Dividends receivable 12,747     302,586  
       Receivable for investments sold 406,110      
       Prepaid expenses and other assets 323     582  
       Total Assets 79,577,646     150,223,503  
         
Liabilities:        
       Payable for investments purchased 397,255     23,734  
       Accrued expenses and other liabilities:        
              Investment Management 131,575     101,785  
              Administration 2,231     4,122  
              Compliance Service 11     53  
              Accounting 60     55  
              Custodian 3,653     16,545  
              Trustee 70     172  
              Other 24,457     18,512  
       Total Liabilities 559,312     164,978  
         
Applicable to investors’ beneficial interest $ 79,018,334   $ 150,058,525  
Total Investments, at cost $ 65,845,051   $ 128,732,463  

38       HSBC PORTFOLIOS See notes to financial statements.



HSBC PORTFOLIOS
Statements of Operations—For the year ended October 31, 2012

Growth Opportunity
Portfolio     Portfolio
Investment Income:                
       Dividends $ 749,933 $ 1,569,670
       Foreign tax withholding (1,261 )
       Total Investment Income 748,672 1,569,670
 
Expenses:
       Investment Management 512,293 1,180,005
       Administration 27,586 45,956
       Accounting 44,566 44,443
       Compliance Service 775 1,239
       Custodian 15,446 33,744
       Printing 3,731 6,228
       Professional 17,377 17,184
       Trustee 2,279 3,755
       Other 8,123 12,226
              Total Expenses 632,176 1,344,780
 
              Net Investment Income (Loss) 116,496 224,890
 
Net Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from investment securities 12,654,581 8,826,465
Change in unrealized appreciation/depreciation on investments (6,525,872 ) 8,291,618
 
Net realized/unrealized gains from investments 6,128,709 17,118,083
Change In Net Assets Resulting From Operations $ 6,245,205 $ 17,342,973

See notes to financial statements. HSBC PORTFOLIOS       39



HSBC PORTFOLIOS
Statements of Changes in Net Assets

Growth Opportunity
Portfolio Portfolio
For the For the For the For the
year ended year ended year ended year ended
October 31, 2012 October 31, 2011 October 31, 2012 October 31, 2011
Investment Activities:                                            
Operations:
       Net investment income (loss) $ 116,496 $ 69,416 $ 224,890 $ 79,759
       Net realized gains (losses) from investments 12,654,581 10,568,671 8,826,465 24,005,437
       Change in unrealized appreciation/depreciation
              from investments (6,525,872 ) 387,197 8,291,618 (5,303,339 )
Change in net assets resulting from operations 6,245,205 11,025,284 17,342,973 18,781,857
       Proceeds from contributions 10,142,030 20,411,483 15,884,698 16,493,895
       Value of withdrawals (42,657,788 ) (24,898,681 ) (24,493,548 ) (33,352,902 )
Change in net assets resulting from transactions
       in investors’ beneficial interest (32,515,758 ) (4,487,198 ) (8,608,850 ) (16,859,007 )
Change in net assets (26,270,553 ) 6,538,086 8,734,123 1,922,850
 
Net Assets:
       Beginning of period 105,288,887 98,750,801 141,324,402 139,401,552
       End of period $ 79,018,334 $ 105,288,887 $ 150,058,525 $ 141,324,402

40       HSBC PORTFOLIOS See notes to financial statements.



HSBC PORTFOLIO
Financial Highlights

Selected data for a share outstanding throughout the periods indicated.

Ratio/Supplementary Data
Ratio of
Ratio of Net Expenses
Ratio of Net Investment to Average
Net Assets at Expenses to Income (Loss) Net Assets
Total End of Period Average Net to Average Net (Excluding Fee Portfolio
     Return      (000’s)      Assets      Assets      Reductions)      Turnover
GROWTH PORTFOLIO              
Year Ended October 31, 2008 (37.75 )%(a) $ 81,942 0.62 % 0.19 %   0.62 % 158 %
Year Ended October 31, 2009   19.31 %   $ 88,163 0.69 % 0.17 % 0.69 % 66 %
Year Ended October 31, 2010 20.34 % $ 98,751 0.68 % (0.04 )% 0.68 % 89 %
Year Ended October 31, 2011 11.07 % $ 105,289 0.66 %   0.07 % 0.66 % 56 %
Year Ended October 31, 2012 7.18 % $ 79,018   0.71 % 0.13 % 0.71 % 53 %
OPPORTUNITY PORTFOLIO  
Year Ended October 31, 2008 (35.30 )% $ 127,970 0.87 % (0.46 )% 0.87 % 80 %
Year Ended October 31, 2009 15.41 %   $ 129,748 0.90 % (0.37 )% 0.90 % 65 %
Year Ended October 31, 2010 28.74 % $ 139,402 0.89 % (0.35 )% 0.89 % 68 %
Year Ended October 31, 2011 12.40 % $ 141,324 0.88 % 0.05 % 0.88 % 69 %
Year Ended October 31, 2012 12.71 % $ 150,059 0.91 % 0.15 % 0.91 % 59 %

(a)      During the year ended October 31, 2008, Winslow Capital Management, Inc. reimbursed $64,658 to the Growth Portfolio related to violations of certain investment policies and limitations. The corresponding impact to the total return was 0.08%.

See notes to financial statements.

HSBC PORTFOLIOS       41




HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012

1. Organization:

     The HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Portfolio Trust”), is an open-end management investment company organized as a New York trust under the laws of the State of New York on November 1, 1994. The Portfolio Trust contains the following master funds (individually a “Portfolio,” collectively the “Portfolios”):

Portfolio         Short Name  
HSBC Growth Portfolio (formerly, HSBC Investor Growth Portfolio)   Growth Portfolio
HSBC Opportunity Portfolio (formerly, HSBC Investor Opportunity Portfolio) Opportunity Portfolio

     The Portfolios operate as master funds in master-feeder arrangements, in which other funds invest all or part of their investable assets in the Portfolios. The Portfolios also receive investments from funds of funds. The Declaration of Trust permits the Board of Trustees (the “Board”) to issue an unlimited number of beneficial interests in the Portfolios.

     The Portfolios are diversified series of the Portfolio Trust and are part of the HSBC Family of Funds (formerly, HSBC Investor Family of Funds), which also includes HSBC Advisor Funds Trust and HSBC Funds (formerly, HSBC Investor Funds) (collectively, the “Trusts”). Financial statements for all other funds of the Trusts are published separately.

     Under the Portfolio Trust’s organizational documents, the Portfolio Trust’s officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Portfolios. In addition, in the normal course of business, the Portfolio Trust may enter into contracts with its service providers, which also provide for indemnifications by the Portfolios. The Portfolios’ maximum exposure under these arrangements is unknown as this would involve any future claims that may be made against the Portfolios. However, based on experience, the Portfolio Trust expects that risk of loss to be remote.

2. Significant Accounting Policies:

     The following is a summary of the significant accounting policies followed by the Portfolios in the preparation of their financial statements. The policies are in conformity with U.S. generally accepted accounting principles (“GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Securities Valuation:

     The Portfolios record their investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 3 below.

Investment Transactions and Related Income:

     Investment transactions are accounted for not later than on the business day after trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Investment gains and losses are calculated on the identified cost basis. Interest income is recognized on the accrual basis and includes, where applicable, the amortization or accretion of premium or discount. Dividend income is recorded on the ex-dividend date.

Expense Allocations:

     Expenses directly attributable to a Portfolio are charged to that Portfolio. Expenses not directly attributable to a Portfolio are allocated proportionally among the applicable portfolios or funds within the HSBC Family of Funds in relation to net assets or on another reasonable basis.

42       HSBC PORTFOLIOS



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

Federal Income Taxes:

     Each Portfolio will be treated as a partnership for U.S. federal income tax purposes. Accordingly, each Portfolio passes through all of its net investment income and gains and losses to its feeder funds, and is therefore not subject to U.S. federal income tax. As such, investors in the Portfolios will be taxed on their respective share of the Portfolios’ ordinary income and realized gains. It is intended that the Portfolios will be managed in such a way that an investor will be able to satisfy the requirements of the Internal Revenue Code, as amended, applicable to regulated investment companies.

     Management of the Portfolios has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

3. Investment Valuation Summary:

     The valuation techniques employed by the Portfolios, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Portfolios’ investments are summarized in the three broad levels listed below:

     Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Funds determine transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

     Exchange traded, domestic equity securities are valued at the last sale price on a national securities exchange, or in the absence of recorded sales, at the readily available closing bid price on such exchanges, or at the quoted bid price in the over-the-counter market and are typically categorized as Level 1 in the fair value hierarchy.

     Shares of exchange traded and closed-end registered investment companies are valued in the same manner as other equity securities and are typically categorized as Level 1 in the fair value hierarchy. Mutual funds are valued at their net asset values, as reported by such companies and are typically categorized as Level 1 in the fair value hierarchy.

     Repurchase agreements are valued at original cost and are typically categorized as Level 2 in the fair value hierarchy.

     Securities or other assets for which market quotations are not readily available, or are deemed unreliable due to a significant event, are valued pursuant to procedures adopted by the Trusts’ Board (“Procedures”). Depending on the source and relative significance of valuation inputs, these instruments may be classified as Level 2 or Level 3 in the fair value hierarchy. Examples of potentially significant events that could affect the value of an individual security and thus require pricing under the procedures include corporate actions by the issuer, announcements by the issuer relating to its earnings or products, regulatory news, natural disasters, and litigation. Examples of potentially significant events that could affect multiple securities held by a Portfolio include governmental actions, natural disasters, and armed conflicts.

     For the year ended October 31, 2012, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

HSBC PORTFOLIOS       43



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

     The following is a summary of the valuation inputs used as of October 31, 2012 in valuing the Portfolios’ investments based upon three levels defined above:

LEVEL 1 ($) LEVEL 2 ($) LEVEL 3 ($) Total ($)
Growth Portfolio                  
Investment Securities:
     Common Stocks (a) 76,045,274 76,045,274
     Investment Company 3,113,192 3,113,192
          Total Investment Securities 79,158,466 79,158,466
 
Opportunity Portfolio
Investment Securities:
     Common Stocks (a) 145,117,785   145,117,785
     Investment Company 4,802,550   4,802,550
          Total Investment Securities 149,920,335   149,920,335
____________________

(a)       For detailed investment categorizations, see the accompanying Schedules of Portfolio Investments.

New Accounting Pronouncements:

     In December 2011, the Financial Accounting Standards Board issued ASU No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” requiring disclosure of both gross and net information related to offsetting and related arrangements enabling users of its financial statements to understand the effect of those arrangements on the entity’s financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRSs. ASU No. 2011-11 is effective for interim and annual periods beginning on or after January 1, 2013. Adoption of ASU No. 2011-11 will have no effect on the Portfolios’ net assets. At this time, management is evaluating any impact ASU No. 2011-11 may have on the Portfolios’ financial statements disclosures.

4. Related Party Transactions and Other Agreements:

Investment Management:

     HSBC Global Asset Management (USA) Inc. (“HSBC” or the “Investment Adviser”), a wholly owned subsidiary of HSBC Bank USA, N.A., a national bank organized under the laws of the United States, acts as the Investment Adviser to the Portfolios pursuant to an investment management contract with the Portfolio Trust. As Investment Adviser, HSBC manages the investments of the Portfolios and continuously reviews, supervises, and administers the Portfolios’ investments. Winslow Capital Management, Inc. (“Winslow”) and Westfield Capital Management Company, L.P. (“Westfield”) serve as subadvisers for the Growth Portfolio and Opportunity Portfolio, respectively, and are paid for their services directly by the respective Portfolios.

44       HSBC PORTFOLIOS



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

     For their services, the Investment Adviser and Winslow receive in aggregate, from the Growth Portfolio, a fee, accrued daily and paid monthly, at an annual rate of:

Based on Average Daily Net Assets of all Sub-Adviser serviced funds and separate accounts affiliated
with HSBC: Fee Rate(%)*
Up to $250 million       0.575
In excess of $250 million but not exceeding $500 million 0.525
In excess of $500 million but not exceeding $750 million 0.475
In excess of $750 million but not exceeding $1 billion 0.425
In excess of $1 billion 0.375
____________________

*       The Growth Portfolio may pay the Investment Adviser and Winslow an aggregate maximum fee of up to 0.68%. Currently, the Investment Adviser’s contractual fee is 0.175% and Winslow’s maximum contractual fee is 0.40%. Accordingly, the current aggregate maximum fee rate is 0.575%.

     For their services, the Investment Adviser and Westfield receive in aggregate, a fee, accrued daily and paid monthly, at an annual rate of 0.80% of the Opportunity Portfolio’s average daily net assets.

     Any voluntary fee waivers/reimbursements are not subject to recoupment in subsequent fiscal periods. Voluntary waiver/reimbursements may be stopped at any time.

Administration:

     HSBC serves the Trusts as Administrator. Under the terms of the Administration Agreement, HSBC receives from the Trusts a fee, accrued daily and paid monthly at an annual rate of:

Based on Average Daily Net Assets of   Fee Rate(%)
Up to $10 billion       0.0550
In excess of $10 billion but not exceeding $20 billion 0.0350
In excess of $20 billion but not exceeding $50 billion 0.0275
In excess of $50 billion 0.0250

     The fee rates and breakpoints are determined on the basis of the aggregate average daily net assets of the Trusts, however, the assets of the Portfolios and HSBC Funds and HSBC Advisor Fund that invest in the Portfolios are not double-counted. The total administration fee paid to HSBC is allocated to each series based upon its proportionate share of the aggregate net assets of the Trusts. For assets invested in the Portfolios by the HSBC Funds and HSBC Advisor Fund, the Portfolios pay half of the administration fee and the other funds pay half of the administration fee, for a combination of the total fee rate set forth above.

     Pursuant to a Sub-Administration Agreement with HSBC, Citi Fund Services Ohio, Inc. (“Citi”), a wholly-owned subsidiary of Citigroup, Inc., serves as the Trusts’ Sub-Administrator subject to the general supervision by the Trusts’ Board and HSBC. For these services, Citi is entitled to a fee, payable by HSBC, at an annual rate equivalent to the fee rates set forth above subject to certain reductions associated with services provided to new portfolios, minus 0.02% which is retained by HSBC.

     Under a Compliance Services Agreement between the Trusts and Citi (the “CCO Agreement”), Citi makes an employee available to serve as the Trusts’ Chief Compliance Officer (the “CCO”). Under the CCO Agreement, Citi also provides infrastructure and support in implementing the written policies and procedures comprising the Trusts’ compliance program, including support services to the CCO. For the services provided under the CCO Agreement, the Trusts paid Citi $281,280 for the year ended October 31, 2012, plus reimbursement of certain expenses. Expenses incurred by each Portfolio are reflected on the Statements of Operations as “Compliance Services.” Citi pays the salary and other compensation earned by individuals as employees of Citi.

HSBC PORTFOLIOS       45



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

Fund Accounting:

     Citi provides fund accounting services for the Portfolio Trust. For its services to the Portfolios, Citi receives an annual fee per portfolio, including reimbursement of certain expenses, that is accrued daily and paid monthly.

Independent Trustees:

     Prior to January 1, 2012, the Trusts, in the aggregate, paid each Independent Trustee an annual retainer of $63,000, a fee of $5,000 for each regular meeting of the Board of Trustees attended, a fee of $3,000 for each special telephonic meeting attended, and a fee of $5,000 for each special in-person meeting attended. The Trusts also paid each Independent Trustee an annual retainer of $3,000 for each Committee on which such Trustee served as a Committee member as well as a fee of $3,000 for each Committee meeting attended. Additionally, the Trusts paid each Committee Chair an annual retainer of $6,000, with the exception of the Chair of the Audit Committee, who received a retainer of $8,000. The Trusts also paid the Chairman of the Board, an additional annual retainer of $20,000, as well as an additional $4,000 for each regular meeting of the Board attended. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee was compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

     Effective January 1, 2012, the Trusts pay each Independent Trustee an annual retainer of $100,000. The Trusts pay a fee of $10,000 for each regular meeting of the Board of Trustees attended and a fee of $3,000 for each special meeting attended. The Trusts pay each Committee Chair an annual retainer of $3,000, with the exception of the Chair of the Audit Committee, who receives a retainer of $6,000. The Trusts also pay the Chairman of the Board, an additional annual retainer of $24,000. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee is compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

5. Investment Transactions:

     Cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) for the year ended October 31, 2012 were as follows:

Portfolio Name Purchases($) Sales($)
Growth Portfolio 46,467,415       78,190,349
Opportunity Portfolio 83,879,531 91,164,123

     For the year ended October 31, 2012, there were no long-term U.S. government securities held by the Portfolio Trust.

6. Federal Income Tax Information:

     At October 31, 2012, the cost basis of securities for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation and net unrealized appreciation/depreciation were as follows:

Net Unrealized
      Tax Unrealized       Tax Unrealized       Appreciation
Fund   Tax Cost($) Appreciation($) Depreciation($) (Depreciation)($)*
Growth Portfolio 62,543,316   17,313,687   (698,537 )   16,615,150
Opportunity Portfolio 129,645,392 26,834,599   (6,559,656 )   20,274,943
____________________

*       The difference between book-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales.

7. Subsequent Events:

     Management has evaluated events and transactions through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

46       HSBC PORTFOLIOS



Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of
HSBC Portfolios:

We have audited the accompanying statements of assets and liabilities of HSBC Portfolios - HSBC Growth Portfolio and HSBC Opportunity Portfolio (formerly known as HSBC Investor Growth Portfolio and HSBC Investor Opportunity Portfolio) (the Funds), including the schedules of portfolio investments, as of October 31, 2012, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2012, by correspondence with the custodian or brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Funds as of October 31, 2012, the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.


Columbus, Ohio
December 21, 2012

HSBC PORTFOLIOS       47



HSBC PORTFOLIOS
Table of Shareholder Expenses—as of October 31, 2012

     As a shareholder of the Portfolios, you incur ongoing costs, including management fees and other Fund expenses.

     These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolios and to compare these costs with the ongoing costs of investing in other mutual funds.

     These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2012 through October 31, 2012.

Actual Example

     The table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Annualized
Beginning Ending Expenses Paid Expense Ratio
      Account Value       Account Value       During Period*       During Period
  5/1/12 10/31/12 5/1/12 - 10/31/12 5/1/12 - 10/31/12
Growth Portfolio $ 1,000.00 $ 991.20   $ 3.65   0.73 %
Opportunity Portfolio   1,000.00     950.20   4.51 0.92 %
____________________

*       Expenses are equal to the average account value over the period, multiplied by the Portfolio’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

Hypothetical Example for Comparison Purposes

     The table below provides information about hypothetical account values and hypothetical expenses based on each Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

     Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annualized
Beginning Ending Expenses Paid Expense Ratio
      Account Value       Account Value       During Period*       During Period
  5/1/12 10/31/12   5/1/12 - 10/31/12 5/1/12 - 10/31/12
Growth Portfolio $ 1,000.00   $ 1,021.47 $ 3.71   0.73 %
Opportunity Portfolio 1,000.00 1,020.51   4.67 0.92 %
____________________

*       Expenses are equal to the average account value over the period, multiplied by the Portfolio’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

48       HSBC PORTFOLIOS



HSBC PORTFOLIOS
Board of Trustees and Offi cers (Unaudited)

MANAGEMENT OF THE TRUST

     The following table contains information regarding the HSBC Family of Funds’ Board of Trustees (“Trustees”). Asterisks indicate those Trustees who are “interested persons,” as defined in the Investment Company Act of 1940, as amended, of the HSBC Family of Funds. The HSBC Family of Funds’ Statement of Additional Information includes additional information about the Trustees and is available, without charge, upon request by calling (888) 525-5757.

Portfolios in
Position(s) Term of Office Fund Complex Other
Name, Held with and Length of Principal Occupation(s) Overseen By Directorships
Address, Age       Funds       Time Served       During Past 5 Years       Trustee*       Held by Trustee
NON-INTERESTED
TRUSTEES
 

MARCIA L. BECK
P.O. Box 182845
Columbus, OH
43218-3035
Age: 57

Trustee

Indefinite;
2008 to present

Private Investor (June 1999 – present); Executive Vice President, Prudential Investments (1997 – 1999); President and Trustee, The Goldman Sachs Mutual Funds (1992 – 1996)

23

None

 

SUSAN S. HUANG
P.O. Box 182845
Columbus, OH
43218-3035
Age: 58

 

Trustee

Indefinite;
2008 to present

Private Investor (2000- present); Senior Vice President, Schroder Investment Management (2001 – 2004); Managing Director, Chase Asset Management (1995-2000)

23

None

 

ALAN S. PARSOW
P.O. Box 182845
Columbus, OH
43218-3035
Age: 62

 

Trustee

 

Indefinite;
1987 to present

 

General Partner, Elkhorn Partners, L.P. (a private investment partnership) (1989 – present)

23

None

 

THOMAS F. ROBARDS
P.O. Box 182845
Columbus, OH
43218-3035
Age: 66

Trustee

Indefinite;
2005 to present

Partner, Robards & Co. LLC (investment and advisory services) (2005-present); Chief Financial Officer, American Museum of Natural History (2003- 2004); Chief Financial Officer, Datek Online Holdings (2000-2003); Previously EVP and CFO Republic New York Corporation

 

23

 

Overseas Shipholding Group (NYSE listed energy transportation); Ellington Financial LLC (NYSE listed financial services)

 

MICHAEL SEELY
P.O. Box 182845
Columbus, OH
43218-3035
Age: 67

Chairman and
Trustee

Indefinite;
1987 to present

Private Investor (2003-present); General Partner, Global Multi Manager Partners (1999-2003); President of Investor Access Corporation (1981-2003)

23

None

 

INTERESTED TRUSTEE

 

DEBORAH HAZELL
452 Fifth Avenue
New York
NY 10018
Age: 49

Trustee

Indefinite;
2011 to present

CEO, HSBC Global Asset Management (USA) Inc. (2011-present); President and CEO, Fisher Francis Trees & Watts (“FFTW”) (investment advisor), February 2008-June 2011; Client Service, Business Development and Marketing Group, FFTW (October 1999-February 2008)

23

None

____________________
 
*       Includes the Trust, the HSBC Advisor Fund Trust and the HSBC Portfolios.

50       HSBC PORTFOLIOS



HSBC PORTFOLIOS
Board of Trustees and Offi cers (Unaudited) (continued)

Position(s) Held Term of Office and Principal Occupation(s)
Name, Address, Age       with Funds       Length of Time Served       During Past 5 Years
 
OFFICERS
 

RICHARD A. FABIETTI
452 Fifth Avenue
New York, NY 10018
Age: 54

President

One year;
2004 to present

Senior Vice President, Head of Product Management, HSBC Global Asset Management (USA) Inc.
(1998 - present)

 

STEPHEN SIVILLO
452 Fifth Avenue
New York, NY 10018
Age: 41

Vice President

 

One year;
2010 to present

Vice President of Product Administration, HSBC Global Asset Management (USA) Inc. (2010 - present); Chief Compliance Officer, Managers Funds (2009 – 2010); Director, Mutual Fund Compliance, AllianceBernstein (2007-2009); Assistant Vice President, Compliance, AllianceBernstein (2005-2007)

 

TY EDWARDS*
3435 Stelzer Road
Columbus, OH 43219-3035
Age: 46

 

Treasurer

 

One year;
2010 to present

 

Senior Vice President, Citi Fund Services (2010– present); Director, Product Management, Columbia Management (2007-2009); Deputy Treasurer, Columbia Funds, (2006-2007); Director, Fund Administration, Columbia Management (2004-2007)

 

JENNIFER A. ENGLISH*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

 

Secretary

One year;
2008 to present

Senior Vice President, Regulatory Administration, Citi (2005 - present)

 

DANIO MASTROPIERI*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

Assistant Secretary

One year;
December 2012 to present

Vice President, Regulatory Administration, Citi (2007 - present)

 

FREDERICK J. SCHMIDT*
1 Rexcorp Plaza
Uniondale, NY 11556
Age: 53

Chief Compliance Officer

One year; 2004 to present

Director and Chief Compliance Officer, CCO Services, Citi (2004 - present)

____________________

*       Mr. Edwards, Mr. Schmidt, Ms. English and Mr. Mastropieri also are officers of other investment companies of which Citi (or an affiliate) is the administrator or sub-administrator.

HSBC PORTFOLIOS       51



     Other Information (Unaudited):

     Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 1-800-525-5757 for HSBC Bank USA and HSBC Brokerage (USA) Inc. clients and 1-800-782-8183 for all other shareholders; (ii) on the Funds’ website at www.investorfunds.us.hsbc.com; and (iii) on the Security and Exchange Commission’s (“Commission”) website at http://www.sec.gov.

     The Funds file their complete schedules of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Commission’s website at http://www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Funds’ Schedules of Investments will be available no later than 60 days after each period end, without charge, on the Funds’ website at www.investorfunds.us.hsbc.com.

     An investment in a Fund is not a deposit of HSBC Bank USA, National Association, and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

52       HSBC PORTFOLIOS



HSBC FAMILY OF FUNDS:

INVESTMENT ADVISER AND ADMINISTRATOR

HSBC Global Asset Management (USA) Inc.
452 Fifth Avenue
New York, NY 10018

SUB-ADVISERS

HSBC Growth Portfolio
Winslow Capital Management, Inc.
4720 IDS Tower
80 South Eighth Street
Minneapolis, MN 55402

HSBC Opportunity Portfolio
Westfield Capital Management Company, L.P.
One Financial Center
Boston, MA 02111

SHAREHOLDER SERVICING AGENTS

For HSBC Bank USA, N.A. and
HSBC Securities (USA) Inc. Clients

HSBC Bank USA, N.A.
452 Fifth Avenue
New York, NY 10018
1-888-525-5757

For All Other Shareholders

HSBC Funds
P.O. Box 182845
Columbus, OH 43218
1-800-782-8183

TRANSFER AGENT

Citi Fund Services
3435 Stelzer Road
Columbus, OH 43219

DISTRIBUTOR

Foreside Distribution Services, L.P.
690 Taylor Road, Suite 150
Gahanna, OH 43230

CUSTODIAN

The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60603

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

KPMG LLP
191 West Nationwide Blvd., Suite 500
Columbus, OH 43215

LEGAL COUNSEL

Dechert LLP
1775 I Street, N.W.
Washington, D.C. 20006













The HSBC Family of Funds are distributed by Foreside Distribution Services, L.P. This document must be preceded or accompanied by a current prospectus for the HSBC Funds, which you should read carefully before you invest or send money.

— NOT FDIC INSURED — NO BANK GUARANTEE — MAY LOSE VALUE

HSB-AR-RTL-1212 12/12









HSBC Global Asset Management (USA) Inc.

HSBC World Selection Funds
Annual Report
October 31, 2012




WORLD SELECTION FUNDS Class A       Class B       Class C
Aggressive Strategy Fund HAAGX HBAGX HCAGX
Balanced Strategy Fund HAGRX HSBGX HCGRX
Moderate Strategy Fund HSAMX HSBMX HSCMX
Conservative Strategy Fund HACGX HBCGX HCCGX
Income Strategy Fund HINAX HINBX HINCX

















Table of Contents
HSBC World Selection Funds
Annual Report - October 31, 2012

Glossary of Terms     
Chairman’s Message 4
President’s Message 5
Commentary From the Investment Manager 6
Portfolio Reviews 8
Portfolio Composition 18
 
Schedules of Portfolio Investments
       Aggressive Strategy Fund 20
       Balanced Strategy Fund 21
       Moderate Strategy Fund 22
       Conservative Strategy Fund 23
       Income Strategy Fund 24
Statements of Assets and Liabilities 26
Statements of Operations 27
Statements of Changes in Net Assets 28
Financial Highlights 34
Notes to Financial Statements 39
Report of Independent Registered Public Accounting Firm 48
Other Federal Income Tax Information 49
Table of Shareholder Expenses 50
 
HSBC Portfolios
Schedules of Portfolio Investments
       HSBC Growth Portfolio 52
       HSBC Opportunity Portfolio 54
Statements of Assets and Liabilities 56
Statements of Operations 57
Statements of Changes in Net Assets 58
Financial Highlights 59
Notes to Financial Statements 60
Report of Independent Registered Public Accounting Firm   65
Table of Shareholder Expenses 66
Board of Trustees and Officers 68
Other Information 70

The World Selection Funds (the “Funds”) are “fund of funds” which aim to provide superior risk adjusted returns relative to a single asset class investment over the long term by investing primarily in underlying funds. The underlying funds may include mutual funds managed by HSBC Global Asset Management (USA) Inc. (the “Adviser”), mutual funds managed by investment advisers that are not associated with the Adviser and exchange traded funds (“ETFs”) (collectively, “Underlying Funds”). The Funds may also purchase or hold exchange traded notes (“ETNs”). The Funds’ broadly diversified investment approach across various asset classes and investment styles aims to contribute to achieving their objectives. Each World Selection Fund has a strategic asset allocation which represents a carefully constructed blend of asset classes, regions and currencies to meet the longer term investment goals.



Glossary of Terms

BofA Merrill Lynch U.S. High Yield Master II Index is an unmanaged index that tracks the performance of USD-denominated, below investment grade corporate debt publicly issued in the U.S. domestic market.

Barclays U.S. Aggregate Bond Index is an unmanaged index generally representative of investment-grade, fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.

Barclays U.S. High-Yield Corporate Bond Index is an unmanaged index that measures the non-investment grade, USD-denominated, fixed-rate, taxable corporate bond market. Securities are classified as high-yield if the middle rating of Moody’s, Fitch, and S&P is Ba1/BB+/BB+ or below. The index excludes emerging markets debt.

Citigroup U.S. Domestic 3-Month Treasury Bill Index is an unmanaged market value-weighted index of public obligations of the U.S. Treasury with maturities of three months.

Gross Domestic Product (“GDP”) measures the market value of the goods and services produced by labor and property in the United States.

Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index is an unmanaged free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada. The MSCI EAFE Index consists of the following 22 developed market countries: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom.

Russell 2000 ® Index is an unmanaged index that measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 ® Index is a subset of the Russell 3000 ® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership.

Standard & Poor’s MidCap 400 Index is an unmanaged index that is the most widely used index for mid-sized companies. The S&P MidCap 400 covers 7% of the U.S. equities market, and is part of a series of S&P U.S. indices that can be used as building blocks for portfolio composition.

Standard & Poor’s 500 (“S&P 500”) Index is an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. The S&P 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities.

Securities indices assume reinvestment of all distributions and interest payments and do not take in account brokerage fees or expenses. Securities in the Funds do not match those in the indices and performance of the Funds will differ. Investors cannot invest directly in an index.



Chairman’s Message

December 20, 2012


To Our Shareholders:

These are challenging times for investors.

Perhaps the central reason is the slow but remorseless unwinding of a multi-decade build-up in global debt, following the recent sharp decline in the global economy. Much of this debt has been devalued—including, for example, debt associated with U.S. housing stock or Greek government debt.

Despite these modest declines, U.S. private debt—which includes household debt from such things as credit cards and mortgages—remains high. Some historical perspective: In 1951, private sector debt stood at just 53% of the U.S. Gross Domestic Product 1 (GDP); today, that debt stands at 159%—a very high level, though down from its 2007 peak of 179%.

The turning point appears to be 2007. In that year, aggressive monetary and fiscal policies were enacted in the U.S. to stimulate the flagging economy. The result has been soaring government debt. Projections from the Congressional Budget Office suggest that the ratio of federal debt to GDP could reach 100% by the middle of the next decade—and that doesn’t reflect the increasing cost of entitlement programs.

These increasing claims on national income are worrisome, profoundly so, and have sparked intense and important debate—between Keynesians and monetarists; between free market capitalists and fans of European-style welfare economies; and, most recently, between Democrats and Republicans in the recent election.

So far, these growing claims by government on private sector income and wealth have failed to push interest rates higher. However, they have arguably, tempered the kind of growth and employment gains one would historically associate with recovery. In fact, the Federal Reserve’s Quantative Easing programs and “Operation Twist” have pushed rates to low levels, frustrating investors’ search for yield and leading our advisor and service providers to absorb about $17 million in fee waivers last year. Without these waivers our money market funds would have provided lower yields. Thus, it is no surprise that total money market fund assets have declined.

Regulators and others, parsing the entrails of the sharp recession, have proposed to change the regulation of such funds in order to prevent a future “run” on the funds during any period of economic upheaval. Proposals include a floating NAV, and variations of stable net asset value that include capital buffers.

Our other funds performed well in this difficult environment, as the following pages show.

Furthermore, the fund group continued to nourish its strategy of providing top-notch emerging market asset management products. Our most recent offering is the HSBC RMB Fixed Income Fund, which affords access to the Renminbi, the official offshore currency of the People’s Republic of China, through a portfolio of “Dim Sum” bonds. As the leading international bank in mainland China, HSBC is uniquely positioned to manage such a vehicle.

On behalf of my colleagues, I thank our investment advisor and portfolio managers, our other service providers, and you, our shareholders, for your support. We will continue to work hard to merit that confidence.

Sincerely,
 
Michael Seely
Chairman, HSBC Funds

1     For additional information, please refer to the Glossary of Terms.

This literature must be preceded or accompanied by an effective prospectus for the HSBC Funds. Investors should consider the investment objectives, risks, charges, and expenses of the investment company carefully before investing. The prospectus contains this and other important information about the investment company. To obtain more information, for clients of HSBC Securities (USA) Inc., please call 1-888-525-5757 or visit www.investorfunds.us.hsbc.com. For other investors and prospective investors, please call the Funds directly at 1-888-936-4722. Investors should read the prospectus carefully before investing or sending money.

4       HSBC FAMILY OF FUNDS



President’s Message

Dear Shareholder,

We are please to send to you the HSBC Funds annual report, covering the Funds’ fiscal year ended October 31, 2012. This report offers detailed information about your Funds’ investments and results. We encourage you to review it carefully.

Inside these pages you will find a letter from the Funds’ Chairman, Michael Seely, in which he comments on recent market developments. The report also includes commentary from the Funds’ portfolio managers in which they discuss the investment markets and their respective Fund’s performance. Each commentary is accompanied by the Fund’s return for the period, listed alongside the returns of its benchmark index and peer group average for comparative purposes.

On June 8 of this year we continued to expand our emerging markets funds offering by launching the HSBC RMB Fixed Income Fund. This Fund gives investors exposure to the Chinese Renminbi (“RMB”) bond market, sometimes referred to as the “dim sum” bond market. The Fund joins the HSBC Emerging Markets Local Debt Fund, HSBC Emerging Markets Debt Fund, HSBC Total Return Fund and the HSBC Frontier Markets Fund in our emerging markets segment.

In closing, we would like to thank you for investing through the HSBC Funds. We continue to focus the HSBC Fund Family investment solutions to assist our shareholders in reaching their financial goals. We appreciate the trust you place in us, and will continue working to earn it. Please contact us at any time with questions or concerns.

Sincerely,
 
Richard A. Fabietti
President

HSBC FAMILY OF FUNDS       5



Commentary From the Investment Manager
HSBC Global Asset Management (USA) Inc.

U.S. Economic Review

The global economy made only moderate progress in its ongoing recovery from a historic downturn during the 12-month period between November 1, 2011 and October 31, 2012. Governments around the world fueled the turnaround with aggressive monetary stimulus as policymakers struggled to revive growth against a backdrop, at least in the developed world, of bloated public debt. The Federal Reserve Board (the “Fed”) maintained the federal funds rate—a key factor in lending rates—at a historically low target range between 0.00% to 0.25%, and announced that it would keep the rate in that range until at least 2015.

The period began among concerns that the eurozone debt crisis would cause a new global recession. The situation in Europe improved somewhat during the first months of 2012, largely due to the European Central Bank’s (ECB) efforts to support liquidity. However, the prospect of another global recession loomed throughout much of the period as numerous economic indicators, such as industrial production and unemployment growth, proved disappointing. Although the U.S. economy continued to expand during the period, the pace of its growth slowed.

We believe the ECB helped to stem a liquidity crisis and alleviate fears of deepening credit problems in the eurozone. In December 2011 the ECB began distributing inexpensive loans to European banks as part of its long-term refinancing operation (LTRO) and in March 2012 began doling out an even larger amount of money in similar loans. The LTRO appeared to stabilize financial markets in the short term; nevertheless, significant uncertainties remain regarding the long-term prospects of European economies to regain their competitiveness and prevent default. The ability of Italy and Spain to reestablish market confidence remained in doubt; in addition, the long-term impact of austerity programs on economic growth raised concerns.

Slowing growth in major world economies, including the U.S. and China, presented a significant setback for the global economy. U.S. Gross Domestic Product (“GDP”) 1 increased at an annualized rate of 4.1% during the last quarter of 2011, then slowed to 2.7% or less for the remainder of the period under review. Industrial production growth was weak in both developed and emerging markets. U.S. consumer confidence improved somewhat, although real income growth and consumer savings were low. While job growth remained slow, during the last quarter of the period the unemployment rate fell below 8% for the first time in four years. During the period, the U.S. housing market showed significant signs of improvement as sales increased and inventory declined. Towards the end of the period, better economic news was seen from China, the world’s second-largest economy, leading many commentators to suggest that Chinese economic growth had turned a corner. One positive consequence of the slowdown in the global economy was a decrease in the rate of inflation in both developed and emerging economies.

Market Review

U.S. stocks posted strong gains. The first two months of the period were characterized by high volatility, as investors responded to ongoing debt problems and slowing economic growth. Equities began a strong rally in the final weeks of 2011 that continued throughout much of the period, with the exception of a pullback during the late spring. Stocks’ robust performance, despite economic setbacks, was supported in part by the actions of central banks, including the ECB’s launch of a new bond buying scheme it described as “unlimited” and the Fed’s third round of “quantitative easing.” The S&P 500 Index 1 of large-company stocks returned 15.21% for the 12 months through October 2012. Small-cap shares slightly outperformed mid- and large-caps: For the same period, the Russell 2000 ® Index 1 of small-company stocks returned 12.08%, and the S&P 400 MidCap Index 1 returned 12.11%.

The debt crisis in Europe, along with slowing growth in developing economies, led to less impressive performance for foreign stocks. The Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index 1 of international stocks in developed markets returned 4.61% for the 12-month period.

Fixed-income securities generated significant gains during the period, as global economic worries continued to drive demand for lower-risk assets. Yields on U.S. government bonds reached record lows as an increasing number of investors pursued a flight to safety. Low inflation, healthy corporate balance sheets, consumer and corporate deleveraging and a stabilizing housing market supported gains in corporate fixed-income markets, including both investment and high yield bonds. For the 12-month period the Barclays U.S. Aggregate Bond Index 1 , which tracks the broad investment-grade fixed-income market, returned 5.25%, while the Barclays U.S. High-Yield Corporate Bond Index 1 returned 13.61%.

1     For additional information, please refer to the Glossary of Terms.

6       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
Aggressive Strategy Fund
(Class A Shares, Class B Shares and Class C Shares)

by Randeep Brar, CFA, Senior Vice President/Portfolio Manager
Caroline Hitch, Senior Portfolio Manager

The Aggressive Strategy Fund (the “Fund”) is a “fund of funds” which seeks long-term growth of capital by investing primarily in underlying funds. The underlying funds may include mutual funds managed by HSBC Global Asset Management (USA) Inc. (the “Adviser”), mutual funds managed by investment advisers that are not associated with the Adviser and exchange traded funds (“ETFs”) (collectively, “Underlying Funds”). The Fund may also purchase or hold exchange traded notes (“ETNs”).

Investment Concerns

Allocation Risk: The risk that the Adviser’s target asset and sector allocations and changes in target asset and sector allocations cause the Fund to underperform other similar funds or cause you to lose money, and that the Fund may not achieve its target asset and sector allocations.

Underlying Fund Selection Risk: The risk that the Fund may invest in Underlying Funds that underperform other similar funds or the markets more generally, due to poor investment decisions by the investment adviser(s) for the Underlying Funds or otherwise. Underlying Funds also have their own expenses, which the Fund bears in addition to its own expenses.

Equity Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in equity securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in equity securities.

Fixed Income Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in fixed income securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in fixed income securities.

Foreign Securities/Emerging Markets Risk: Foreign securities, including those of emerging market issuers, are subject to additional risks including international trade, currency, political, and regulatory risks. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed foreign markets.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 7.72% (without sales charge) for the Class A Shares for the 12-month period ended October 31, 2012. That compared to a 15.21% total return for the Fund’s primary benchmark, the S&P 500 Index 1 .

The Fund measures performance against several additional reference indices: the MSCI EAFE Index 1 (5.15% return for the 12 months through October 31, 2012), Barclays U.S. Aggregate Bond Index 1 (5.25% return), Bank of America/Merrill Lynch U.S. High Yield Master II Index 1 (13.18% return) and Citigroup U.S. Domestic 3-Month Treasury Bill Index 1 (0.06% return).

Portfolio Performance

Investors during the 12-month period were concerned by a range of global economic issues, including the continuing eurozone debt crisis, China’s economic slowdown and U.S. fiscal issues. Those concerns contributed to considerable volatility in the financial markets during the period.

Still, most major equity markets posted positive returns during the 12 months through October 31, 2012. That performance was driven primarily by strong returns during the first and third quarters in 2012 and extended to other “risky” asset classes such as high-yield bonds. The financial markets during the period also benefited from various central bank actions including the U.S. Federal Reserve’s decision to launch a third round of quantitative easing and a new bond buying program outlined by the European Central Bank (ECB) to stem the eurozone debt crisis.

In that environment, the Fund enjoyed positive absolute performance, and the period was rewarding for investors. The Fund benefited from its strategic allocation to riskier asset classes, which performed well in absolute terms during the period. In particular, the Fund’s high allocation to small-, mid- and large-cap U.S. equities (55%-60% of the Fund’s total portfolio) contributed substantially to its total return during the period. An overweight position in emerging market equities held for most of the period was less successful in relative terms. However, we continued to believe that companies in emerging regions offered attractive valuations against a strengthening macroeconomic picture.*

Within the Fund’s fixed-income segment, we favored corporate bonds—such as U.S. high-yield bonds—over government bonds. We believed corporate bonds offered better total return potential than other options in the fixed-income market. That strategy benefited the Fund’s absolute performance during the period. The Fund’s exposure to emerging market debt was beneficial. In absolute terms, the Fund benefited from its exposure to alternative asset classes, particularly global property and private equity, during the period.*

*      

Portfolio composition is subject to change.

1      

For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

8       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
Aggressive Strategy Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Expense
Fund Performance Total Return (%) Ratio (%) 4
Inception 1 5 Since
As of October 31, 2012       Date       Year       Year       Inception       Gross       Net
Aggressive Strategy Fund Class A 1 2/14/05   2.33 -3.30 3.67 2.19 1.88
Aggressive Strategy Fund Class B 2 2/9/05 2.87 -3.03 3.79 2.94 2.63
Aggressive Strategy Fund Class C 3   6/9/05   5.83   -3.03   4.02 2.94 2.63
S&P 500 Index 5 15.21   0.36 4.37 6   N/A N/A
MSCI EAFE Index 5   5.15 -5.35 3.64 6 N/A   N/A
Barclays U.S. Aggregate Bond Index 5 5.25 6.38 5.44 6 N/A N/A
BofA Merrill Lynch U.S. High Yield Master II Index 5 13.18 9.12 8.14 6 N/A N/A
Citigroup U.S. Domestic 3-Month Treasury Bill Index 5 0.06 0.57 1.86 6 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

Certain returns shown include monies received by series of HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Portfolios”), in which the Fund invests, in respect of one-time class action settlements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Portfolios not received the payments.

1      Reflects the maximum sales charge of 5.00%.
2   Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
3   Reflects the applicable contingent deferred sales charge, maximum of 1.00%.
4   Reflects the expense ratio as reported in the prospectus dated February 28, 2012. The Adviser has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investments in investment companies other than the HSBC Growth Portfolio and the HSBC Opportunity Portfolio) to an annual rate of 1.50%, 2.25%, and 2.25% for Class A Shares, Class B Shares and Class C Shares, respectively. The expense limitation shall be in effect until March 1, 2013. The expense ratios reflected include Acquired Fund fees and expenses. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.
5   For additional information, please refer to the Glossary of Terms.
6   Return for the period February 9, 2005 to October 31, 2012.

The Fund’s performance is primarily measured against the S&P 500 Index, an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. Although the S&P 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also an ideal proxy for the total market. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS       9



Portfolio Reviews (Unaudited)
Balanced Strategy Fund
(Class A Shares, Class B Shares and Class C Shares)

by Randeep Brar, CFA, Senior Vice President/Portfolio Manager
Caroline Hitch, Senior Portfolio Manager

The Balanced Strategy Fund (the “Fund”) is a “fund of funds” which seeks long-term growth of capital by investing primarily in underlying funds. The underlying funds may include mutual funds managed by HSBC Global Asset Management (USA) Inc. (the “Adviser”), mutual funds managed by investment advisers that are not associated with the Adviser and exchange traded funds (“ETFs”) (collectively, “Underlying Funds”). The Fund may also purchase or hold exchange traded notes (“ETNs”).

Investment Concerns

Allocation Risk: The risk that the Adviser’s target asset and sector allocations and changes in target asset and sector allocations cause the Fund to underperform other similar funds or cause you to lose money, and that the Fund may not achieve its target asset and sector allocations.

Underlying Fund Selection Risk: The risk that the Fund may invest in Underlying Funds that underperform other similar funds or the markets more generally, due to poor investment decisions by the investment adviser(s) for the Underlying Funds or otherwise. Underlying Funds also have their own expenses, which the Fund bears in addition to its own expenses.

Equity Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in equity securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in equity securities.

Fixed Income Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in fixed income securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in fixed income securities.

Foreign Securities/Emerging Markets Risk: Foreign securities, including those of emerging market issuers, are subject to additional risks including international trade, currency, political, and regulatory risks. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed foreign markets.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 8.51% (without sales charge) for the Class A Shares for the 12-month period ended October 31, 2012. That compared to a 15.21% total return for the Fund’s primary benchmark, the S&P 500 Index 1 .

The Fund measures performance against several additional reference indices: the MSCI EAFE Index 1 (5.15% return for the 12 months through October 31, 2012), Barclays U.S. Aggregate Bond Index 1 (5.25% return), Bank of America/Merrill Lynch U.S. High Yield Master II Index 1 (13.18% return) and Citigroup U.S. Domestic 3-Month Treasury Bill Index 1 (0.06% return).

Portfolio Performance

Investors during the 12-month period were concerned by a range of global economic issues, including the continuing eurozone debt crisis, China’s economic slowdown and U.S. fiscal issues. Those concerns contributed to considerable volatility in the financial markets during the period.

Still, most major equity markets posted positive returns during the 12 months through October 31, 2012. That performance was driven primarily by strong returns during the first and third quarters in 2012 and extended to other “risky” asset classes such as high-yield bonds. The financial markets during the period also benefited from various central bank actions including the U.S. Federal Reserve’s decision to launch a third round of quantitative easing and a new bond buying program outlined by the European Central Bank (ECB) to stem the eurozone debt crisis.

In that environment, the Fund enjoyed positive absolute performance, and the period was rewarding for investors. The Fund benefited from its strategic allocation to riskier asset classes, which performed well in absolute terms during the period. In particular, the Fund’s allocation to small-, mid- and large-cap U.S. equities (40%-45% of the Fund’s total portfolio) contributed substantially to its total return during the period. The overweight position in emerging market equities held for most of the period was less successful in relative terms. However, we continued to believe that companies in emerging regions offered attractive valuations against a strengthening macroeconomic picture.*

Within the Fund’s fixed-income segment, we favored corporate bonds—such as U.S. high-yield bonds—over government bonds. We believed corporate bonds offered better total return potential than other options in the fixed-income market. That strategy benefited the Fund’s absolute performance during the period. The Fund’s exposure to emerging market debt was beneficial. In absolute terms, the Fund benefited from its exposure to alternative asset classes, particularly global property and private equity, during the period.*

*     

Portfolio composition is subject to change.

1     

For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

10       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)

Balanced Strategy Fund


The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Expense
Fund Performance Total Return (%) Ratio (%) 4
Inception 1 5 Since  
As of October 31, 2012 Date        Year        Year        Inception        Gross        Net
Balanced Strategy Fund Class A 1 2/8/05 3.04 -1.34 4.44 1.79 1.79
Balanced Strategy Fund Class B 2 2/1/05    3.66       -1.07       4.66    2.54 2.54
Balanced Strategy Fund Class C 3 4/27/05 6.77 -1.06 4.95 2.54 2.54
S&P 500 Index 5 15.21 0.36 4.40 6 N/A N/A
MSCI EAFE Index 5 5.15 -5.35 3.62 6 N/A N/A
Barclays U.S. Aggregate Bond Index 5 5.25 6.38 5.52 6 N/A N/A
BofA Merrill Lynch U.S. High Yield Master II Index 5 13.18 9.12 8.25 6 N/A N/A
Citigroup U.S. Domestic 3-Month Treasury Bill Index 5 0.06 0.57 1.86 6 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by series of HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Portfolios”), in which the Fund invests, in respect of one-time class action settlements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Portfolios not received the payments.

1        Reflects the maximum sales charge of 5.00%.
2   Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
3   Reflects the applicable contingent deferred sales charge, maximum of 1.00%.
4   Reflects the expense ratio as reported in the prospectus dated February 28, 2012. The expense ratios reflected include Acquired Fund fees and expenses. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.
5   For additional information, please refer to the Glossary of Terms.
6   Return for the period February 1, 2005 to October 31, 2012.

The Fund’s performance is primarily measured against the S&P 500 Index, an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. Although the S&P 500 focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also an ideal proxy for the total market. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        11



Portfolio Reviews (Unaudited)

Moderate Strategy Fund
(Class A Shares, Class B Shares and Class C Shares)


by Randeep Brar, CFA, Senior Vice President/Portfolio Manager
Caroline Hitch, Senior Portfolio Manager

The Moderate Strategy Fund (the “Fund”) is a “fund of funds” which seeks long-term growth of capital by investing primarily in underlying funds. The underlying funds may include mutual funds managed by HSBC Global Asset Management (USA) Inc. (the “Adviser”), mutual funds managed by investment advisers that are not associated with the Adviser and exchange traded funds (“ETFs”) (collectively, “Underlying Funds”). The Fund may also purchase or hold exchange traded notes (“ETNs”).

Investment Concerns

Allocation Risk: The risk that the Adviser’s target asset and sector allocations and changes in target asset and sector allocations cause the Fund to underperform other similar funds or cause you to lose money, and that the Fund may not achieve its target asset and sector allocations.

Underlying Fund Selection Risk: The risk that the Fund may invest in Underlying Funds that underperform other similar funds or the markets more generally, due to poor investment decisions by the investment adviser(s) for the Underlying Funds or otherwise. Underlying Funds also have their own expenses, which the Fund bears in addition to its own expenses.

Equity Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in equity securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in equity securities.

Fixed Income Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in fixed income securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in fixed income securities.

Foreign Securities/Emerging Markets Risk: Foreign securities, including those of emerging market issuers, are subject to additional risks including international trade, currency, political, and regulatory risks. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed foreign markets.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 8.24% (without sales charge) for the Class A Shares for the 12-month period ended October 31, 2012. That compared to a 15.21% total return for the Fund’s primary benchmark, the S&P 500 Index 1 .

The Fund measures performance against several additional reference indices: the MSCI EAFE Index 1 (5.15% return for the 12 months through October 31, 2012), Barclays U.S. Aggregate Bond Index 1 (5.25% return), Bank of America/Merrill Lynch U.S. High Yield Master II Index 1 (13.18% return) and Citigroup U.S. Domestic 3-Month Treasury Bill Index 1 (0.06% return).

Portfolio Performance

Investors during the 12-month period were concerned by a range of global economic issues, including the continuing eurozone debt crisis, China’s economic slowdown and U.S. fiscal issues. Those concerns contributed to considerable volatility in the financial markets during the period.

Still, most major equity markets posted positive returns during the 12 months through October 31, 2012. That performance was driven primarily by strong returns during the first and third quarters in 2012 and extended to other “risky” asset classes such as high-yield bonds. The financial markets during the period also benefited from various central bank actions including the U.S. Federal Reserve’s decision to launch a third round of quantitative easing and a new bond buying program outlined by the European Central Bank (ECB) to stem the eurozone debt crisis.

In that environment, the Fund enjoyed positive absolute performance, and the period was rewarding for investors. The Fund benefited from its strategic allocation to riskier asset classes, which performed well in absolute terms during the period. In particular, the Fund’s allocation to small-, mid-, and large-cap U.S. equities (25%-35% of the Fund’s total portfolio) contributed substantially to its total return during the period. An overweight position in emerging market equities held for most of the period was less successful in relative terms. However, we continued to believe that companies in emerging regions offered attractive valuations against a strengthening macroeconomic picture.*

The Fund’s allocation to U.S. fixed-income securities (20%-25% of the Fund’s total portfolio) and U.S. high-yield debt (10%-15% of the Fund’s total portfolio) also benefited performance during the period. Within the Fund’s fixed-income segment, we favored corporate bonds—such as U.S. high-yield bonds—over government bonds. We believed corporate bonds offered better total return potential than other options in the fixed-income market. That strategy benefited the Fund’s absolute performance. The Fund’s exposure to emerging market debt was beneficial. In absolute terms, the Fund benefited from its exposure to alternative asset classes, particularly global property and private equity, during the period.*

*

      

Portfolio composition is subject to change.

1

 

For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

12        HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
Moderate Strategy Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Expense
Fund Performance Total Return (%) Ratio (%) 4
Inception 1 5 Since
As of October 31, 2012 Date        Year        Year        Inception        Gross        Net
Moderate Strategy Fund Class A 1 2/3/05    2.86       -0.03       4.25    1.80 1.80
Moderate Strategy Fund Class B 2 2/1/05 3.43 0.26 4.41 2.55 2.55
Moderate Strategy Fund Class C 3 6/9/05 6.49 0.27 4.39 2.55 2.55
S&P 500 Index 5 15.21 0.36 4.40 6 N/A N/A
MSCI EAFE Index 5 5.15 -5.35 3.62 6 N/A N/A
Barclays U.S. Aggregate Bond Index 5 5.25 6.38 5.52 6 N/A N/A
BofA Merrill Lynch U.S. High Yield Master II Index 5 13.18 9.12 8.25 6 N/A N/A
Citigroup U.S. Domestic 3-Month Treasury Bill Index 5 0.06 0.57 1.86 6 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by series of HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Portfolios”), in which the Fund invests, in respect of one-time class action settlements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Portfolios not received the payments.

1        Reflects the maximum sales charge of 5.00%.
2   Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
3   Reflects the applicable contingent deferred sales charge, maximum of 1.00%.
4   Reflects the expense ratio as reported in the prospectus dated February 28, 2012. The expense ratios reflected include Acquired Fund fees and expenses. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.
5   For additional information, please refer to Glossary of Terms.
6   Return for the period February 1, 2005 to October 31, 2012.

The Fund’s performance is primarily measured against the S&P 500 Index, an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. Although the S&P 500 focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also an ideal proxy for the total market. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        13



Portfolio Reviews (Unaudited)
Conservative Strategy Fund
(Class A Shares, Class B Shares and Class C Shares)

by Randeep Brar, CFA, Senior Vice President/Portfolio Manager
Caroline Hitch, Senior Portfolio Manager

The Conservative Strategy Fund (the “Fund”) is a “fund of funds” which seeks long-term growth of capital by investing primarily in underlying funds. The underlying funds may include mutual funds managed by HSBC Global Asset Management (USA) Inc. (the “Adviser”), mutual funds managed by investment advisers that are not associated with the Adviser and exchange traded funds (“ETFs”) (collectively, “Underlying Funds”). The Fund may also purchase or hold exchange traded notes (“ETNs”).

Investment Concerns

Allocation Risk: The risk that the Adviser’s target asset and sector allocations and changes in target asset and sector allocations cause the Fund to underperform other similar funds or cause you to lose money, and that the Fund may not achieve its target asset and sector allocations.

Underlying Fund Selection Risk: The risk that the Fund may invest in Underlying Funds that underperform other similar funds or the markets more generally, due to poor investment decisions by the investment adviser(s) for the Underlying Funds or otherwise. Underlying Funds also have their own expenses, which the Fund bears in addition to its own expenses.

Equity Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in equity securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in equity securities.

Fixed Income Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in fixed income securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in fixed income securities.

Foreign Securities/Emerging Markets Risk: Foreign securities, including those of emerging market issuers, are subject to additional risks including international trade, currency, political, and regulatory risks. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed foreign markets.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 8.00% (without sales charge) for the Class A Shares for the 12-month period ended October 31, 2012. That compared to a 15.21% total return for the Fund’s primary benchmark, the S&P 500 Index 1 .

The Fund measures performance against several additional reference indices: the MSCI EAFE Index 1 (5.15% return for the 12 months through October 31, 2012), Barclays U.S. Aggregate Bond Index 1 (5.25% return), Bank of America/Merrill Lynch U.S. High Yield Master II Index 1 (13.18% return) and Citigroup U.S. Domestic 3-Month Treasury Bill Index 1 (0.06% return).

Portfolio Performance

Investors during the 12-month period were concerned by a range of global economic issues, including the continuing eurozone debt crisis, China’s economic slowdown and U.S. fiscal issues. Those concerns contributed to considerable volatility in the financial markets during the period.

Still, most major equity markets posted positive returns during the 12 months through October 31, 2012. That performance was driven primarily by strong returns during the first and third quarters in 2012 and extended to other “risky” asset classes such as high-yield bonds. The financial markets during the period also benefited from various central bank actions including the U.S. Federal Reserve’s decision to launch a third round of quantitative easing and a new bond buying program outlined by the European Central Bank (ECB) to stem the eurozone debt crisis.

In that environment, the Fund enjoyed positive absolute performance, and the period was rewarding for investors. The Fund benefited from its strategic allocation to riskier asset classes that performed well in absolute terms. The Fund’s allocation to small-, mid-, and large-cap U.S. equities (15%-20% of the Fund’s total portfolio) contributed substantially to its total return during the period.*

The Fund’s allocation to U.S. fixed-income securities (about 40% of the Fund’s total portfolio) and U.S. high-yield debt (10%-15% of the Fund’s total portfolio) also benefited performance during the period. Within the Fund’s fixed-income segment, we favored corporate bonds—such as U.S. high-yield bonds—over government bonds. We believed corporate bonds offered better total return potential than other options in the fixed-income market. That strategy benefited the Fund’s absolute performance during the period. The Fund’s exposure to emerging market debt was beneficial. In absolute terms, the Fund benefited from its exposure to alternative asset classes, particularly global property and private equity, during the period.*

*        Portfolio composition is subject to change.
1   For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

14        HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
Conservative Strategy Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Expense
Fund Performance Total Return (%) Ratio (%) 4
Inception 1 5 Since
As of October 31, 2012 Date           Year              Year           Inception        Gross        Net
Conservative Strategy Fund Class A 1 2/23/05 2.56 1.11     3.95     1.95 1.95
Conservative Strategy Fund Class B 2 2/17/05 3.21 1.37 3.99 2.70 2.70
Conservative Strategy Fund Class C 3 4/19/05 6.28 1.38 4.53 2.70 2.70
S&P 500 Index 5 15.21 0.36 4.28 6 N/A N/A
MSCI EAFE Index 5 5.15 -5.35 3.31 6 N/A N/A
Barclays U.S. Aggregate Bond Index 5 5.25 6.38 5.55 6 N/A N/A
BofA Merrill Lynch U.S. High Yield Master II Index 5 13.18 9.12 8.14 6 N/A N/A
Citigroup U.S. Domestic 3-Month Treasury Bill Index 5 0.06 0.57 1.87 6 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by the Portfolios, in which the Fund invests, in respect of one-time class action settlements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Portfolios not received the payments.

1        Reflects the maximum sales charge of 5.00%.
2   Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
3   Reflects the applicable contingent deferred sales charge, maximum of 1.00%.
4   Reflects the expense ratio as reported in the prospectus dated February 28, 2012. The expense ratios reflected include Acquired Fund fees and expenses. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.
5   For additional information, please refer to the Glossary of Terms.
6   Return for the period February 17, 2005 to October 31, 2012.

The Fund’s performance is primarily measured against the S&P 500 Index, an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. Although the S&P 500 focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also an ideal proxy for the total market. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        15



Portfolio Reviews (Unaudited)
Income Strategy Fund
(Class A Shares, Class B Shares and Class C Shares)

Randeep Brar, CFA, Senior Vice President/Portfolio Manager
Caroline Hitch, Senior Portfolio Manager

The Income Strategy Fund (the “Fund”) is a “fund of funds” which primarily seeks current income and secondarily seeks to provide long-term growth of capital by investing primarily in underlying funds. The underlying funds may include mutual funds managed by HSBC Global Asset Management (USA) Inc. (the “Adviser”), mutual funds managed by investment advisers that are not associated with the Adviser and exchange traded funds (“ETFs”) (collectively, “Underlying Funds”). The Fund may also purchase or hold exchange traded notes (“ETNs”).

Investment Concerns

Allocation Risk: The risk that the Adviser’s target asset and sector allocations and changes in target asset and sector allocations cause the Fund to underperform other similar funds or cause you to lose money, and that the Fund may not achieve its target asset and sector allocations.

Underlying Fund Selection Risk: The risk that the Fund may invest in Underlying Funds that underperform other similar funds or the markets more generally, due to poor investment decisions by the investment adviser(s) for the Underlying Funds or otherwise. Underlying Funds also have their own expenses, which the Fund bears in addition to its own expenses.

Equity Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in equity securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in equity securities.

Fixed Income Securities Risk: A portion of the assets of the Fund is allocated to Underlying Funds investing primarily in fixed income securities. Therefore, the value of the Fund may increase or decrease as a result of its indirect interest in fixed income securities.

Foreign Securities/Emerging Markets Risk: Foreign securities, including those of emerging market issuers, are subject to additional risks including international trade, currency, political, and regulatory risks. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed foreign markets.

The net asset value per share of this Fund will fluctuate as the value of the securities in the portfolio changes.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 5.02% (without sales charge) for the Class A Shares for the period between its inception on March 20, 2012 and October 31, 2012. That compared to a 1.78% total return for the Fund’s primary benchmark, the S&P 500 Index 1 , during the same period.

The Fund measures performance against several additional reference indices: the MSCI EAFE Index 1 (-0.20% return for the period between March 20, 2012 and October 31, 2012), Barclays U.S. Aggregate Bond Index 1 (4.51% return), Bank of America/Merrill Lynch U.S. High Yield Master II Index 1 (7.49% return) and Citigroup U.S. Domestic 3-Month Treasury Bill Index 1 (0.05% return).

Portfolio Performance

Investors during the 12-month period were concerned by a range of global economic issues, including the continuing eurozone debt crisis, China’s economic slowdown and U.S. fiscal issues. Those concerns contributed to considerable volatility in the financial markets during the period.

Still, most major equity markets posted positive returns during the 12 months through October 31, 2012. That performance was driven primarily by strong returns during the first and third quarters in 2012 and extended to other “risky” asset classes such as high-yield bonds. The financial markets during the period also benefited from various central bank actions including the U.S. Federal Reserve’s decision to launch a third round of quantitative easing and a new bond buying program outlined by the European Central Bank (ECB) to stem the eurozone debt crisis.

The Fund’s allocation to U.S. fixed-income securities (40%-45% of the Fund’s total portfolio) contributed substantially to its total return during the period. In the fixed-income market, we favored corporate bonds—such as U.S. high-yield bonds—over government bonds. We believed corporate bonds offered better total return potential than other options in the fixed-income market. That strategy benefited the Fund’s absolute performance. The Fund’s exposure to emerging market debt was beneficial. In absolute terms, the Fund benefited from its exposure to global property during the period.*

*

      

Portfolio composition is subject to change.

1

 

For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

16        HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
Income Strategy Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Aggregate Expense
Fund Performance Total Return (%) Ratio (%) 4
Inception Since
As of October 31, 2012 Date        Inception        Gross        Net
Income Strategy Fund Class A 1 3/20/12    0.02    2.25 2.10
Income Strategy Fund Class B 2 3/20/12 0.52 3.00 2.85
Income Strategy Fund Class C 3 3/20/12 3.47 3.00 2.85
S&P 500 Index 5   1.78 6 N/A N/A
MSCI EAFE Index 5 -0.20 6 N/A N/A
Barclays U.S. Aggregate Bond Index 5 4.51 6   N/A N/A
BofA Merrill Lynch U.S. High Yield Master II Index 5 7.49 6 N/A N/A
Citigroup U.S. Domestic 3-Month Treasury Bill Index 5 0.05 6 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

Certain returns shown include monies received by the Portfolios, in which the Fund invests, in respect of one-time class action settlements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Portfolios not received the payments.

1        Reflects the maximum sales charge of 4.75%.
2   Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
3   Reflects the applicable contingent deferred sales charge, maximum of 1.00%.
4   Reflects the expense ratio as reported in the prospectus dated February 28, 2012. HSBC Global Asset Management (USA) Inc. has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investments in investment companies) to an annual rate of 1.50%, 2.25% and 2.25% for Class A Shares, Class B Shares and Class C Shares, respectively. The expense limitation shall be in effect until March 1, 2013. The expense ratios reflected include Acquired Fund fees and expenses. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.
5   For additional information, please refer to the Glossary of Terms.
6   Return for the period March 21, 2012 to October 31, 2012.

The Fund’s performance is primarily measured against the S&P 500 Index, an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. Although the S&P 500 focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also an ideal proxy for the total market. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        17



Portfolio Reviews
Portfolio Composition*
October 31, 2012 (Unaudited)

Aggressive Strategy Fund
  Percentage of
Investment Allocation Investments at Value (%)
Domestic Equities 59.5
International Equities 26.2
Fixed Income 9.0
Alternatives 5.2  
Cash 0.1
Total 100.0
 
Balanced Strategy Fund
  Percentage of
Investment Allocation Investments at Value (%)
Domestic Equities 43.4
International Equities 25.5
Fixed income 21.6
Alternatives 9.4
Cash 0.1
Total 100.0
 
Moderate Strategy Fund
  Percentage of
Investment Allocation Investments at Value (%)
Fixed Income 35.8
Domestic Equities 29.5
International Equities   24.6
Alternatives 9.1
Cash 1.0
Total 100.0  
 
Conservative Strategy Fund
  Percentage of
Investment Allocation Investments at Value (%)
Fixed Income 53.3
Domestic Equities 18.2
International Equities 19.4
Alternatives 8.0
Cash 1.1
Total 100.0
 
Income Strategy Fund
  Percentage of
Investment Allocation Investments at Value (%)
Fixed Income 67.8
International Equities 14.8
Domestic Equities 8.8
Cash 7.2
Alternatives 1.4
Total 100.0
 
HSBC Growth Portfolio
  Percentage of
Investment Allocation Investments at Value (%)
Computers & Peripherals 8.1
IT Services 8.0
Internet Software & Services 5.4
Specialty Retail 4.8
Biotechnology 4.5
Internet & Catalog Retail 4.4
Chemicals 4.4
Health Care Providers &
Services 4.2
Health Care Equipment &
Supplies 4.1
Investment Companies 3.9
Road & Rail 3.9
Machinery 3.9
Hotels, Restaurants & Leisure 3.8
Textiles, Apparel & Luxury
Goods 3.4
Aerospace & Defense 3.4
Software 3.3
Communications Equipment 3.3
Oil, Gas & Consumable Fuels 3.2
Capital Markets 2.8
Food & Staples Retailing 2.7
Media 1.8
Energy Equipment & Services 1.8
Real Estate Investment Trusts
(REITs) 1.6
Health Care Technology 1.4
Construction & Engineering 1.3
Wireless Telecommunication
Services 1.3
Business Services 1.3
Auto Components 1.1
Personal Products 0.8
Diversified Financial Services 0.6
Household Durables 0.5
Trading Companies &
Distributors 0.4
Semiconductors &
Semiconductor Equipment 0.3
Pharmaceuticals 0.3
Total 100.0
____________________

 
*        Portfolio composition is subject to change.

18        HSBC FAMILY OF FUNDS



Portfolio Reviews
Portfolio Composition* (continued)
October 31, 2012 (Unaudited)

HSBC Opportunity Portfolio
Percentage of
Investment Allocation Investments at Value (%)
Specialty Retail 11.3
Software 6.5  
Health Care Equipment &
Supplies 6.3
Machinery 5.6
Oil, Gas & Consumable Fuels 5.4
IT Services 4.7
Chemicals 4.2
Health Care Providers &
Services 4.2
Trading Companies &
Distributors 4.2
Capital Markets 3.6
Aerospace & Defense 3.4
Commercial Banks 3.3
Investment Companies 3.2
Semiconductors &
Semiconductor Equipment   3.1
Containers & Packaging 3.1
Road & Rail 2.9
Food Products 2.6
Insurance 2.2
Electrical Equipment 2.1
Commercial Services &
Supplies 2.1
Life Sciences Tools & Services 2.0
Real Estate Management &
Development 1.9
Biotechnology 1.8
Energy Equipment & Services 1.7
Professional Services 1.5
Communications Equipment 1.4
Pharmaceuticals 1.2
Building Products 1.2
Textiles, Apparel & Luxury
Goods 1.1
Household Durables 0.9
Media 0.7
Electronic Equipment,
Instruments & Components 0.6
Total 100.0
____________________

 
*        Portfolio composition is subject to change.

HSBC FAMILY OF FUNDS        19



HSBC AGGRESSIVE STRATEGY FUND
Schedule of Portfolio Investments—as of October 31, 2012

Affiliated Investment Companies—1.8%
 
      Shares       Value ($)
HSBC Emerging Markets Debt Fund,
       Class I Shares 11,078 126,737
HSBC Emerging Markets Local Debt
       Fund, Class I Shares   18,023 177,882
HSBC Prime Money Market Fund,    
       Class I Shares, 0.16%(a) 13,222 13,222
TOTAL AFFILIATED INVESTMENT
        COMPANIES (COST $299,635) 317,841
 
Affiliated Portfolios—14.2%
 
HSBC Growth Portfolio 1,775,216
HSBC Opportunity Portfolio 746,179
TOTAL AFFILIATED PORTFOLIOS 2,521,395
 
Unaffiliated Investment Companies—49.5%
 
Artisan Value Fund, Class IV Shares 105,448 1,173,639
Brown Advisory Growth Equity Fund,
       Institutional Shares 82,312 1,179,538
Columbia High Yield Bond Fund,
       Class Z Shares 242,351 707,665
CRM Small/Mid Cap Value Fund,
       Institutional Shares 50,369 747,992
Delaware Emerging Markets Fund,
       Class I Shares 72,597 980,066
Dreyfus Global Real Estate Securities
       Fund, Class I Shares 5,098 41,705
EII Global Property Fund,
       Institutional Shares 3,787 61,879
Janus Flexible Bond Fund,
       Institutional Shares 2,463 27,290
JPMorgan Equity Income Fund,
       Class I Shares 171,328 1,780,099
JPMorgan High Yield Fund,
       Select Shares 87,586 709,454
Lord Abbett Core Fixed
       Income Fund, Institutional Shares 3,314 37,780
Metropolitan West Total Return Bond
       Fund, Institutional Shares 2,509 27,766
Northern Institutional Diversified
       Assets Portfolio, 0.01%(a) 8,252 8,252
PIMCO Total Return Fund,
       Institutional Shares 4,407 51,077
T. Rowe Price New Income Fund,
       Retail Shares 3,730 37,185
Trilogy Emerging Markets Equity Fund,
       Institutional Shares 139,326 1,196,807
TOTAL UNAFFILIATED INVESTMENT
        COMPANIES (COST $8,665,325) 8,768,194
 
Exchange Traded Funds—34.7%
 
iShares MSCI EAFE Index Fund 35,454 1,899,271
iShares MSCI Emerging Markets
       Index Fund 5,318 218,623
PowerShares Global Listed Private
       Equity Portfolio ETF 89,734 869,522
SPDR S&P 500 ETF Trust   22,345   3,154,667
TOTAL EXCHANGE TRADED  
        FUNDS (COST $6,032,192) 6,142,083
TOTAL INVESTMENT
        SECURITIES—100.2% 17,749,513
______________________

 
Percentages indicated are based on net assets of $17,719,479.
(a)       The rate represents the annualized one-day yield that was in effect on October 31, 2012.
ETF   Exchange Traded Fund
SPDR       Standard & Poor’s Depositary Receipt

20        HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC BALANCED STRATEGY FUND
Schedule of Portfolio Investments—as of October 31, 2012
 
Affiliated Investment Companies—10.0%
           
Shares Value ($)
HSBC Emerging Markets Debt Fund,
       Class I Shares 293,710 3,360,039
HSBC Emerging Markets Local Debt
       Fund, Class I Shares 187,999 1,855,546
HSBC Prime Money Market Fund,
       Class I Shares, 0.16%(a) 7,556 7,556
TOTAL AFFILIATED INVESTMENT
        COMPANIES (COST $4,836,314) 5,223,141
 
Affiliated Portfolios—10.4%
 
HSBC Growth Portfolio   3,824,374
HSBC Opportunity Portfolio 1,624,550
TOTAL AFFILIATED PORTFOLIOS 5,448,924
 
Unaffiliated Investment Companies—53.7%
 
Artisan Value Fund, Class IV Shares 227,496 2,532,033
Brown Advisory Growth Equity Fund,
       Institutional Shares 178,174 2,553,228
Columbia High Yield Bond Fund,
       Class Z Shares 1,175,885 3,433,583
CRM Small/Mid Cap Value Fund,
       Institutional Shares 108,410 1,609,891
Delaware Emerging Markets Fund,  
       Class I Shares 108,478 1,464,449
Dreyfus Global Real Estate Securities  
       Fund, Class I Shares 55,301 452,358
EII Global Property Fund,
       Institutional Shares 43,222 706,244
Janus Flexible Bond Fund,
       Institutional Shares 50,653 561,240
JPMorgan Equity Income Fund,
       Class I Shares 368,891 3,832,780
JPMorgan High Yield Fund,
       Select Shares 424,964 3,442,207
Lord Abbett Core Fixed Income Fund,
       Institutional Shares 68,813 784,464
Metropolitan West Total Return Bond
       Fund, Institutional Shares 51,863 574,120
Northern Institutional Diversified
       Assets Portfolio, Institutional Shares,
       0.01%(a) 63,560 63,560
PIMCO Commodity RealReturn
       Strategy Fund, Institutional Shares 350,739 2,409,579
PIMCO Total Return Fund,
       Institutional Shares 90,502 1,048,916
T. Rowe Price New Income Fund,
       Retail Shares 79,799 795,595
Trilogy Emerging Markets Equity Fund,
       Institutional Shares 202,901 1,742,917
TOTAL UNAFFILIATED
        INVESTMENT COMPANIES
        (COST $28,035,238) 28,007,164
 
Exchange Traded Funds—26.3%
 
iShares iBoxx $ Investment Grade
       Corporate Bond Fund 5,505 677,225
iShares MSCI EAFE Index Fund 73,713 3,948,805
iShares MSCI Emerging Markets
       Index Fund 13,515 555,602
PowerShares Global Listed Private
       Equity Portfolio ETF 189,053 1,831,924
SPDR S&P 500 ETF Trust 47,714 6,736,263
TOTAL EXCHANGE TRADED
        FUNDS (COST $13,458,954) 13,749,819
TOTAL INVESTMENT
        SECURITIES—100.4% 52,429,048
____________________

 
Percentages indicated are based on net assets of $52,202,487.
(a)       The rate represents the annualized one-day yield that was in effect on October 31, 2012.
ETF   Exchange Traded Fund
SPDR       Standard & Poor’s Depositary Receipt

See notes to financial statements. HSBC FAMILY OF FUNDS        21



HSBC MODERATE STRATEGY FUND
Schedule of Portfolio Investments—as of October 31, 2012

Affiliated Investment Companies—12.2%
 
      Shares       Value ($)
HSBC Emerging Markets Debt Fund,
       Class I Shares 274,281 3,137,780
HSBC Emerging Markets Local Debt  
       Fund, Class I Shares 209,161 2,064,417
HSBC Prime Money Market Fund,
       Class I Shares, 0.16%(a) 444,668 444,668
TOTAL AFFILIATED
        INVESTMENT COMPANIES
        (COST $5,214,905) 5,646,865
 
Affiliated Portfolios—7.1%
 
HSBC Growth Portfolio 2,304,691
HSBC Opportunity Portfolio     960,963
TOTAL AFFILIATED  
PORTFOLIOS 3,265,654
 
Unaffiliated Investment Companies—60.9%
 
Artisan Value Fund,
       Class IV Shares 137,438 1,529,684
ASG Global Alternatives Fund,
       Class Y Shares 32,207 334,950
Brown Advisory Growth Equity
       Fund, Institutional Shares 107,181 1,535,900
Columbia High Yield Bond Fund,
       Class Z Shares 1,034,597 3,021,022
CRM Small/Mid Cap Value Fund,
       Institutional Shares 64,397 956,296
Delaware Emerging Markets Fund,
       Class I Shares 68,293 921,953
Dreyfus Global Real Estate
       Securities Fund, Class I Shares 41,803 341,945
EII Global Property Fund,
       Institutional Shares 37,251 608,690
Janus Flexible Bond Fund,
       Institutional Shares 134,731 1,492,814
JPMorgan Equity Income Fund,
       Class I Shares 223,595 2,323,153
JPMorgan High Yield Fund,
       Select Shares 370,698 3,002,655
Lord Abbett Core Fixed Income
       Fund, Institutional Shares 186,008 2,120,495
Metropolitan West Total Return
       Bond Fund, Institutional Shares 137,436 1,521,413
PIMCO Commodity RealReturn
       Strategy Fund, Institutional Shares 331,335 2,276,275
PIMCO Total Return Fund,
       Institutional Shares 243,868 2,826,426
T. Rowe Price New Income Fund,
       Retail Shares 212,874 2,122,353
Trilogy Emerging Markets Equity
       Fund, Institutional Shares 131,205 1,127,052
TOTAL UNAFFILIATED
INVESTMENT COMPANIES
(COST $27,915,040) 28,063,076
 
Exchange Traded Funds—20.1%
 
iShares iBoxx $ Investment Grade
       Corporate Bond Fund 3,742 460,341
iShares MSCI EAFE Index Fund 64,697 3,465,818
iShares MSCI Emerging Markets
       Index Fund 7,912 325,262
PowerShares Global Listed Private
       Equity Portfolio ETF 102,086 989,213
SPDR S&P 500 ETF Trust 28,638 4,043,113
TOTAL EXCHANGE TRADED
        FUNDS (COST $9,072,922) 9,283,747
TOTAL INVESTMENT
        SECURITIES—100.3% 46,259,342
____________________

 
Percentages indicated are based on net assets of $46,118,380.
(a)       The rate represents the annualized one-day yield that was in effect on October 31, 2012.
ETF   Exchange Traded Fund
SPDR       Standard & Poor’s Depositary Receipt

22       HSBC FAMILY OF FUNDS See notes to financial statements.
 


HSBC CONSERVATIVE STRATEGY FUND
Schedule of Portfolio Investments—as of October 31, 2012

Affiliated Investment Companies—12.4%
 
      Shares       Value ($)
HSBC Emerging Markets Debt Fund,
       Class I Shares 124,771 1,427,385
HSBC Emerging Markets Local Debt  
       Fund, Class I Shares 115,303 1,138,041
HSBC Prime Money Market Fund,
       Class I Shares, 0.16%(a) 251,847   251,847
TOTAL AFFILIATED
        INVESTMENT COMPANIES  
        (COST $2,613,872)   2,817,273
 
Affiliated Portfolios—4.4%
 
HSBC Growth Portfolio 694,215
HSBC Opportunity Portfolio 291,927
TOTAL AFFILIATED PORTFOLIOS 986,142
 
Unaffiliated Investment Companies—70.1%
 
Artisan Value Fund, Class IV Shares 41,676 463,854
ASG Global Alternatives Fund,
       Class Y Shares 43,066 447,885
Brown Advisory Growth Equity Fund,
       Institutional Shares 32,152 460,738
Columbia High Yield Bond Fund,
       Class Z Shares 455,001 1,328,602
CRM Small/Mid Cap Value Fund,
       Institutional Shares 19,734 293,051
Delaware Emerging Markets Fund,
       Class I Shares 7,905 106,724
Dreyfus Global Real Estate
       Securities Fund, Class I Shares 22,163 181,296
EII Global Property Fund,
       Institutional Shares 16,989 277,597
Janus Flexible Bond Fund,
       Institutional Shares 123,796 1,371,662
JPMorgan Equity Income Fund,
       Class I Shares 67,550 701,839
JPMorgan High Yield Fund,
       Select Shares 164,570 1,333,018
Lord Abbett Core Fixed Income Fund,
       Institutional Shares 168,146 1,916,862
Metropolitan West Total Return Bond
       Fund, Institutional Shares 123,860 1,371,128
PIMCO Commodity RealReturn
       Strategy Fund, Institutional Shares 146,387 1,005,676
PIMCO Total Return Fund,
       Institutional Shares 221,864 2,571,398
T. Rowe Price New Income Fund,
       Retail Shares 192,149 1,915,730
Trilogy Emerging Markets Equity Fund,
       Institutional Shares 14,903 128,019
TOTAL UNAFFILIATED
        INVESTMENT COMPANIES
        (COST $15,406,767) 15,875,079
 
Exchange Traded Funds—13.7%
 
iShares iBoxx $ Investment Grade
       Corporate Bond Fund 2,798 344,210
iShares MSCI EAFE Index Fund 26,950 1,443,712
PowerShares Global Listed Private
       Equity Portfolio ETF 8,558 82,927
SPDR S&P 500 ETF Trust 8,741 1,234,054
TOTAL EXCHANGE TRADED
        FUNDS (COST $2,999,759) 3,104,903
TOTAL INVESTMENT
        SECURITIES—100.6% 22,783,397
____________________

 
Percentages indicated are based on net assets of $22,640,382.
(a)       The rate represents the annualized one-day yield that was in effect on October 31, 2012.
ETF   Exchange Traded Fund
SPDR       Standard & Poor’s Depositary Receipt

See notes to financial statements. HSBC FAMILY OF FUNDS       23



HSBC INCOME STRATEGY FUND
Schedule of Portfolio Investments—as of October 31, 2012

Affiliated Investment Companies—10.7%
 
      Shares       Value ($)
HSBC Emerging Markets Debt Fund,  
       Class I Shares 3,318 37,955
HSBC Emerging Markets Local Debt
       Fund, Class I Shares 4,473 47,112
HSBC Prime Money Market Fund, Class I    
       Shares, 0.16%(a) 13,077 13,077
TOTAL AFFILIATED INVESTMENT
        COMPANIES (COST $95,344) 98,144
 
Unaffiliated Investment Companies—92.1%
 
Columbia High Yield Bond Fund,
       Class Z Shares 14,546 42,473
Dreyfus Global Real Estate Securities
       Fund, Class I Shares 1,050 8,590
EII Global Property Fund,
       Institutional Shares 789 12,889
Federated Strategic Value Dividend Fund,
       Institutional Shares 16,444 83,698
Janus Flexible Bond Fund,
       Institutional Shares 7,467 82,734
JPMorgan High Yield Fund,
       Select Shares 5,137 41,609
Lord Abbett Core Fixed Income Fund,
       Institutional Shares 10,162 115,843
Metropolitan West Total Return Bond
       Fund, Institutional Shares 7,471 82,705
Northern Institutional Diversified
       Assets Portfolio, Institutional Shares,
       0.01%(a) 55,746 55,746
PIMCO Total Return Fund,
       Institutional Shares 13,320 154,383
T. Rowe Price International Growth &
       Income Fund 3,794 47,729
T. Rowe Price New Income Fund,
       Retail Shares 11,608 115,730
TOTAL UNAFFILIATED INVESTMENT
        COMPANIES (COST $829,310) 844,129
 
Exchange Traded Fund – 1.3%
 
iShares iBoxx $ Investment Grade
       Corporate Bond Fund 98 12,056
TOTAL EXCHANGE TRADED FUND
        (COST $11,624) 12,056
TOTAL INVESTMENT
        SECURITIES—104.1% 954,329
____________________

 
Percentages indicated are based on net assets of $916,884.
(a)       The rate represents the annualized one-day yield that was in effect on October 31, 2012.

24        HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC WORLD SELECTION FUNDS
Statements of Assets and Liabilities—as of October 31, 2012

  Aggressive Balanced Moderate Conservative Income
  Strategy Strategy Strategy Strategy Strategy
      Fund     Fund     Fund     Fund     Fund
Assets:
       Investments in Affiliated Portfolios $ 2,521,395 $ 5,448,924 $ 3,265,654 $ 986,142 $
       Investments in Affiliated Investment Companies, at value(a) 317,841 5,223,141 5,646,865 2,817,273 98,144
       Investments in non-affiliates, at value 14,910,277 41,756,983 37,346,823 18,979,982 856,185
        Total Investments 17,749,513 52,429,048 46,259,342 22,783,397 954,329
       Interest and dividends receivable 653 14,299 13,771 6,483 2,008
       Receivable for capital shares issued 1,413 7,380 707 6,074 773
       Receivable for investments sold 34,276 37,838 52,060 42,195  
       Reclaims receivable 555 1,112 985 311  
       Receivable from Investment Adviser 10,306 32,771
       Prepaid expenses and other assets 5,806 5,268 5,757 3,950 18,555
        Total Assets 17,802,522 52,494,945 46,332,622 22,842,410 1,008,436
Liabilities:
       Cash overdraft 5,407 20,744 29,018 35,248  
       Income payable   668
       Payable for investments purchased 29,964 56,009 13,782 7,226   54,892
       Payable for capital shares redeemed 7,812 117,153 82,503 105,812
       Accrued expenses and other liabilities:  
              Investment Management 11,239 9,875 4,859
              Administration   375   1,102 968 476 35
              Distribution 4,891 14,645   13,495 8,063 326
              Shareholder Servicing   3,825 11,239 9,875 4,725 198
              Compliance Service 49       51 52 50   92  
              Accounting 59   59     59     54 54
              Custodian 6,696 9,010     9,534     8,498 19,303
              Transfer Agent 3,241 4,564 4,176   2,532 2,000
              Trustee 19 55 46 25 260
              Other 20,705 46,588 40,859 24,460 13,724
        Total Liabilities 83,043 292,458 214,242 202,028 91,552
Net Assets $ 17,719,479 $ 52,202,487 $ 46,118,380 $ 22,640,382 $ 916,884
 
Composition of Net Assets:
       Capital 17,234,585 50,153,244 44,894,138 21,833,590 888,075
       Accumulated net investment income (loss) (63,840 ) 320,543 43,306 16,781 7,921
       Accumulated net realized gains (losses) from investments (314,407 ) (328,713 ) (525,876 ) (242,164 ) 2,837
       Unrealized appreciation/depreciation on investments 863,141 2,057,413 1,706,812 1,032,175 18,051
Net Assets $ 17,719,479 $ 52,202,487 $ 46,118,380 $ 22,640,382 $ 916,884
 
Net Assets:
       Class A Shares $ 10,136,411 $ 29,489,509 $ 25,174,901 $ 9,933,358 $ 337,191
       Class B Shares 5,870,299 16,805,411 17,614,923 9,809,554 348,168
       Class C Shares 1,712,769 5,907,567 3,328,556 2,897,470 231,525
  $ 17,719,479 $ 52,202,487 $ 46,118,380 $ 22,640,382 $ 916,884
Shares Outstanding
       ($0.001 par value, unlimited number of shares authorized):
       Class A Shares 793,622 2,329,291 2,118,579 866,012 32,317
       Class B Shares 480,400 1,333,664 1,483,773 865,727 33,435
       Class C Shares 140,712 468,172 288,208 248,507 22,232
Net Asset Value, Offering Price and Redemption
        Price per share:
       Class A Shares $ 12.77 $ 12.66 $ 11.88 $ 11.47 $ 10.43
       Class B Shares(b) $ 12.22 $ 12.60 $ 11.87 $ 11.33 $ 10.41
       Class C Shares(b) $ 12.17 $ 12.62 $ 11.55 $ 11.66 $ 10.41
Maximum Sales Charge—Class A Shares 5.00 % 5.00 % 5.00 % 5.00 % 4.75 %
Maximum Offering Price per share (Net Asset Value/
       (100%-maximum sales charge))—Class A Shares $ 13.44 $ 13.33 $ 12.51 $ 12.07 $ 10.95
Investments in Affiliated Investments Companies, at cost(a) $ 299,635 $ 4,836,314 $ 5,214,905 $ 2,613,872 $ 95,344
Investments in non-affiliates, at cost 14,697,517 41,494,192 36,987,962 18,406,526 840,934
____________________

 
(a)       The investment in affiliated investment companies includes the HSBC Prime Money Market Fund, Class I Shares, HSBC Emerging Markets Debt Fund, Class I Shares and HSBC Emerging Markets Local Debt Fund, Class I Shares (See Note 1).
(b)   Redemption Price per share varies by length of time shares are held.

26      HSBC WORLD SELECTION FUNDS See notes to financial statements.
 


HSBC WORLD SELECTION FUNDS
Statements of Operations—For the year ended October 31, 2012

Aggressive Balanced Moderate Conservative Income
Strategy Strategy Strategy Strategy Strategy
    Fund     Fund     Fund     Fund     Fund (a)
Investment Income:                        
       Investment income from non-affiliates   $ 241,222     $ 1,329,920   $ 1,389,342     $ 715,704   $ 8,340    
       Investment Income from Affiliated Portfolios(b)     55,715     121,385     75,953     22,028        
       Investment Income from Affiliated                              
              Investment Companies     2,918     172,683     178,633     82,348       807    
       Tax reclaims from Affiliated Portfolios(b)     93     175     155     60        
       Foreign tax withholding from Affiliated Portfolios(b)     (731 )   (1,461 )     (1,215 )   (429 )          
       Expenses from Affiliated Portfolios(b)     (36,246 )   (78,041 )     (49,437 )   (14,619 )        
        Total Investment Income (Loss)     262,971     1,544,661     1,593,431     805,092     9,147    
 
Expenses:                              
       Investment Management     44,763     132,468     117,185     54,599     728    
       Administration:                              
              Class A Shares     2,330     6,952     5,823     2,349     60    
              Class B Shares     1,553     4,283     4,593     2,282     37    
              Class C Shares     434     1,538     880     641     33    
       Distribution:                                
              Class B Shares     47,604     131,842     140,900     70,285     558    
              Class C Shares     12,875     46,707     26,389     18,894     508    
       Shareholder Servicing:                              
              Class A Shares     23,222       68,362     57,442     22,799     156    
              Class B Shares       15,986       44,271     47,452     23,607       145    
              Class C Shares     4,369       15,812       9,037     6,557     169    
       Accounting     23,057     23,104     23,116     23,092     19,147    
       Compliance Service     199     493       443     231     94    
       Custodian     23,238     34,353     36,051           32,097     22,540    
       Printing     25,957     65,767     60,450     25,710     6,179    
       Professional     9,954     5,409     4,873     9,617     13,657    
       Transfer Agent     58,235     102,453     98,388     52,660     9,653    
       Trustee     448     1,315     1,162     529     264    
       Registration fees     22,993     22,623     24,408     18,088     7,472    
       Other     3,835     7,781     6,940     4,409     1,555    
              Total expenses before fee reductions     321,052     715,533     665,532     368,446     82,955    
              Fees contractually reduced/reimbursed by Investment Adviser     (27,768 )               (77,417 )  
               Net Expenses     293,284     715,533     665,532     368,446     5,538    
                               
Net Investment Income (Loss)     (30,313 )   829,128     927,899     436,646     3,609    
                               
Net Realized/Unrealized Gains (Losses) from Investments:                              
Net realized gains (losses) from affiliated investment securities(b)     155,951     610,483     369,479     40,268     406    
Net realized gains (losses) from non-affiliated investment securities     74,440     208,970     221,293     (88,844 )     2,431    
Net realized gains distributions from affiliated underlying funds         657     774     343        
Net realized gains distributions from non-affiliated underlying funds     205,120     519,205     451,480     178,779        
Change in unrealized appreciation/depreciation on affiliated investments(b)     109,509     441,827     344,869     210,655     2,800    
Change in unrealized appreciation/depreciation on investments     759,729     1,565,782     1,238,304     817,926     15,251    
Net realized/unrealized gains from investments     1,304,749     3,346,924     2,626,199     1,159,127     20,888    
Change In Net Assets Resulting From Operations   $ 1,274,436     $ 4,176,052   $ 3,554,098     $ 1,595,773   $ 24,497    
____________________

 
(a)       Represents period from March 20, 2012 (commencement of operations) to October 31, 2012.
(b)   Represents amounts allocated from Affiliated Investment Companies and Affiliated Portfolios.

See notes to financial statements. HSBC WORLD SELECTION FUNDS       27



HSBC WORLD SELECTION FUNDS
Statements of Changes in Net Assets

Aggressive Strategy Fund Balanced Strategy Fund
For the For the For the For the
year ended year ended year ended year ended
October 31, October 31, October 31, October 31,
    2012     2011     2012     2011
Investment Activities:                                    
Operations:                    
       Net investment income (loss)   $ (30,313 )   $ 71,845   $ 829,128     $ 1,133,159
       Net realized gains (losses) from investments     435,511     809,496     1,339,315     2,228,606
       Change in unrealized appreciation/depreciation on investments     869,238     (1,208,746 )     2,007,609     (3,222,925 )  
Change in net assets resulting from operations       1,274,436     (327,405 )     4,176,052     138,840
                     
Dividends:                    
Net investment income:                    
       Class A Shares     (77,670 )   (68,444 )     (912,343 )   (529,559 )
       Class B Shares     (8,596 )   (15,713 )     (454,511 )   (273,352 )
       Class C Shares     (6,139 )   (3,532 )     (174,260 )   (57,612 )
Change in net assets resulting from shareholder dividends     (92,405 )   (87,689 )     (1,541,114 )     (860,523 )
Change in net assets resulting from capital transactions     (1,313,685 )     4,163,237       (3,920,082 )   13,476,718
Change in net assets     (131,654 )   3,748,143     (1,285,144 )   12,755,035
                         
Net Assets:                          
       Beginning of period     17,851,133     14,102,990     53,487,631         40,732,596
       End of period   $ 17,719,479     $ 17,851,133   $ 52,202,487     $ 53,487,631
       Accumulated net investment income (loss)   $ (63,840 )   $ 25,441   $ 320,543     $ 894,326

28       HSBC WORLD SELECTION FUNDS See notes to financial statements.
 


HSBC WORLD SELECTION FUNDS
Statements of Changes in Net Assets (continued)

Aggressive Strategy Fund Balanced Strategy Fund
For the For the For the For the
year ended year ended year ended year ended
October 31, October 31, October 31, October 31,
    2012 2011     2012 2011
CAPITAL TRANSACTIONS:                        
Class A Shares:
       Proceeds from shares issued $ 2,113,457 $ 2,908,333 $ 5,462,023 $ 9,775,737
       Dividends reinvested 76,522 67,390 896,978 519,067
       Value of shares redeemed (1,916,446 ) (1,486,297 ) (6,605,601 ) (3,350,884 )
Class A Shares capital transactions 273,533 1,489,426 (246,600 ) 6,943,920  
 
Class B Shares:
       Proceeds from shares issued 692,637 2,495,049 2,081,326 6,586,320
       Dividends reinvested 8,454 15,477 449,537 271,439
       Value of shares redeemed (2,003,556 ) (1,134,162 ) (5,369,321 ) (3,415,315 )
Class B Shares capital transactions (1,302,465 ) 1,376,364 (2,838,458 ) 3,442,444
 
Class C Shares:  
       Proceeds from shares issued 280,202 1,367,118 980,626 3,926,550
       Dividends reinvested 6,111 3,495 170,621 55,493
       Value of shares redeemed (571,066 ) (73,166 ) (1,986,271 ) (891,689 )
Class C Shares capital transactions (284,753 ) 1,297,447 (835,024 ) 3,090,354
Change in net assets resulting from capital transactions $ (1,313,685 ) $ 4,163,237 $ (3,920,082 ) $ 13,476,718
 
SHARE TRANSACTIONS:
Class A Shares:  
       Issued 170,638   228,057 449,415   780,155
       Reinvested   6,672   5,344     78,890 42,166
       Redeemed   (154,093 )   (118,554 )   (540,992 )   (269,840 )
Change in Class A Shares   23,217   114,847   (12,687 )   552,481
 
Class B Shares:
       Issued 58,381 203,126 170,500 523,809
       Reinvested 765 1,275 39,468 22,032
       Redeemed (168,348 ) (93,254 ) (442,138 ) (273,997 )
Change in Class B Shares (109,202 ) 111,147 (232,170 ) 271,844
 
Class C Shares:
       Issued 23,588 109,935 80,512 311,276
       Reinvested 556 288 14,967 4,490
       Redeemed (48,318 ) (5,872 ) (160,924 ) (71,338 )
Change in Class C Shares (24,174 ) 104,351 (65,445 ) 244,428

See notes to financial statements. HSBC WORLD SELECTION FUNDS       29



HSBC WORLD SELECTION FUNDS
Statements of Changes in Net Assets (continued)

Moderate Strategy Fund Conservative Strategy Fund
For the For the For the For the
year ended year ended year ended year ended
October 31, October 31, October 31, October 31,
    2012 2011     2012 2011
Investment Activities:                        
Operations:
       Net investment income (loss) $ 927,899 $ 1,266,033 $ 436,646 $ 525,517
       Net realized gains (losses) from investments 1,043,026 2,274,619 130,546 703,084
       Change in unrealized appreciation/depreciation on investments 1,583,173 (2,997,283 ) 1,028,581 (942,081 )
Change in net assets resulting from operations 3,554,098 543,369 1,595,773 286,520
 
Dividends:
Net investment income:
       Class A Shares (657,742 ) (817,383 ) (283,394 ) (330,918 )
       Class B Shares (398,779 ) (622,935 ) (215,487 ) (300,422 )
       Class C Shares (78,368 ) (109,972 ) (57,748 ) (62,316 )
Change in net assets resulting from shareholder dividends (1,134,889 ) (1,550,290 ) (556,629 ) (693,656 )
Change in net assets resulting from capital transactions (4,201,200 ) 9,079,682 1,174,324 4,961,528
Change in net assets (1,781,991 ) 8,072,761 2,213,468 4,554,392
 
Net Assets:        
       Beginning of period     47,900,371 39,827,610     20,426,914 15,872,522
       End of period $ 46,118,380 $ 47,900,371 $ 22,640,382 $ 20,426,914
       Accumulated net investment income (loss) $ 43,306 $ 83,661 $ 16,781 $ 42,867

30       HSBC WORLD SELECTION FUNDS See notes to financial statements.



HSBC WORLD SELECTION FUNDS
Statements of Changes in Net Assets (continued)

Moderate Strategy Fund Conservative Strategy Fund
For the For the For the For the
year ended year ended year ended year ended
October 31, October 31, October 31, October 31,
2012 2011 2012 2011
CAPITAL TRANSACTIONS:                                    
Class A Shares:
       Proceeds from shares issued $ 5,814,895 $ 7,463,817 $ 2,466,524 $ 3,277,051
       Dividends reinvested   648,574 808,567 267,600 315,473
       Value of shares redeemed (6,285,101 ) (3,002,506 ) (2,212,701 ) (1,601,095 )
Class A Shares capital transactions 178,368 5,269,878 521,423 1,991,429
 
Class B Shares:
       Proceeds from shares issued 1,837,722 5,517,359 1,972,436 3,315,754
       Dividends reinvested 392,486 614,242 204,146 292,525
       Value of shares redeemed (5,898,444 ) (3,739,911 ) (1,807,237 ) (1,849,847 )
Class B Shares capital transactions (3,668,236 ) 2,391,690 369,345 1,758,432
 
Class C Shares:
       Proceeds from shares issued 682,092 2,129,489 1,056,887 1,363,626
       Dividends reinvested 77,318 108,644 54,627 61,050
       Value of shares redeemed (1,470,742 ) (820,019 ) (827,958 ) (213,009 )
Class C Shares capital transactions (711,332 ) 1,418,114   283,556 1,211,667
Change in net assets resulting from capital transactions $ (4,201,200 ) $ 9,079,682 $ 1,174,324 $ 4,961,528
 
SHARE TRANSACTIONS:
Class A Shares:
       Issued 505,703 639,024 223,077 291,544
       Reinvested 58,105 70,518 24,607 28,698
       Redeemed (546,616 ) (256,954 ) (198,821 ) (143,569 )
Change in Class A Shares 17,192 452,588 48,863 176,673
 
Class B Shares:
       Issued 160,345 469,305 180,184 298,990
       Reinvested 35,603 53,442 19,128 26,862
       Redeemed (514,301 ) (322,256 ) (164,720 ) (166,957 )
Change in Class B Shares (318,353 ) 200,491 34,592 158,895
                                           
Class C Shares:
       Issued 61,003 186,946 93,307 119,890
       Reinvested 7,205 9,716 4,973 5,467
       Redeemed (131,493 ) (72,771 ) (73,251 ) (18,682 )
Change in Class C Shares (63,285 ) 123,891 25,029 106,675

See notes to financial statements. HSBC WORLD SELECTION FUNDS       31



HSBC WORLD SELECTION FUNDS
Statements of Changes in Net Assets (continued)

Income Strategy Fund
For the
period ended
October 31,
2012(a)
Investment Activities:                      
Operations:
       Net investment income (loss) $ 3,609
       Net realized gains (losses) from investment transactions   2,837
       Change in unrealized appreciation/depreciation from investments and foreign currencies 18,051
Change in net assets resulting from operations 24,497
 
Dividends:
Net investment income:  
       Class A Shares (1,852 )
       Class B Shares (687 )
       Class C Shares (536 )
Change in net assets resulting from shareholder dividends (3,075 )
Change in net assets resulting from capital transactions 895,462
Change in net assets 916,884
 
Net Assets:
       Beginning of period
       End of period $ 916,884  
       Accumulated net investment income (loss) $ 7,921
____________________

(a)       Commenced operations on March 20, 2012.

32       HSBC WORLD SELECTION FUNDS See notes to financial statements.



HSBC WORLD SELECTION FUNDS
Statements of Changes in Net Assets (continued)

Income Strategy Fund
For the
period ended
October 31,
2012(a)
CAPITAL TRANSACTIONS:                      
Class A Shares:
       Proceeds from shares issued $ 429,058  
       Dividends reinvested 1,851
       Value of shares redeemed (103,668 )
Class A Shares capital transactions 327,241
 
Class B Shares:
       Proceeds from shares issued 349,020
       Dividends reinvested 644  
       Value of shares redeemed (7,223 )
Class B Shares capital transactions 342,441
 
Class C Shares:
       Proceeds from shares issued 226,393
       Dividends reinvested 536  
       Value of shares redeemed (1,149 )
Class C Shares capital transactions   225,780
Change in net assets resulting from capital transactions $ 895,462
 
SHARE TRANSACTIONS:
Class A Shares:
       Issued 42,276
       Reinvested     179
       Redeemed (10,138 )
Change in Class A Shares 32,317
 
Class B Shares:
       Issued 34,074
       Reinvested 62
       Redeemed (701 )
Change in Class B Shares 33,435
 
Class C Shares:
       Issued 22,294
       Reinvested 52
       Redeemed (114 )
Change in Class C Shares 22,232
____________________

(a)       Commenced operations on March 20, 2012.

See notes to financial statements. HSBC WORLD SELECTION FUNDS       33



AGGRESSIVE STRATEGY FUND

Financial Highlights


Selected data for a share outstanding throughout the periods indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Net Ratio of Net Expenses
Realized and Net Investment to Average
Net Asset Net Unrealized Realized Net Assets Ratio of Net Income Net Assets
Value, Investment Gains Total from Net Gains from   Net Asset at End Expenses to (Loss) to (Excluding Portfolio
Beginning Income (Losses) from Investment Investment Investment Total Value, End Total of Period Average Average Fee Turnover
    of Period     (Loss)(a)     Investments     Activities     Income     Transactions     Dividends     of Period     Return(b)     (000’s)     Net Assets     Net Assets     Reductions)     (c)
CLASS A SHARES                                                                                       
Year Ended October 31, 2008 $ 15.55 0.02 (6.05 ) (6.03 ) (0.90 ) (0.90 ) $ 8.62 (40.92 )%(d) $ 4,572 1.50% 0.13 % 1.98% 72%
Year Ended October 31, 2009 8.62 0.01 1.57 1.58 10.20 18.33 %(e) 5,426 1.50% 0.09 % 2.16% 53%
Year Ended October 31, 2010 10.20 0.03 1.80 1.83 12.03 17.94 %(f)   7,886 1.50% 0.24 % 2.00% 50%
Year Ended October 31, 2011 12.03 0.10 (0.07 ) 0.03 (0.10 ) (0.10 ) 11.96 0.20 %(g) 9,217 1.50% 0.77 % 1.61% 71%
Year Ended October 31, 2012 11.96 0.02 0.89 0.91 (0.10 )     (0.10 ) 12.77 7.72 % 10,136 1.50% 0.16 % 1.66% 71%
CLASS B SHARES
Year Ended October 31, 2008 $ 15.27 (0.08 ) (5.90 ) (5.98 ) (0.90 ) (0.90 )   $ 8.39 (41.36 )%(d) $ 3,166 2.25% (0.62 )% 2.73% 72%
Year Ended October 31, 2009 8.39 (0.06 ) 1.53 1.47 9.86 17.52 %(e) 3,767 2.25% (0.66 )% 2.91% 53%
Year Ended October 31, 2010 9.86 (0.05 ) 1.73     1.68   11.54 17.04 %(f) 5,519 2.25% (0.51 )%   2.75% 50%
Year Ended October 31, 2011 11.54   (h) (0.06 ) (0.06 )     (0.03 ) (0.03 ) 11.45   (0.53 )%(g) 6,750 2.25% 0.02 %   2.36% 71%
Year Ended October 31, 2012 11.45 (0.07 ) 0.85 0.78 (0.01 )     (0.01 ) 12.22 6.87 % 5,870 2.25% (0.57 )% 2.40% 71%
CLASS C SHARES
Year Ended October 31, 2008 $ 15.26   (0.08 ) (5.89 ) (5.97 ) (0.90 ) (0.90 ) $ 8.39 (41.32 )%(d) $ 319 2.25% (0.64 )% 2.73% 72%
Year Ended October 31, 2009 8.39 (0.05 ) 1.51 1.46   9.85 17.40 %(e)   289 2.25%   (0.59 )% 2.93% 53%
Year Ended October 31, 2010       9.85 (0.05 )     1.73   1.68 11.53   17.06 %(f)     698 2.25% (0.47 )% 2.76% 50%
Year Ended October 31, 2011 11.53   (h)   (0.05 )   (0.05 )   (0.05 )       (0.05 )     11.43 (0.46 )%(g) 1,884     2.25%   %(i) 2.35% 71%
Year Ended October 31, 2012 11.43 (0.07 ) 0.85 0.78 (0.04 ) (0.04 ) 12.17 6.83 % 1,713 2.25% (0.56 )% 2.40% 71%

*       The per share amounts and percentages reflect income and expenses assuming inclusion of the Fund’s proportionate share of the income and expenses of the applicable HSBC Portfolios, the Fund does not include expenses of the affiliated and unaffiliated investment companies, in which the Fund invests.
(a) Calculated based on average shares outstanding.
(b) Total return calculations do not include any sales or redemption charges.
(c) Portfolio turnover rate is calculated by aggregating the results of multiplying the Fund’s investment percentage in the respective Portfolios, affiliated and unaffiliated investment companies by their corresponding portfolio turnover rates. Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.
(d) During the year ended October 31, 2008, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The responding impact to the total return was 0.11%, 0.11% and 0.11% for Class A Shares, Class B Shares and Class C Shares, respectively.
(e) During the year ended October 31, 2009, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.11%, 0.11% and 0.11% for Class A Shares, Class B Shares and Class C Shares, respectively.
(f) During the year ended October 31, 2010, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.09%, 0.09% and 0.09% for Class A Shares, Class B Shares and Class C Shares, respectively.
(g) During the year ended October 31, 2011, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.08%, 0.08% and 0.08% for Class A Shares, Class B Shares and Class C Shares, respectively.
(h) Rounds to less than $0.01 or $(0.01).
(i) Rounds to less than 0.005% or (0.005)%.
 

34       HSBC WORLD SELECTION FUNDS

See notes to financial statements.



BALANCED STRATEGY FUND

Financial Highlights


Selected data for a share outstanding throughout the periods indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Net   Expenses
Realized and Net   Ratio of Net   to Average
Net Asset Net Unrealized Realized Net Assets Ratio of Net Investment Net Assets
Value, Investment Gains Total from Net Gains from Net Asset at End of Expenses   Income to   (Excluding   Portfolio
Beginning Income   (Losses) from Investment Investment Investment Total Value, End Total Period to Average Average Fee Turnover
    of Period     (Loss)(a)     Investments     Activities     Income     Transactions     Dividends     of Period     Return(b)     (000’s)     Net Assets     Net Assets     Reductions)     (c)
CLASS A SHARES                                                                        
Year Ended October 31, 2008 $ 14.73 0.12 (5.21 ) (5.09 ) (0.09 ) (0.74 ) (0.83) $ 8.81   (36.43 )%(d) $ 13,908 1.50% 0.98% 1.53% 79%
Year Ended October 31, 2009 8.81 0.07 1.55 1.62 (0.09 ) (0.09) 10.34 18.66 %(e) 15,304 1.50% 0.84% 1.57% 48%
Year Ended October 31, 2010 10.34 0.19 1.64 1.83 (0.08 ) (0.08) 12.09 17.79 %(f) 21,642 1.25% 1.72% 1.30% 53%
Year Ended October 31, 2011 12.09 0.32 (0.06 ) 0.26 (0.28 ) (0.28) 12.07 2.08 %(g) 28,262 1.12% 2.60% 1.14% 74%
Year Ended October 31, 2012 12.07 0.23 0.75 0.98 (0.39 ) (0.39) 12.66 8.51 % 29,490 1.15% 1.89% 1.15% 62%
CLASS B SHARES
Year Ended October 31, 2008 $ 14.67 0.03 (5.20 ) (5.17 ) (h) (0.74 ) (0.74) $ 8.76 (36.95 )%(d) $ 9,516 2.25% 0.24% 2.28% 79%
Year Ended October 31, 2009 8.76 0.01 1.55 1.56 (0.01 ) (0.01) 10.31 17.80 %(e) 11,196 2.25% 0.07% 2.31% 48%
Year Ended October 31, 2010 10.31 0.11 1.64 1.75 (0.01 ) (0.01) 12.05 17.01 %(f) 15,593 2.00% 0.97%   2.05% 53%
Year Ended October 31, 2011 12.05 0.23 (0.07 ) 0.16 (0.20 ) (0.20) 12.01 1.30 %(g) 18,799 1.87% 1.85% 1.90% 74%
Year Ended October 31, 2012 12.01 0.14 0.75 0.89 (0.30 ) (0.30) 12.60 7.66 % 16,805   1.91% 1.18% 1.91% 62%
CLASS C SHARES  
Year Ended October 31, 2008 $ 14.74 0.03 (5.22 ) (5.19 ) (0.01 ) (0.74 ) (0.75) $ 8.80 (36.94 )%(d) $ 937 2.25% 0.25% 2.29% 79%
Year Ended October 31, 2009 8.80 0.01     1.55 1.56   (0.01 )   (0.01) 10.35 17.81 %(e) 1,507 2.25% 0.06% 2.30% 48%
Year Ended October 31, 2010   10.35 0.12 1.63 1.75     (0.01 )     (0.01)   12.09 16.96 %(f)       3,497   2.01% 1.04% 2.06% 53%
Year Ended October 31, 2011   12.09     0.23 (0.07 )       0.16   (0.21 )       (0.21)   12.04   1.25 %(g) 6,427 1.87%   1.85% 1.90%   74%
Year Ended October 31, 2012 12.04 0.14 0.76 0.90 (0.32 ) (0.32) 12.62 7.77 % 5,908 1.91% 1.18% 1.91% 62%

*        The per share amounts and percentages reflect income and expenses assuming inclusion of the Fund’s proportionate share of the income and expenses of the applicable HSBC Portfolios, the Fund does not include expenses of the affiliated and unaffiliated investment companies, in which the Fund invests.
(a) Calculated based on average shares outstanding.
(b) Total return calculations do not include any sales or redemption charges.
(c) Portfolio turnover rate is calculated by aggregating the results of multiplying the Fund’s investment percentage in the respective Portfolios, affiliated and unaffiliated investment companies by their corresponding portfolio turnover rates. Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.
(d) During the year ended October 31, 2008, certain HSBC Portfolios, in which Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.15%, 0.15% and 0.15% for Class A Shares, Class B Shares and Class C Shares, respectively.
(e) During the year ended October 31, 2009, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.11%, 0.11% and 0.11% for Class A Shares, Class B Shares and Class C Shares, respectively.
(f) During the year ended October 31, 2010, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.07%, 0.07% and 0.07% for Class A Shares, Class B Shares and Class C Shares, respectively.
(g) During the year ended October 31, 2011, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.06%, 0.06% and 0.06% for Class A Shares, Class B Shares and Class C Shares, respectively.
(h) Rounds to less than $0.01 or $(0.01).

See notes to financial statements. HSBC WORLD SELECTION FUNDS       35



MODERATE STRATEGY FUND

Financial Highlights


Selected data for a share outstanding throughout the periods indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Net Expenses
Realized and Net Ratio of Net to Average
Net Asset Net Unrealized Realized Net Assets Ratio of Net Investment Net Assets
Value, Investment Gains Total from Net Gains from Return Net Asset at End of Expenses Income to (Excluding Portfolio
Beginning Income (Losses) from Investment Investment Investment of Total Value, End Total Period to Average Average Fee Turnover
      of Period     (Loss)(a)     Investments     Activities     Income     Transactions     Capital     Dividends     of Period     Return(b)     (000’s)     Net Assets     Net Assets     Reductions)     (c)
CLASS A SHARES                                                                                
Year Ended October 31, 2008 $ 13.27 0.20 (4.08 ) (3.88 ) (0.19) (0.50 ) (0.01 ) (0.70) 8.69 (30.65 )%(d) $ 14,226 1.48% 1.75% 1.48% 80%
Year Ended October 31, 2009 8.69 0.13 1.39 1.52 (0.12) (0.12) 10.09 17.75 %(e) 15,909 1.44% 1.47% 1.49% 41%
Year Ended October 31, 2010 10.09 0.25 1.38 1.63 (0.24) (0.24) 11.48 16.39 %(f) 18,921 1.14% 2.33% 1.19% 67%
Year Ended October 31, 2011 11.48 0.37 (0.12 ) 0.25 (0.44) (0.44) 11.29 2.19 %(g) 23,719 1.06% 3.16% 1.09% 63%
Year Ended October 31, 2012 11.29 0.26 0.65 0.91 (0.32) (0.32) 11.88 8.24 % 25,175 1.16% 2.30% 1.16% 61%
CLASS B SHARES
Year Ended October 31, 2008 $ 13.27 0.11 (4.08 ) (3.97 ) (0.10) (0.50 ) (0.01 ) (0.61) 8.69 (31.17 )%(d) $ 12,354 2.23% 1.00% 2.23% 80%
Year Ended October 31, 2009 8.69 0.06 1.39 1.45 (0.06) (0.06) 10.08 16.82 %(e) 14,230 2.19% 0.71% 2.24% 41%
Year Ended October 31, 2010 10.08 0.17 1.38 1.55 (0.17) (0.17) 11.46 15.61 %(f) 18,362 1.89% 1.59% 1.94% 67%
Year Ended October 31, 2011 11.46 0.28 (0.10 ) 0.18 (0.36) (0.36) 11.28 1.51 %(g) 20,323 1.81% 2.40% 1.84% 63%
Year Ended October 31, 2012 11.28 0.19 0.63 0.82 (0.23) (0.23) 11.87 7.43 % 17,615 1.92% 1.64% 1.92% 61%
CLASS C SHARES  
Year Ended October 31, 2008 $ 12.97 0.11   (3.97 )   (3.86 ) (0.11)     (0.50 ) (0.01 ) (0.62) 8.49 (31.09 )%(d) $ 1,408 2.23% 1.00%   2.23% 80%
Year Ended October 31, 2009     8.49 0.06   1.35     1.41   (0.06)     (0.06) 9.84 16.75 %(e) 1,488 2.19%   0.72% 2.24% 41%
Year Ended October 31, 2010 9.84   0.17 1.35   1.52   (0.18)   (0.18) 11.18   15.55 %(f) 2,544   1.90% 1.59% 1.95%   67%
Year Ended October 31, 2011   11.18   0.27 (0.11 ) 0.16   (0.36)       (0.36)     10.98   1.42 %(g) 3,859 1.81% 2.40% 1.84% 63%
Year Ended October 31, 2012 10.98 0.18 0.62 0.80 (0.23)   (0.23) 11.55 7.49 % 3,329   1.91% 1.64% 1.91% 61%

*        The per share amounts and percentages reflect income and expenses assuming inclusion of the Fund’s proportionate share of the income and expenses of the applicable HSBC Portfolios, the Fund does not include expenses of the affiliated and unaffiliated investment companies, in which the Fund invests.
(a) Calculated based on average shares outstanding.
(b) Total return calculations do not include any sales or redemption charges.
(c) Portfolio turnover rate is calculated by aggregating the results of multiplying the Fund’s investment percentage in the respective Portfolios, affiliated and unaffiliated investment companies by their corresponding portfolio turnover rates. Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.
(d) During the year ended October 31, 2008, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.19%, 0.19% and 0.19% for Class A Shares, Class B Shares and Class C Shares, respectively.
(e) During the year ended October 31, 2009, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.09%, 0.09% and 0.09% for Class A Shares, Class B Shares and Class C Shares, respectively.
(f) During the year ended October 31, 2010, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.06%, 0.06% and 0.06% for Class A Shares, Class B Shares and Class C Shares, respectively.
(g) During the year ended October 31, 2011, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.04%, 0.04% and 0.04% for Class A Shares, Class B Shares and Class C Shares, respectively.

36       HSBC WORLD SELECTION FUNDS

See notes to financial statements.



CONSERVATIVE STRATEGY FUND

Financial Highlights


Selected data for a share outstanding throughout the periods indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Net Expenses
Realized and Net Ratio of Net to Average
Net Asset Net Unrealized Realized Net Assets Ratio of Net Investment Net Assets
Value, Investment Gains Total from Net Gains from Net Asset at End of Expenses Income to (Excluding Portfolio
Beginning Income (Losses) from Investment Investment Investment Total Value, End Total Period to Average Average Fee Turnover
     of Period      (Loss)(a)      Investments      Activities      Income      Transactions      Dividends      of Period      Return(b)      (000’s)      Net Assets      Net Assets      Reductions)      (c)
CLASS A SHARES                                                          
Year Ended October 31, 2008 $ 12.04 0.24 (2.93 ) (2.69 ) (0.25) (0.26 ) (0.51) $ 8.84 (23.17 )%(d) $ 4,747 1.50% 2.24% 1.72% 69%
Year Ended October 31, 2009 8.84 0.14 1.16 1.30 (0.13) (0.13) 10.01 14.95 %(e) 5,059 1.50% 1.53% 1.62% 34%
Year Ended October 31, 2010 10.01 0.26 1.11 1.37 (0.23) (0.23) 11.15 13.86 %(f) 7,139 1.38% 2.42% 1.43% 78%
Year Ended October 31, 2011   11.15 0.36 (0.10 ) 0.26 (0.46) (0.46) 10.95 2.40 %(g) 8,946 1.19% 3.21% 1.22% 54%
Year Ended October 31, 2012   10.95   0.27 0.58 0.85 (0.33) (0.33) 11.47 8.00 % 9,933 1.34% 2.40% 1.34% 59%
CLASS B SHARES    
Year Ended October 31, 2008 $ 11.94 0.16 (2.91 ) (2.75 ) (0.17) (0.26 ) (0.43) $ 8.76 (23.76 )%(d) $ 4,348 2.25% 1.48% 2.48% 69%
Year Ended October 31, 2009 8.76 0.07 1.15   1.22 (0.07) (0.07) 9.91 14.05 %(e) 4,907 2.25% 0.77% 2.38% 34%
Year Ended October 31, 2010 9.91 0.17 1.10 1.27 (0.16) (0.16) 11.02 12.94 %(f) 7,411 2.14% 1.68% 2.19% 78%
Year Ended October 31, 2011 11.02 0.27 (0.09 ) 0.18   (0.38) (0.38) 10.82 1.68 %(g) 8,995 1.94% 2.46% 1.97% 54%
Year Ended October 31, 2012 10.82 0.18 0.58 0.76   (0.25) (0.25) 11.33 7.21 % 9,810 2.10% 1.67% 2.10% 59%
CLASS C SHARES          
Year Ended October 31, 2008 $ 12.25 0.16 (2.98 ) (2.82 ) (0.17) (0.26 ) (0.43)   $ 9.00 (23.73 )%(d) $ 430 2.25%   1.46% 2.48% 69%
Year Ended October 31, 2009 9.00 0.07   1.18 1.25 (0.07) (0.07)   10.18 13.97 %(e)   485 2.25% 0.78% 2.37% 34%
Year Ended October 31, 2010 10.18 0.18 1.14   1.32   (0.17)     (0.17)   11.33   13.07 %(f)   1,323   2.16% 1.71% 2.21% 78%
Year Ended October 31, 2011 11.33 0.28   (0.10 ) 0.18 (0.39)       (0.39) 11.12 1.57 %(g)   2,486   1.94% 2.49% 1.96% 54%
Year Ended October 31, 2012 11.12 0.19 0.60 0.79 (0.25) (0.25) 11.66 7.28 % 2,897 2.08% 1.69% 2.08% 59%

*        The per share amounts and percentages reflect income and expenses assuming inclusion of the Fund’s proportionate share of the income and expenses of the applicable HSBC Portfolios, the Fund does not include expenses of the affiliated and unaffiliated investment companies, in which the Fund invests.
(a) Calculated based on average shares outstanding.
(b) Total return calculations do not include any sales or redemption charges.
(c) Portfolio turnover rate is calculated by aggregating the results of multiplying the Fund’s investment percentage in the respective Portfolios, affiliated and unaffiliated investment companies by their corresponding portfolio turnover rates. Portfolio turnover rate is calculated on the basis of the Fund as a whole without distinguishing between classes of shares issued.
(d) During the year ended October 31, 2008, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.19%, 0.19% and 0.19% for Class A Shares, Class B Shares and Class C Shares, respectively.
(e) During the year ended October 31, 2009, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.08%, 0.08% and 0.08% for Class A Shares, Class B Shares and Class C Shares, respectively.
(f) During the year ended October 31, 2010, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.05%, 0.05% and 0.05% for Class A Shares, Class B Shares and Class C Shares, respectively.
(g) During the year ended October 31, 2011, certain HSBC Portfolios, in which the Fund invests, received monies related to certain nonrecurring litigation settlements. The corresponding impact to the total return was 0.02%, 0.02% and 0.02% for Class A Shares, Class B Shares and Class C Shares, respectively.

See notes to financial statements. HSBC WORLD SELECTION FUNDS       37



INCOME STRATEGY FUND

Financial Highlights


Selected data for a share outstanding throughout the period indicated. *

Investment Activities Dividends Ratios/Supplementary Data
Net Ratios of
Realized and Ratio of Net Expenses
Unrealized Investment   to Average  
Gains Ratio of Net Income Net Assets
Net Asset Net (Losses) from Net Asset Net Assets Expenses (Loss) to   (Excluding
Value, Investment Investments Total from Net Value, Total at End of to Average Average Fee Portfolio
Beginning Income and Foreign Investment Investment Total End of Return Period Net Net Reductions)   Turnover
     of Period      (Loss)(a)      Currencies      Activities      Income      Dividends      Period      (b)(c)      (000’s)      Assets(d)      Assets(d)      (d)      (c)(e)
CLASS A SHARES                
Period Ended October 31, 2012(f) $10.00 0.10 0.40 0.50 (0.07) (0.07) $ 10.43 5.02% $ 337 1.50% 1.58% 29.67% 31%
CLASS B SHARES        
Period Ended October 31, 2012(f)   $10.00 0.06 0.39 0.45 (0.04)   (0.04)     10.41   4.52% 348 2.25% 0.89% 26.84% 31%
CLASS C SHARES              
Period Ended October 31, 2012(f) $10.00 0.06 0.39 0.45 (0.04) (0.04) 10.41 4.47% 232 2.25% 0.90% 27.00% 31%

*       The expense ratios reflected do not include expenses of the affiliated and unaffiliated investment companies, in which the Fund invests.
(a) Calculated based on average shares outstanding.
(b) Total return calculations do not include any sales or redemption charges.
(c) Not annualized for periods less than one year.
(d)   Annualized for periods less than one year.
(e)   Portfolio turnover rate is calculated on the basis of the Fund as a whole without the distinguishing between the classes of shares issued.
(f) Commenced operations on March 20, 2012.

38       HSBC WORLD SELECTION FUNDS

See notes to financial statements.



HSBC WORLD SELECTION FUNDS

Notes to Financial Statements—as of October 31, 2012


1. Organization:

     The HSBC Funds (formerly, HSBC Investor Funds) (the “Trust’’), a Massachusetts business trust organized on April 22, 1987, is registered under the Investment Company Act of 1940, as amended (the “Act’’), as an open-end management investment company. As of October 31, 2012, the Trust is comprised of 17 separate operational funds, each a series of the HSBC Family of Funds (formerly, HSBC Investor Family of Funds), which also includes the HSBC Advisor Fund Trust and the HSBC Portfolios (formerly, HSBC Investor Portfolios) (collectively the “Trusts’’). The accompanying financial statements are presented for the following 5 funds (individually a “Fund’’, collectively the “World Selection Funds’’):

Fund  
Aggressive Strategy Fund
Balanced Strategy Fund
Moderate Strategy Fund
Conservative Strategy Fund
Income Strategy Fund

     All of the World Selection Funds are diversified funds. Financial statements for all other funds of the Trusts are published separately.

     The World Selection Funds, excluding the Income Strategy Fund, (“World Selection Feeder Funds”) currently invest in the HSBC Growth Portfolio (formerly, HSBC Investor Growth Portfolio) and HSBC Opportunity Portfolio (formerly, HSBC Investor Opportunity Portfolio) (individually a “Portfolio,” collectively the “Portfolios”), each of which is a diversified series of the HSBC Portfolios (the “Portfolio Trust”). The Portfolios operate as master funds in master-feeder arrangements in addition to receiving investments from the World Selection Feeder Funds.

     The financial statements of the Portfolios, including the Schedules of Portfolio Investments, are included elsewhere in this report. The financial statements of the Portfolios should be read in conjunction with the financial statements of the World Selection Feeder Funds.

Proportionate Proportionate
Ownership Ownership
Interest in Growth Portfolio Interest in Opportunity Portfolio
Fund         on October 31, 2012(%)       on October 31, 2012(%)
Aggressive Strategy Fund 2.2% 0.5%
Balanced Strategy Fund   4.8% 1.1%
Moderate Strategy Fund 2.9% 0.6%
Conservative Strategy Fund 0.9% 0.2%

     Each of the World Selection Funds is a “fund of funds,” meaning that it seeks to achieve its investment objective by investing primarily in a combination of mutual funds managed by HSBC Global Asset Management (USA) Inc. (the “Adviser”) (the “Affiliated Underlying Funds”), as well as mutual funds managed by other investment advisers and exchange-traded funds (“Unaffiliated Underlying Funds” and, together with the Affiliated Underlying Funds, the “Underlying Funds”). Each World Selection Fund may also purchase and hold Exchange Traded Notes (“ETNs”), which are debt securities issued by financial institutions that pay returns based on the performance of a market index or other reference asset. The Underlying Funds may include private equity funds and real estate funds that are organized as mutual funds or Exchange Traded Funds (“ETFs”). Each World Selection Fund invests according to the investment objectives and strategies described in its Prospectus.

     The World Selection Funds are authorized to issue an unlimited number of shares of beneficial interest with a par value of $0.001 per share. Each Fund offers three classes of shares: Class A Shares, Class B Shares and Class C Shares. Class A Shares of the World Selection Funds (except, the Income Strategy Fund) have a maximum sales charge of 5.00% as a percentage of the original purchase price. The Income Strategy Fund has a maximum sales charge of 4.75% as a percentage of the original purchase price. Class B Shares of the World

HSBC WORLD SELECTION FUNDS       39



HSBC WORLD SELECTION FUNDS

Notes to Financial Statements—as of October 31, 2012 (continued)


Selection Funds are offered without any front-end sales charge, but will be subject to a contingent deferred sales charge (“CDSC”) ranging from a maximum of 4.00% if redeemed less than one year after purchase to 0.00% if redeemed more than four years after purchase. Class C Shares of the World Selection Funds are offered without any front-end sales charge, but will be subject to a maximum CDSC of 1.00% if redeemed less than one year after purchase. Each class of shares in the World Selection Funds has identical rights and privileges except with respect to arrangements pertaining to shareholder servicing or distribution, class-related expenses, voting rights on matters affecting a single class of shares, and the exchange privileges of each class of shares.

     Under the Trust’s organizational documents, the World Selection Funds’ officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the World Selection Funds. In addition, in the normal course of business, the Trust enters into contracts with its service providers, which also provide for indemnifications by the World Selection Funds. The World Selection Funds’ maximum exposure under these arrangements is unknown as this would involve any future claims that may be made against the World Selection Funds. However, based on experience, the Trust expects the risk of loss to be remote.

2. Significant Accounting Policies:

     The following is a summary of the significant accounting policies followed by the World Selection Funds in the preparation of their financial statements. The policies are in conformity with U.S. generally accepted accounting principles (“GAAP’’). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Securities Valuation:

     The World Selection Funds record their investments in the Underlying Funds at the net asset value reported by those funds. The World Selection Feeder Funds record their investments in the Portfolios at fair value. The underlying securities of the Portfolios are recorded at fair value, as more fully discussed in the notes to those financial statements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value in funds or Portfolios in which the World Selection Funds are invested are described in their respective notes to financial statements.

Investment Transactions and Related Income:

     The World Selection Feeder Funds record daily their proportionate income, expenses and unrealized/ realized gains and losses derived from their respective Portfolios. Dividend income is recorded on the ex-dividend date for the Underlying Funds. Changes in holdings of the Underlying Funds for each World Selection Fund are reflected not later than one business day after trade date. However, for financial reporting purposes, changes in holdings of the Underlying Funds are accounted for on trade date. In addition, the World Selection Funds accrue their own expenses daily.

Allocations:

     Expenses directly attributable to a Fund are charged to that Fund. Expenses not directly attributable to a Fund are allocated proportionately among the applicable series within the Trusts in relation to the net assets of each fund or on another reasonable basis. Class specific expenses are charged directly to the class incurring the expense. In addition, income, expenses (other than class specific expenses), and unrealized and realized gains and losses are allocated to each class based on relative net assets on a daily basis.

Dividends to Shareholders:

     Dividends to shareholders from net investment income, if any, are declared and distributed monthly in the case of the Income Strategy Fund, quarterly in the case of the Moderate Strategy Fund and Conservative Strategy Fund, and annually in the case of the Aggressive Strategy Fund and Balanced Strategy Fund.

40       HSBC WORLD SELEC TION FUNDS



HSBC WORLD SELECTION FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

     The World Selection Funds’ net realized gains, if any, are distributed to shareholders at least annually. Additional distributions are also made to the World Selection Funds’ shareholders to the extent necessary to avoid the federal excise tax on certain undistributed income and net capital gains of regulated investment companies.

     The amount and character of net investment income and net realized gains distributions are determined in accordance with federal income tax regulations which may differ from GAAP. These “book/tax’’ differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., reclassification of market discounts, certain gain/loss, paydowns, and certain distributions), such amounts are reclassified within the composition of net assets; temporary differences (e.g., wash losses and post-October loss deferrals) do not require reclassification. The World Selection Funds may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as a part of the dividends paid deduction for income tax purposes. To the extent distributions to shareholders from net investment income and net realized gains exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital.

Federal Income Taxes:

     Each Fund is a separate taxable entity for federal income tax purposes. Each Fund has qualified and intends to continue to qualify each year as a “regulated investment company’’ under Subchapter M of the Internal Revenue Code, as amended, and to distribute substantially all of its taxable net investment income and net realized gains, if any, to its shareholders. Accordingly, no provision for federal income or excise tax is required.

     Management of the Funds has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

3. Investment Valuation Summary:

     The valuation techniques employed by the World Selection Funds, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the World Selection Funds’ investments are summarized in the three broad levels listed below:

  • Level 1: quoted prices in active markets for identical assets
     
  • Level 2: other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
     
  • Level 3: significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

     Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Funds determine transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

     The World Selection Funds record their investments in the Underlying Funds at the net asset value reported by those funds and are typically categorized as Level 1 in the fair value hierarchy. The World Selection Feeder Funds record their investments in their respective Portfolios at fair value and are typically categorized as a Level 2 in the fair value hierarchy. The underlying securities of the Portfolios are recorded at fair value, as discussed more fully in the Notes to Financial Statements of the Portfolios included in this report.

     For the year ended October 31, 2012, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

HSBC WORLD SELECTION FUNDS       41



HSBC WORLD SELECTION FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

     The following is a summary of the valuation inputs used as of October 31, 2012 in valuing the World Selection Funds’ investments based upon the three levels defined above:

      LEVEL 1($)       LEVEL 2($)       LEVEL 3($)       Total($)
Aggressive Strategy Fund
Investment Securities:
     Affiliated Investment Company 317,841 317,841
     Affiliated Portfolios (a) 2,521,395 2,521,395
     Unaffiliated Investment Companies 8,768,194 8,768,194
     Exchange Traded Funds 6,142,083 6,142,083
          Total Investment Securities 15,228,118 2,521,395 17,749,513
Balanced Strategy Fund  
Investment Securities:
     Affiliated Investment Companies 5,223,141 5,223,141
     Affiliated Portfolios (a) 5,448,924 5,448,924
     Unaffiliated Investment Companies 28,007,164 28,007,164
     Exchange Traded Funds 13,749,819 13,749,819
          Total Investment Securities 46,980,124 5,448,924 52,429,048
Moderate Strategy Fund
Investment Securities:
     Affiliated Investment Companies 5,646,865 5,646,865
     Affiliated Portfolios (a) 3,265,654 3,265,654
     Unaffiliated Investment Companies 28,063,076 28,063,076
     Exchange Traded Funds 9,283,747 9,283,747
          Total Investment Securities 42,993,688 3,265,654 46,259,342
Conservative Strategy Fund    
Investment Securities:
     Affiliated Investment Companies 2,817,273 2,817,273
     Affiliated Portfolios (a) 986,142 986,142
     Unaffiliated Investment Companies 15,875,079 15,875,079
     Exchange Traded Funds 3,104,903 3,104,903
          Total Investment Securities 21,797,255 986,142 22,783,397
Income Strategy Fund
Investment Securities:
     Affiliated Investment Companies 98,144 98,144
     Unaffiliated Investment Companies 844,129 844,129
     Exchange Traded Funds 12,056 12,056
          Total Investment Securities 954,329 954,329
____________________

 
(a)      Investments in Affiliated Portfolios represent ownership interests in the Portfolios. Due to the Funds’ master-feeder structure, the inputs used for valuing these instruments are categorized as Level 2.

42       HSBC WORLD SELECTION FUNDS



HSBC WORLD SELECTION FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

New Accounting Pronouncements:

     In December 2011, the Financial Accounting Standards Board issued ASU No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” requiring disclosure of both gross and net information related to offsetting and related arrangements enabling users of its financial statements to understand the effect of those arrangements on the entity’s financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRSs. ASU No. 2011-11 is effective for interim and annual periods beginning on or after January 1, 2013. Adoption of ASU No. 2011-11 will have no effect on the Funds’ net assets. At this time, management is evaluating any impact ASU No. 2011-11 may have on the Funds’ financial statements disclosures.

4. Related Party Transactions:

Investment Management:

     HSBC Global Asset Management (USA), Inc. (“HSBC” or the “Investment Adviser”), a wholly owned subsidiary of HSBC Bank USA, N.A., a national bank organized under the laws of the United States, acts as investment adviser to the World Selection Funds. As Investment Adviser, HSBC manages the investments of the World Selection Funds and continuously reviews, supervises and administers the World Selection Funds’ investments pursuant to an Investment Advisory Contract. For its services as Investment Adviser, HSBC is entitled to receive a fee, computed daily and paid monthly, based on average daily net assets, at an annual rate of 0.25% for each Fund.

Administration:

     HSBC serves the Trusts as Administrator. Under the terms of the Administration Agreement, HSBC received from the Trusts a fee, accrued daily and paid monthly, at an annual rate of:

Based on Average Daily Net Assets of        Fee Rate(%)
Up to $10 billion   0.0550
In excess of $10 billion but not exceeding $20 billion 0.0350
In excess of $20 billion but not exceeding $50 billion 0.0275
In excess of $50 billion 0.0250

     The fee breakpoints are determined on the basis of the aggregate average daily net assets of the Trusts. The fee is allocated to each series of the Trusts based upon its proportionate share of the aggregate net assets. For assets invested in the Portfolios by World Selection Feeder Funds, the Portfolios pay half of the administration fee and the World Selection Feeder Funds pay half, for a combination of the total fee rate above. Certain administration fees of the Portfolios also may be reduced by treating them as apportioned in part to other funds making investments in the Portfolios in master-feeder structures. An amount equal to 50% of the administration fee is deemed to be class-specific.

     Pursuant to a Sub-Administration Agreement with HSBC, Citi Fund Services Ohio, Inc. (“Citi’’), a wholly-owned subsidiary of Citigroup, Inc., serves as the Sub-Administrator for the Trusts subject to the general supervision by the Trusts’ Board (the “Board’’) and HSBC. For these services, Citi is entitled to a fee, payable by HSBC, at an annual rate equivalent to the fee rates set forth above subject to certain reductions associated with services provided to new funds minus 0.02%, which is retained by HSBC.

     Under a Compliance Services Agreement between the Trusts and Citi (the “CCO Agreement’’), Citi makes an employee available to serve as the Trusts’ Chief Compliance Officer (the “CCO’’). Under the CCO Agreement, Citi also provides infrastructure and support in implementing the written policies and procedures comprising the Trusts’ compliance program, including support services to the CCO. For the services provided under the CCO Agreement, the Trusts paid Citi $281,280 for the year ended October 31, 2012, plus reimbursement of certain out of pocket expenses. Expenses incurred by each Fund are reflected on the Statements of Operations as “Compliance Services.’’ Citi pays the salary and other compensation earned by individuals performing these services, as employees of Citi.

HSBC WORLD SELECTION FUNDS       43



HSBC WORLD SELECTION FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

Distribution Arrangements:

     Foreside Distribution Services, L.P. (“Foreside”), a wholly-owned subsidiary of Foreside Financial Group LLC, serves the Trusts as Distributor (the “Distributor’’). The Trust has adopted a non-compensatory Distribution Plan and Agreement (the “Distribution Plan’’) pursuant to Rule 12b-1 of the Act. The Distribution Plan provides for reimbursement of expenses incurred by the Distributor related to distribution and marketing, at a rate not to exceed 0.25%, 1.00%, and 1.00% of the average daily net assets of Class A Shares (currently not being charged), Class B Shares (currently charging 0.75%), and Class C Shares (currently charging 0.75%) of the World Selection Funds, respectively. For the year ended October 31, 2012, Foreside, as Distributor, also received $346,561, $261,621, and $34,163 in commissions from sales of the Trusts, for Class A Shares, Class B Shares, and Class C Shares, respectively of which $25, $12, and $0 were reallocated to HSBC-affiliated brokers and dealers, for Class A Shares, Class B Shares, and Class C Shares, respectively.

Shareholder Servicing:

     The Trust has adopted a Shareholder Services Plan which provides for payments to shareholder servicing agents (which currently consist of HSBC and its affiliates) for providing various shareholder services. For performing these services, the shareholder servicing agents receive a fee that is computed daily and paid monthly up to 0.25% of the average daily net assets of each of the Class A Shares, Class B Shares and Class C Shares of the World Selection Funds. The fees paid to the Distributor pursuant to the Distribution Plan and to shareholder servicing agents pursuant to the Shareholder Services Plan currently are not intended to exceed, in the aggregate, 0.25% of the average daily net assets of Class A Shares and 1.00% of the average daily net assets of Class B Shares and Class C Shares.

Fund Accounting and Transfer Agency:

     Citi provides fund accounting and transfer agency services for each Fund. As transfer agent, Citi receives a fee based on the number of funds and shareholder accounts, subject to certain minimums, reductions associated with services provided to new funds and reimbursement of certain expenses. As fund accountant, Citi receives an annual fee per series and share class, subject to minimums, reductions associated with services provided to new funds and reimbursement of certain expenses. Citi receives additional fees paid by the Trust for blue sky exemption services.

Independent Trustees:

     Prior to January 1, 2012, the Trusts, in the aggregate, paid each Independent Trustee an annual retainer of $63,000, a fee of $5,000 for each regular meeting of the Board of Trustees attended, a fee of $3,000 for each special telephonic meeting attended, and a fee of $5,000 for each special in-person meeting attended. The Trusts also paid each Independent Trustee an annual retainer of $3,000 for each Committee on which such Trustee served as a Committee member as well as a fee of $3,000 for each Committee meeting attended. Additionally, the Trusts paid each Committee Chair an annual retainer of $6,000, with the exception of the Chair of the Audit Committee, who received a retainer of $8,000. The Trusts also paid the Chairman of the Board, an additional annual retainer of $20,000, as well as an additional $4,000 for each regular meeting of the Board attended. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee was compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

     Effective January 1, 2012, the Trusts pay each Independent Trustee an annual retainer of $100,000. The Trusts pay a fee of $10,000 for each regular meeting of the Board of Trustees attended and a fee of $3,000 for each special meeting attended. The Trusts pay each Committee Chair an annual retainer of $3,000, with the exception of the Chair of the Audit Committee, who receives a retainer of $6,000. The Trusts also pay the Chairman of the Board, an additional annual retainer of $24,000. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee is compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

Fee Reductions:

     The Investment Adviser has agreed to contractually limit from March 1, 2012 through March 1, 2013 the total expenses, exclusive of interest, taxes, brokerage commissions, estimated indirect expenses attributable to the Fund’s investments in investment companies other than the HSBC Growth Portfolio and the HSBC

44       HSBC WORLD SELECTION FUNDS



HSBC WORLD SELECTION FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

Opportunity Portfolio, and extraordinary expenses of the World Selection Funds. Each Fund Class has its own expense limitations based on the average daily net assets for any full fiscal year as follows: Class A Shares 1.50%, Class B Shares 2.25%, Class C Shares 2.25%.

     Any amounts contractually waived or reimbursed by the Investment Adviser will be subject to repayment by the respective Fund to the Investment Adviser within three years to the extent that the repayment will not cause the Fund’s operating expenses to exceed the contractual expense limit that was in effect at the time of such waiver or reimbursement. During the year ended October 31, 2012, the Investment Adviser did not recapture any of its prior contractual waivers or reimbursements. As of October 31, 2012, the repayments that may potentially be made by the Funds are as follows:

Fund         2015($)       2014($)*       2013($)*       Total
Aggressive Strategy Fund   27,768 19,298 56,869   103,935
Income Strategy Fund 77,417 N/A N/A 77,417
____________________

 
*     

The year listed above the amounts is the fiscal year ending in which the amounts will no longer be recoupable.

     The Administrator and Citi may voluntarily waive/reimburse fees to help support the expense limits of each Fund. In addition, HSBC, in its role as Investment Adviser and Administrator, may waive/reimburse additional fees at its discretion. Any voluntary fee waivers/reimbursements are not subject to recoupment in subsequent fiscal periods. Voluntary waivers/reimbursements may be stopped at any time. Amounts waived/reimbursed by the Investment Adviser, Administrator, and Citi are reported separately on the Statements of Operations, as applicable.

5. Investment Transactions:

     Cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) for the year ended October 31, 2012 were as follows:

Fund         Purchases($)       Sales($)
Aggressive Strategy Fund 17,584,777 9,729,354
Balanced Strategy Fund 43,640,692 26,717,167
Moderate Strategy Fund   34,220,178   24,498,341
Conservative Strategy Fund 16,734,590 11,653,841
Income Strategy Fund 994,933 130,314

     Contributions and withdrawals of the respective Portfolios for the year ended October 31, 2012 totaled:

Fund         Contributions($)       Withdrawals($)
Aggressive Strategy Fund 11,257,257 12,960,328
Balanced Strategy Fund 29,114,859   35,165,361
Moderate Strategy Fund   18,486,305 24,432,712
Conservative Strategy Fund 8,823,369 8,521,980

HSBC WORLD SELECTION FUNDS       45



HSBC WORLD SELECTION FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

6. Federal Tax Information:

     At October 31, 2012, the cost basis of securities (which excludes investments in the Affiliated Portfolios) for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation and net unrealized appreciation/depreciation were as follows:

Net Unrealized
Tax Unrealized Tax Unrealized Appreciation/
Fund         Tax Cost($)       Appreciation($)       Depreciation($)       (Depreciation)($)
Aggressive Strategy Fund 15,002,427 502,236   (276,545 )   225,691
Balanced Strategy Fund   46,350,811   1,797,432     (1,168,119 )   629,313
Moderate Strategy Fund 42,210,532   1,642,141 (858,985 )   783,156  
Conservative Strategy Fund 21,133,907 923,988 (260,640 ) 663,348
Income Strategy Fund 936,523 18,051 (245 ) 17,806

     The tax character of dividends paid by the World Selection Funds as of the year ended October 31, 2012, was as follows:

Dividends paid from
Net Long Term Total Taxable   Total Dividends
      Ordinary Income($)       Capital Gains($)       Dividends($)       Paid($) (1)
Aggressive Strategy Fund 92,405   92,405 92,405
Balanced Strategy Fund 1,541,114   1,541,114   1,541,114  
Moderate Strategy Fund   1,134,889   1,134,889   1,134,889
Conservative Strategy Fund   556,629   556,629 556,629
Income Strategy Fund 2,407 2,407 2,407

     The tax character of dividends paid by the World Selection Funds as of the latest tax year ended October 31, 2011, was as follows:

Dividends paid from
Net Long Term Total Taxable Total Dividends
      Ordinary Income($)       Capital Gains($)       Dividends($)       Paid($) (1)
Aggressive Strategy Fund 87,689   87,689 87,689
Balanced Strategy Fund   860,523       860,523     860,523  
Moderate Strategy Fund   1,550,290 1,550,290 1,550,290
Conservative Strategy Fund 693,656 693,656 693,656
____________________

 
(1)      Total dividends paid may differ from the amount reported in the Statements of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

     As of October 31, 2012, the components of accumulated earnings/(deficit) on a tax basis for the World Selection Funds were as follows:

Total
Undistributed Undistributed Undistributed Accumulated Unrealized Accumulated
Ordinary Tax Exempt Long Term Accumulated Distributions Capital and Appreciation/ Earnings/
  Income($)   Income($)   Capital Gains($)   Earnings($)   Payable($)   Other Losses($)   (Depreciation)($) (2)   (Deficit)($)
Aggressive Strategy Fund   (354,485 ) 839,379 484,894
Balanced Strategy Fund 320,044 320,044 (265,735 )   1,994,934   2,049,243
Moderate Strategy Fund 43,008 43,008 (472,739 )   1,653,973 1,224,242
Conservative Strategy Fund 16,694 16,694 (126,294 ) 916,392 806,792
Income Strategy Fund 11,671 11,671 (668 ) 17,806 28,809
____________________

 
(2)      The differences between book-basis and tax-basis unrealized appreciation/depreciation are attributable primarily to: tax deferral of losses on wash sales, the realization for tax purposes of unrealized gains/losses on certain derivative instruments, the difference between book and tax amortization methods for premium and market discount, the realization for tax purposes of unrealized gains/losses on investments in passive foreign investment companies, and the return of capital adjustments from real estate investment trusts.

46       HSBC WORLD SELECTION FUNDS



HSBC WORLD SELECTION FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

     As of the end of the tax year ended October 31, 2012, the Funds have net capital loss carryforwards (“CLCFs”) as summarized in the tables below. CLCFs subjects to expiration are applied as short-term capital loss regardless of whether the originating capital loss was short-term or long-term. CLCFs that are not subject to expiration must be utilized before those that are subject to expiration. As a result of the Regulated Investment Company Modernization Act of 2010 (the “RIC Modernization Act”) ordering rule, capital loss carryforwards incurred in taxable years beginning prior to the effective date of the RIC Modernization Act have an increased likelihood to expire unused.

     CLCFs subject to expiration:

Short Term
Fund        Amount($)      Expires
Aggressive Strategy Fund 290,416 2017
Balanced Strategy Fund     265,735   2017
Moderate Strategy Fund 472,739   2017
Conservative Strategy Fund 18,849   2017
CLCFs not subject to expiration:

Short Term   Long Term
Fund        Amount($)      Amount($)      Total($)
Conservative Strategy Fund   32,459 74,986 107,445

     For the year October 31, 2012, the following Funds utilized capital loss carryforwards to offset capital gains realized:

Fund        Amount($)
Aggressive Strategy Fund 88,538
Balanced Strategy Fund 641,948
Moderate Strategy Fund 236,751

     Under current law, capital losses and specified ordinary losses realized after October 31st and non-specified ordinary losses incurred after December 31st (ordinary losses collectively known as “late year ordinary loss”) my be deferred and treated as occuring on the first business day of the following fiscal year. The following Fund had deferred losses, which will be treated as arising on the first day of the fiscal year to end October 31, 2013.

Late Year
     Ordinary Losses
Aggressive Strategy Fund $64,069

7. Subsequent Events:

     Management has evaluated events and transactions through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

HSBC WORLD SELECTION FUNDS       47



Report of Independent Registered Public Accounting Firm


To the Shareholders and Board of Trustees of
HSBC Funds:

We have audited the accompanying statements of assets and liabilities of HSBC World Selection Funds – Aggressive Strategy Fund, Balanced Strategy Fund, Moderate Strategy Fund, Conservative Strategy Fund and Income Strategy Fund (the Funds), including the schedules of portfolio investments, as of October 31, 2012, and the related statements of operations for the year or period then ended, the statements of changes in net assets for each of the years or periods in the two-year period then ended and the financial highlights for each of the years or periods in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2012, by correspondence with the custodian, transfer agents, or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Funds as of October 31, 2012, the results of their operations for the year or period then ended, the changes in their net assets for each of the years or periods in the two-year period then ended, and the financial highlights for each of the years or periods in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.


Columbus, Ohio
December 21, 2012

48       HSBC WORLD SELECTION FUNDS



HSBC WORLD SELECTION FUNDS
Other Federal Income Tax Information—as of October 31, 2012 (Unaudited)

     For the year ended October 31, 2012, the following percentages of the total ordinary income dividends paid by the Funds qualify for the corporate dividends received deduction available to corporate shareholders:

Dividends
Fund        Received Deduction
Aggressive Strategy Fund   98.68 %
Balanced Strategy Fund 21.14 %
Moderate Strategy Fund 15.07 %
Conservative Strategy Fund 9.06 %
Income Strategy Fund 7.50 %

     For the year ended October 31, 2012, dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Funds intend to designate the maximum amount allowable as taxed at a maximum rate of 15%. Complete information will be reported in conjunction with your 2012 Form 1099-DIV:

Qualified
Fund        Dividend Income
Aggressive Strategy Fund 100.00 %
Balanced Strategy Fund   26.93 %
Moderate Strategy Fund 8.50 %
Conservative Strategy Fund 4.51 %

HSBC WORLD SELECTION FUNDS       49



HSBC WORLD SELECTION FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited)

     As a shareholder of the World Selection Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases, redemption fees and exchange fees; and (2) ongoing costs, including management fees; distribution and/or shareholder servicing fees and other Fund expenses (including expenses allocated from the Portfolios). These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to with the ongoing costs of investing in other mutual funds.

     These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2012 through October 31, 2012.

Actual Example

     The table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled ”Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
            5/1/12       10/31/12       5/1/12 - 10/31/12       5/1/12 - 10/31/12
Aggressive Strategy Fund Class A Shares    $ 1,000.00       $ 999.20    $ 7.54   1.50 %
Class B Shares 1,000.00 995.90 11.29 2.25 %
Class C Shares 1,000.00 995.90   11.29 2.25 %
Balanced Strategy Fund Class A Shares 1,000.00 1,016.90   5.78 1.14 %
Class B Shares 1,000.00 1,012.90 9.61 1.90 %
Class C Shares     1,000.00 1,012.80 9.56 1.89 %
Moderate Strategy Fund Class A Shares   1,000.00 1,022.90     6.00 1.18 %
Class B Shares 1,000.00     1,019.90 9.85 1.94 %
Class C Shares 1,000.00 1,019.80 9.70   1.91 %
Conservative Strategy Fund Class A Shares 1,000.00 1,029.60 6.99 1.37 %
  Class B Shares 1,000.00     1,026.10 10.95 2.15 %
Class C Shares 1,000.00 1,026.40 10.75 2.11 %
Income Strategy Fund Class A Shares 1,000.00 1,037.00 7.68 1.50 %
Class B Shares 1,000.00 1,033.50 11.50 2.25 %
Class C Shares 1,000.00 1,033.10 11.50 2.25 %
____________________

 
*      Expenses are equal to the average account value over the period multiplied by the Fund’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

50       HSBC WORLD SELECTION FUNDS



HSBC WORLD SELECTION FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited) (continued)

Hypothetical Example for Comparison Purposes

     The table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

     Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
            5/1/12       10/31/12       5/1/12 - 10/31/12       5/1/12 - 10/31/12
Aggressive Strategy Fund Class A Shares $ 1,000.00 $ 1,017.60       $ 7.61       1.50 %
Class B Shares 1,000.00 1,013.83   11.39 2.25 %
Class C Shares 1,000.00 1,013.83 11.39 2.25 %
Balanced Strategy Fund Class A Shares 1,000.00 1,019.41 5.79 1.14 %
Class B Shares 1,000.00 1,015.58 9.63 1.90 %
Class C Shares 1,000.00 1,015.63 9.58 1.89 %
Moderate Strategy Fund Class A Shares 1,000.00 1,019.20 5.99 1.18 %
  Class B Shares 1,000.00   1,015.38 9.83 1.94 %
Class C Shares 1,000.00 1,015.53 9.68 1.91 %
Conservative Strategy Fund Class A Shares 1,000.00 1,018.25   6.95 1.37 %
Class B Shares   1,000.00 1,014.33 10.89   2.15 %
Class C Shares 1,000.00 1,014.53 10.68 2.11 %
Income Strategy Fund Class A Shares   1,000.00   1,017.60   7.61 1.50 %
Class B Shares 1,000.00 1,013.83 11.39 2.25 %
Class C Shares 1,000.00 1,013.83 11.39 2.25 %
____________________
 
*       Expenses are equal to the average account value over the period multiplied by the Fund's annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

HSBC WORLD SELECTION FUNDS         51



HSBC GROWTH PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012

Common Stocks – 96.2%
 
Shares Value ($)
Aerospace & Defense – 3.4%      
Precision Castparts Corp. 7,700 1,332,639
United Technologies Corp. 17,300 1,352,168
2,684,807
Auto Components – 1.1%
BorgWarner, Inc. (a) 13,200 868,824
Biotechnology – 4.5%
Biogen Idec, Inc. (a) 8,700 1,202,514
Celgene Corp. (a) 17,600 1,290,432
Gilead Sciences, Inc. (a) 15,900 1,067,844
3,560,790
Business Services – 1.3%
MasterCard, Inc., Class A 2,195 1,011,741
Capital Markets – 2.8%
BlackRock, Inc. 4,800 910,464
Franklin Resources, Inc. 10,200 1,303,560
2,214,024
Chemicals – 4.4%
Ecolab, Inc. 18,000 1,252,800
Monsanto Co. 25,899 2,229,127
3,481,927
Communications Equipment – 3.3%
QUALCOMM, Inc. 44,500 2,606,588
Computers & Peripherals – 8.0%
Apple, Inc. 9,325 5,549,307
EMC Corp. (a) 32,200 786,324
6,335,631
Construction & Engineering – 1.3%
Fluor Corp. 19,100 1,066,735
Diversified Financial Services – 0.6%
IntercontinentalExchange, Inc. (a) 3,400 445,400
Energy Equipment & Services – 1.8%
FMC Technologies, Inc. (a) 13,800 564,420
Schlumberger Ltd. 12,300 855,219
1,419,639
Food & Staples Retailing – 2.7%
Costco Wholesale Corp. 9,000 885,870
CVS Caremark Corp. 26,700 1,238,880
2,124,750
Health Care Equipment & Supplies – 4.1%
Covidien plc 19,700 1,082,515
Edwards Lifesciences Corp. (a) 9,800 850,934
Intuitive Surgical, Inc. (a) 2,380 1,290,484
3,223,933
Health Care Providers & Services – 4.2%
Express Scripts Holding Co. (a) 34,750 2,138,515
UnitedHealth Group, Inc. 21,200 1,187,200
3,325,715
Health Care Technology – 1.4%
Cerner Corp. (a) 14,300 1,089,517
Hotels, Restaurants & Leisure – 3.8%
Las Vegas Sands Corp. 19,200 891,648
Starbucks Corp. 27,300 1,253,070
Yum! Brands, Inc. 11,800 827,298
2,972,016
Household Durables – 0.5%
Lennar Corp., Class A 10,600 397,182
Internet & Catalog Retail – 4.5%
Amazon.com, Inc. (a) 7,150 1,664,663
Priceline.com, Inc. (a) 3,230 1,853,277
3,517,940
Internet Software & Services – 5.5%
eBay, Inc. (a) 26,100 1,260,369
Facebook, Inc., Class A(a) 22,200 468,753
Google, Inc., Class A(a) 2,895 1,967,934
VeriSign, Inc. (a) 16,500 611,655
4,308,711
IT Services – 8.0%
International Business Machines Corp. 12,400 2,412,172
Teradata Corp. (a) 9,800 669,438
Visa, Inc., Class A 23,200 3,219,232
6,300,842
Machinery – 3.9%
Danaher Corp. 44,300 2,291,639
Illinois Tool Works, Inc. 13,000 797,290
3,088,929
Media – 1.8%
CBS Corp., Class B 20,300 657,720
Sirius XM Radio, Inc. (a) 276,900 775,320
1,433,040
Oil, Gas & Consumable Fuels – 3.2%  
Cabot Oil & Gas Corp. 17,300   812,754
Concho Resources, Inc. (a) 11,000 947,320
Range Resources Corp. 12,100 790,856
2,550,930
Personal Products – 0.8%
The Estee Lauder Cos., Inc., Class A 10,700 659,334
Pharmaceuticals – 0.3%
Allergan, Inc. 2,600 233,792
Real Estate Investment Trusts (REITs) – 1.6%
American Tower Corp. 16,600 1,249,814

52       HSBC PORTFOLIOS See notes to financial statements.



HSBC GROWTH PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Common Stocks, continued
 
Shares       Value ($)
Road & Rail – 3.9%
Union Pacific Corp. 25,200 3,100,356
Semiconductors & Semiconductor Equipment – 0.3%
Altera Corp. 7,800 237,744
Software – 3.3%
Intuit, Inc. 14,300 849,706
Salesforce.com, Inc. (a) 12,200 1,780,956
2,630,662
Specialty Retail – 4.8%
Dollar General Corp. (a) 20,600 1,001,572
Ross Stores, Inc. 12,500 761,875
The Gap, Inc. 25,800 921,576
The Home Depot, Inc. 6,800 417,384
Ulta Salon, Cosmetics & Fragrance, Inc. 7,700 710,094
3,812,501
Textiles, Apparel & Luxury Goods – 3.4%
Coach, Inc. 14,500 812,725
Michael Kors Holdings Ltd. (a) 15,700 858,633
Ralph Lauren Corp. 6,800 1,045,092
2,716,450
Trading Companies & Distributors – 0.4%
W. W. Grainger, Inc. 1,600 322,256
Wireless Telecommunication Services – 1.3%
SBA Communications Corp., Class A(a) 15,800 1,052,754
TOTAL COMMON STOCKS
       (COST $62,731,859) 76,045,274
 
Investment Company – 4.0%
 
Northern Institutional Diversified Assets
       Portfolio, Institutional Shares,
       0.01% (b) 3,113,192   3,113,192
TOTAL INVESTMENT COMPANY  
       (COST $3,113,192) 3,113,192
TOTAL INVESTMENT SECURITIES
       (COST $65,845,051) — 100.2% 79,158,466
____________________

Percentages indicated are based on net assets of $79,018,334.
 
(a)      Represents non-income producing security.
(b) The rate represents the annualized one-day yield that was in effect on October 31, 2012.

See notes to financial statements. HSBC PORTFOLIOS       53



HSBC OPPORTUNITY PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012

Common Stocks – 96.7%
 
Shares Value ($)
Aerospace & Defense – 3.4%      
BE Aerospace, Inc. (a) 50,130 2,260,362
TransDigm Group, Inc. 21,130 2,814,727
5,075,089
Biotechnology – 1.8%
Alkermes plc (a) 73,880 1,368,996
Cubist Pharmaceuticals, Inc. (a) 32,130 1,378,377
2,747,373
Building Products – 1.1%  
Owens Corning, Inc. (a) 51,400 1,726,526
Capital Markets – 3.6%
Lazard Ltd., Class A 92,260 2,717,980
Raymond James Financial, Inc. 69,860 2,664,460
5,382,440
Chemicals – 4.2%
Celanese Corp., Series A 36,260 1,377,517
Cytec Industries, Inc. 31,780 2,187,100
Georgia Gulf Corp. 34,140 1,208,215
Westlake Chemical Corp. 20,485 1,558,089
6,330,921
Commercial Banks – 3.3%
Comerica, Inc. 88,500 2,638,185
First Horizon National Corp. 1 9
First Republic Bank 67,060 2,303,511
    4,941,705
Commercial Services & Supplies – 2.1%
Waste Connections, Inc. 94,065 3,088,154
Communications Equipment – 1.4%
JDS Uniphase Corp. (a) 138,580 1,342,840
Riverbed Technology, Inc. (a) 43,320 800,121
2,142,961
Containers & Packaging – 3.1%
Crown Holdings, Inc. (a) 76,040 2,908,530
Packaging Corp. of America 48,610 1,714,475
4,623,005
Electrical Equipment – 2.1%
Hubbell, Inc., Class B 37,580 3,146,198
Electronic Equipment, Instruments & Components – 0.6%
Jabil Circuit, Inc. 48,850 847,059
Energy Equipment & Services – 1.7%
Rowan Cos. plc, Class A(a) 78,140 2,477,819
Food Products – 2.6%
Ralcorp Holdings, Inc. (a) 54,790 3,955,290
Health Care Equipment & Supplies – 6.3%
Conceptus, Inc. (a) 38,650 728,166
DENTSPLY International, Inc. 96,900 3,569,796
Hologic, Inc. (a) 109,430 2,256,446
IDEXX Laboratories, Inc. (a) 22,000 2,116,400
Volcano Corp. (a) 26,100 746,982
9,417,790
Health Care Providers & Services – 4.2%
Coventry Health Care, Inc. 109,270 4,768,543
Owens & Minor, Inc. 52,110 1,483,571
6,252,114
Household Durables – 0.9%
NVR, Inc. (a) 1,436 1,297,771
Insurance – 2.2%
Everest Re Group Ltd. 22,975 2,551,373
Genworth Financial, Inc., Class A(a) 136,280 812,229
3,363,602
IT Services – 4.7%
Alliance Data Systems Corp. (a) 31,580 4,517,519
FleetCor Technologies, Inc. (a) 53,690 2,545,443
7,062,962
Life Sciences Tools & Services – 2.0%
Mettler-Toledo International, Inc. (a) 18,130 3,070,678
Machinery – 5.6%
Crane Co. 41,964 1,761,649
Gardner Denver, Inc. 29,280 2,029,982
IDEX Corp. 59,290 2,521,604
The Timken Co. 54,010 2,132,855
8,446,090
Media – 0.7%
Manchester United plc, Class A(a) 85,800 1,080,222
Oil, Gas & Consumable Fuels – 5.4%
Denbury Resources, Inc. (a) 175,320 2,687,656
Tesoro Corp. 144,010 5,430,617
8,118,273
Pharmaceuticals – 1.2%
Elan Corp. plc ADR (a) 167,700 1,811,160
Professional Services – 1.5%
IHS, Inc., Class A(a) 25,815 2,178,528
Real Estate Management & Development – 1.9%
Jones Lang LaSalle, Inc. 37,530 2,917,582
Road & Rail – 2.9%
Hertz Global Holdings, Inc. (a) 145,380 1,929,193
Landstar System, Inc. 46,710 2,365,861
4,295,054

54       HSBC PORTFOLIOS See notes to financial statements.



HSBC OPPORTUNITY PORTFOLIO
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Common Stocks, continued
       
Shares Value ($)
Semiconductors & Semiconductor Equipment – 3.1%
NXP Semiconductors NV (a) 120,500 2,923,330
Skyworks Solutions, Inc. (a) 76,060 1,779,804
4,703,134
Software – 6.5%
Concur Technologies, Inc. (a) 10,370 686,805
Fortinet, Inc. (a) 120,020 2,324,788
Informatica Corp. (a) 76,000 2,062,640
Nuance Communications, Inc. (a) 132,620 2,952,121
QLIK Technologies, Inc. (a) 91,220 1,679,360
9,705,714
Specialty Retail – 11.4%
American Eagle Outfitters, Inc. 143,200 2,988,584
Foot Locker, Inc. 117,110 3,923,185
GNC Holdings, Inc., Class A 27,550 1,065,359
O’Reilly Automotive, Inc. (a) 15,250 1,306,620
Signet Jewelers Ltd. 63,980 3,311,605
Tractor Supply Co. 15,900   1,530,216
Williams-Sonoma, Inc. 63,280 2,925,434
17,051,003
Textiles, Apparel & Luxury Goods – 1.1%
Michael Kors Holdings Ltd. (a) 29,900 1,635,231
Trading Companies & Distributors – 4.1%
Beacon Roofing Supply, Inc. (a) 30,480 985,723
United Rentals, Inc. (a) 53,940 2,193,200
WESCO International, Inc. (a) 46,970 3,047,414
6,226,337
TOTAL COMMON STOCKS
       (COST $123,929,913) 145,117,785
 
Investment Company – 3.2%
 
Northern Institutional Government
       Select Portfolio, Institutional Shares,
       0.01% (b) 4,802,550 4,802,550
TOTAL INVESTMENT COMPANY
       (COST $4,802,550) 4,802,550
TOTAL INVESTMENTS SECURITIES
       (COST $128,732,463) — 99.9% 149,920,335
____________________

Percentages indicated are based on net assets of $150,058,525.
 
(a)     Represents non-income producing security.
(b) The rate represents the annualized one-day yield that was in effect on October 31, 2012.

ADR     American Depositary Receipt

See notes to financial statements. HSBC PORTFOLIOS       55



HSBC PORTFOLIOS
Statements of Assets and Liabilities—as of October 31, 2012

Growth Opportunity
Portfolio Portfolio
Assets:                    
       Investments in non-affiliates, at value $ 79,158,466 $ 149,920,335
       Dividends receivable 12,747 302,586
       Receivable for investments sold 406,110
       Prepaid expenses and other assets 323 582
       Total Assets 79,577,646 150,223,503
 
Liabilities:
       Payable for investments purchased 397,255 23,734
       Accrued expenses and other liabilities:  
              Investment Management 131,575 101,785
              Administration 2,231 4,122
              Compliance Service 11 53
              Accounting 60     55
              Custodian   3,653   16,545
              Trustee   70   172
              Other 24,457 18,512
       Total Liabilities 559,312 164,978
 
Applicable to investors’ beneficial interest $ 79,018,334 $ 150,058,525
Total Investments, at cost $ 65,845,051 $ 128,732,463

56       HSBC PORTFOLIOS See notes to financial statements.



HSBC PORTFOLIOS
Statements of Operations—For the year ended October 31, 2012

Growth Opportunity
Portfolio Portfolio
Investment Income:                    
       Dividends $ 749,933 $ 1,569,670
       Foreign tax withholding (1,261 )
       Total Investment Income 748,672 1,569,670
 
Expenses:
       Investment Management 512,293 1,180,005
       Administration   27,586 45,956
       Accounting 44,566   44,443
       Compliance Service 775   1,239  
       Custodian 15,446   33,744
       Printing 3,731 6,228
       Professional   17,377 17,184
       Trustee 2,279   3,755
       Other 8,123 12,226
              Total Expenses 632,176 1,344,780
 
              Net Investment Income (Loss) 116,496 224,890
 
Net Realized/Unrealized Gains (Losses) from Investments:  
Net realized gains (losses) from investment securities 12,654,581 8,826,465
Change in unrealized appreciation/depreciation on investments (6,525,872 )   8,291,618
 
Net realized/unrealized gains from investments 6,128,709 17,118,083
Change In Net Assets Resulting From Operations $ 6,245,205 $ 17,342,973

See notes to financial statements. HSBC PORTFOLIOS       57



HSBC PORTFOLIOS
Statements of Changes in Net Assets

Growth Opportunity
Portfolio Portfolio
For the For the For the For the
year ended year ended year ended year ended
October 31, 2012 October 31, 2011 October 31, 2012 October 31, 2011
Investment Activities:                                                    
Operations:
       Net investment income (loss) $ 116,496 $ 69,416 $ 224,890 $ 79,759
       Net realized gains (losses) from investments 12,654,581 10,568,671 8,826,465 24,005,437
       Change in unrealized appreciation/depreciation  
              from investments (6,525,872 ) 387,197 8,291,618 (5,303,339 )
Change in net assets resulting from operations 6,245,205 11,025,284 17,342,973 18,781,857
       Proceeds from contributions 10,142,030 20,411,483 15,884,698 16,493,895
       Value of withdrawals (42,657,788 ) (24,898,681 ) (24,493,548 ) (33,352,902 )
Change in net assets resulting from transactions
       in investors’ beneficial interest (32,515,758 ) (4,487,198 ) (8,608,850 ) (16,859,007 )
Change in net assets (26,270,553 ) 6,538,086 8,734,123 1,922,850
 
Net Assets:  
       Beginning of period     105,288,887     98,750,801     141,324,402     139,401,552
       End of period $ 79,018,334   $ 105,288,887   $ 150,058,525 $ 141,324,402

58       HSBC PORTFOLIOS See notes to financial statements.



HSBC PORTFOLIO
Financial Highlights

Selected data for a share outstanding throughout the periods indicated.

Ratio/Supplementary Data
Ratio of
Ratio of Net Expenses
Ratio of Net Investment to Average
      Net Assets at       Expenses to       Income (Loss)       Net Assets      
Total End of Period Average Net to Average Net (Excluding Fee Portfolio
Return (000’s) Assets Assets Reductions) Turnover
GROWTH PORTFOLIO        
Year Ended October 31, 2008 (37.75 )%(a) $ 81,942 0.62 % 0.19 % 0.62 % 158 %
Year Ended October 31, 2009 19.31 % $ 88,163 0.69 % 0.17 % 0.69 % 66 %
Year Ended October 31, 2010 20.34 % $ 98,751 0.68 %   (0.04 )% 0.68 % 89 %
Year Ended October 31, 2011 11.07 % $ 105,289 0.66 % 0.07 % 0.66 % 56 %
Year Ended October 31, 2012 7.18 % $ 79,018 0.71 % 0.13 % 0.71 % 53 %
OPPORTUNITY PORTFOLIO
Year Ended October 31, 2008 (35.30 )% $ 127,970 0.87 % (0.46 )% 0.87 % 80 %
Year Ended October 31, 2009 15.41 %   $ 129,748   0.90 % (0.37 )% 0.90 % 65 %
Year Ended October 31, 2010 28.74 % $ 139,402 0.89 % (0.35 )% 0.89 %   68 %
Year Ended October 31, 2011 12.40 %   $ 141,324   0.88 % 0.05 % 0.88 % 69 %
Year Ended October 31, 2012 12.71 % $ 150,059 0.91 % 0.15 %   0.91 % 59 %

(a)     

During the year ended October 31, 2008, Winslow Capital Management, Inc. reimbursed $ 64,658 to the Growth Portfolio related to violations of certain investment policies and limitations. The corresponding impact to the total return was 0.08% .


See notes to financial statements. HSBC PORTFOLIOS       59



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012

1. Organization:

     The HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Portfolio Trust”), is an open-end management investment company organized as a New York trust under the laws of the State of New York on November 1, 1994. The Portfolio Trust contains the following master funds (individually a “Portfolio,” collectively the “Portfolios”):

Portfolio   Short Name  
HSBC Growth Portfolio (formerly, HSBC Investor Growth Portfolio) Growth Portfolio
HSBC Opportunity Portfolio (formerly, HSBC Investor Opportunity Portfolio) Opportunity Portfolio    

     The Portfolios operate as master funds in master-feeder arrangements, in which other funds invest all or part of their investable assets in the Portfolios. The Portfolios also receive investments from funds of funds. The Declaration of Trust permits the Board of Trustees (the “Board”) to issue an unlimited number of beneficial interests in the Portfolios.

     The Portfolios are diversified series of the Portfolio Trust and are part of the HSBC Family of Funds (formerly, HSBC Investor Family of Funds), which also includes HSBC Advisor Funds Trust and HSBC Funds (formerly, HSBC Investor Funds) (collectively, the “Trusts”). Financial statements for all other funds of the Trusts are published separately.

     Under the Portfolio Trust’s organizational documents, the Portfolio Trust’s officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Portfolios. In addition, in the normal course of business, the Portfolio Trust may enter into contracts with its service providers, which also provide for indemnifications by the Portfolios. The Portfolios’ maximum exposure under these arrangements is unknown as this would involve any future claims that may be made against the Portfolios. However, based on experience, the Portfolio Trust expects that risk of loss to be remote.

2. Significant Accounting Policies:

     The following is a summary of the significant accounting policies followed by the Portfolios in the preparation of their financial statements. The policies are in conformity with U.S. generally accepted accounting principles (“GAAP”). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Securities Valuation:

     The Portfolios record their investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 3 below.

Investment Transactions and Related Income:

     Investment transactions are accounted for not later than on the business day after trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Investment gains and losses are calculated on the identified cost basis. Interest income is recognized on the accrual basis and includes, where applicable, the amortization or accretion of premium or discount. Dividend income is recorded on the ex-dividend date.

Expense Allocations:

     Expenses directly attributable to a Portfolio are charged to that Portfolio. Expenses not directly attributable to a Portfolio are allocated proportionally among the applicable portfolios or funds within the HSBC Family of Funds in relation to net assets or on another reasonable basis.

60       HSBC PORTFOLIOS



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

Federal Income Taxes:

     Each Portfolio will be treated as a partnership for U.S. federal income tax purposes. Accordingly, each Portfolio passes through all of its net investment income and gains and losses to its feeder funds, and is therefore not subject to U.S. federal income tax. As such, investors in the Portfolios will be taxed on their respective share of the Portfolios’ ordinary income and realized gains. It is intended that the Portfolios will be managed in such a way that an investor will be able to satisfy the requirements of the Internal Revenue Code, as amended, applicable to regulated investment companies.

     Management of the Portfolios has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

3. Investment Valuation Summary:

     The valuation techniques employed by the Portfolios, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Portfolios’ investments are summarized in the three broad levels listed below:

  • Level 1: quoted prices in active markets for identical assets
     
  • Level 2: other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
     
  • Level 3: significant unobservable inputs (including the Portfolio’s own assumptions in determining the fair value of investments)

     Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Funds determine transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

     Exchange traded, domestic equity securities are valued at the last sale price on a national securities exchange, or in the absence of recorded sales, at the readily available closing bid price on such exchanges, or at the quoted bid price in the over-the-counter market and are typically categorized as Level 1 in the fair value hierarchy.

     Shares of exchange traded and closed-end registered investment companies are valued in the same manner as other equity securities and are typically categorized as Level 1 in the fair value hierarchy. Mutual funds are valued at their net asset values, as reported by such companies and are typically categorized as Level 1 in the fair value hierarchy.

     Repurchase agreements are valued at original cost and are typically categorized as Level 2 in the fair value hierarchy.

     Securities or other assets for which market quotations are not readily available, or are deemed unreliable due to a significant event, are valued pursuant to procedures adopted by the Trusts’ Board (“Procedures”). Depending on the source and relative significance of valuation inputs, these instruments may be classified as Level 2 or Level 3 in the fair value hierarchy. Examples of potentially significant events that could affect the value of an individual security and thus require pricing under the procedures include corporate actions by the issuer, announcements by the issuer relating to its earnings or products, regulatory news, natural disasters, and litigation. Examples of potentially significant events that could affect multiple securities held by a Portfolio include governmental actions, natural disasters, and armed conflicts.

     For the year ended October 31, 2012, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

HSBC PORTFOLIOS       61



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

     The following is a summary of the valuation inputs used as of October 31, 2012 in valuing the Portfolios’ investments based upon three levels defined above:

      LEVEL 1 ($)       LEVEL 2 ($)       LEVEL 3 ($)       Total ($)
Growth Portfolio
Investment Securities:
     Common Stocks (a) 76,045,274 76,045,274
     Investment Company 3,113,192 3,113,192
          Total Investment Securities 79,158,466 79,158,466
 
Opportunity Portfolio
Investment Securities:
     Common Stocks (a) 145,117,785 145,117,785
     Investment Company 4,802,550 4,802,550
          Total Investment Securities 149,920,335 149,920,335
____________________

 
(a)      For detailed investment categorizations, see the accompanying Schedules of Portfolio Investments.

New Accounting Pronouncements:

     In December 2011, the Financial Accounting Standards Board issued ASU No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” requiring disclosure of both gross and net information related to offsetting and related arrangements enabling users of its financial statements to understand the effect of those arrangements on the entity’s financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRSs. ASU No. 2011-11 is effective for interim and annual periods beginning on or after January 1, 2013. Adoption of ASU No. 2011-11 will have no effect on the Portfolios’ net assets. At this time, management is evaluating any impact ASU No. 2011-11 may have on the Portfolios’ financial statements disclosures.

4. Related Party Transactions and Other Agreements:

Investment Management:

     HSBC Global Asset Management (USA) Inc. (“HSBC” or the “Investment Adviser”), a wholly owned subsidiary of HSBC Bank USA, N.A., a national bank organized under the laws of the United States, acts as the Investment Adviser to the Portfolios pursuant to an investment management contract with the Portfolio Trust. As Investment Adviser, HSBC manages the investments of the Portfolios and continuously reviews, supervises, and administers the Portfolios’ investments. Winslow Capital Management, Inc. (“Winslow”) and Westfield Capital Management Company, L.P. (“Westfield”) serve as subadvisers for the Growth Portfolio and Opportunity Portfolio, respectively, and are paid for their services directly by the respective Portfolios.

62       HSBC PORTFOLIOS



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

     For their services, the Investment Adviser and Winslow receive in aggregate, from the Growth Portfolio, a fee, accrued daily and paid monthly, at an annual rate of:

Based on Average Daily Net Assets of all Sub-Adviser serviced funds and separate accounts affiliated
with HSBC:       Fee Rate(%)*
Up to $250 million 0.575
In excess of $250 million but not exceeding $500 million   0.525
In excess of $500 million but not exceeding $750 million 0.475
In excess of $750 million but not exceeding $1 billion 0.425
In excess of $1 billion 0.375
____________________

 
*      The Growth Portfolio may pay the Investment Adviser and Winslow an aggregate maximum fee of up to 0.68%. Currently, the Investment Adviser’s contractual fee is 0.175% and Winslow’s maximum contractual fee is 0.40%. Accordingly, the current aggregate maximum fee rate is 0.575%.

     For their services, the Investment Adviser and Westfield receive in aggregate, a fee, accrued daily and paid monthly, at an annual rate of 0.80% of the Opportunity Portfolio’s average daily net assets.

     Any voluntary fee waivers/reimbursements are not subject to recoupment in subsequent fiscal periods. Voluntary waiver/reimbursements may be stopped at any time.

Administration:

     HSBC serves the Trusts as Administrator. Under the terms of the Administration Agreement, HSBC receives from the Trusts a fee, accrued daily and paid monthly at an annual rate of:

Based on Average Daily Net Assets of         Fee Rate(%)
Up to $10 billion 0.0550
In excess of $10 billion but not exceeding $20 billion   0.0350
In excess of $20 billion but not exceeding $50 billion 0.0275
In excess of $50 billion 0.0250

     The fee rates and breakpoints are determined on the basis of the aggregate average daily net assets of the Trusts, however, the assets of the Portfolios and HSBC Funds and HSBC Advisor Fund that invest in the Portfolios are not double-counted. The total administration fee paid to HSBC is allocated to each series based upon its proportionate share of the aggregate net assets of the Trusts. For assets invested in the Portfolios by the HSBC Funds and HSBC Advisor Fund, the Portfolios pay half of the administration fee and the other funds pay half of the administration fee, for a combination of the total fee rate set forth above.

     Pursuant to a Sub-Administration Agreement with HSBC, Citi Fund Services Ohio, Inc. (“Citi”), a wholly-owned subsidiary of Citigroup, Inc., serves as the Trusts’ Sub-Administrator subject to the general supervision by the Trusts’ Board and HSBC. For these services, Citi is entitled to a fee, payable by HSBC, at an annual rate equivalent to the fee rates set forth above subject to certain reductions associated with services provided to new portfolios, minus 0.02% which is retained by HSBC.

     Under a Compliance Services Agreement between the Trusts and Citi (the “CCO Agreement”), Citi makes an employee available to serve as the Trusts’ Chief Compliance Officer (the “CCO”). Under the CCO Agreement, Citi also provides infrastructure and support in implementing the written policies and procedures comprising the Trusts’ compliance program, including support services to the CCO. For the services provided under the CCO Agreement, the Trusts paid Citi $281,280 for the year ended October 31, 2012, plus reimbursement of certain expenses. Expenses incurred by each Portfolio are reflected on the Statements of Operations as “Compliance Services.” Citi pays the salary and other compensation earned by individuals as employees of Citi.

HSBC PORTFOLIOS       63



HSBC PORTFOLIOS
Notes to Financial Statements—as of October 31, 2012 (continued)

Fund Accounting:

     Citi provides fund accounting services for the Portfolio Trust. For its services to the Portfolios, Citi receives an annual fee per portfolio, including reimbursement of certain expenses, that is accrued daily and paid monthly.

Independent Trustees:

     Prior to January 1, 2012, the Trusts, in the aggregate, paid each Independent Trustee an annual retainer of $63,000, a fee of $5,000 for each regular meeting of the Board of Trustees attended, a fee of $3,000 for each special telephonic meeting attended, and a fee of $5,000 for each special in-person meeting attended. The Trusts also paid each Independent Trustee an annual retainer of $3,000 for each Committee on which such Trustee served as a Committee member as well as a fee of $3,000 for each Committee meeting attended. Additionally, the Trusts paid each Committee Chair an annual retainer of $6,000, with the exception of the Chair of the Audit Committee, who received a retainer of $8,000. The Trusts also paid the Chairman of the Board, an additional annual retainer of $20,000, as well as an additional $4,000 for each regular meeting of the Board attended. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee was compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

     Effective January 1, 2012, the Trusts pay each Independent Trustee an annual retainer of $100,000. The Trusts pay a fee of $10,000 for each regular meeting of the Board of Trustees attended and a fee of $3,000 for each special meeting attended. The Trusts pay each Committee Chair an annual retainer of $3,000, with the exception of the Chair of the Audit Committee, who receives a retainer of $6,000. The Trusts also pay the Chairman of the Board, an additional annual retainer of $24,000. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee is compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

5. Investment Transactions:

     Cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) for the year ended October 31, 2012 were as follows:

Portfolio Name         Purchases($)       Sales($)
Growth Portfolio   46,467,415 78,190,349
Opportunity Portfolio 83,879,531 91,164,123

     For the year ended October 31, 2012, there were no long-term U.S. government securities held by the Portfolio Trust.

6. Federal Income Tax Information:

     At October 31, 2012, the cost basis of securities for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation and net unrealized appreciation/depreciation were as follows:

Net Unrealized
Tax Unrealized Tax Unrealized Appreciation
Fund         Tax Cost($)       Appreciation($)       Depreciation($)       (Depreciation)($)*
Growth Portfolio   62,543,316   17,313,687     (698,537 )       16,615,150  
Opportunity Portfolio 129,645,392   26,834,599     (6,559,656 )     20,274,943  
____________________

 
*       The difference between book-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales.

7. Subsequent Events:

     Management has evaluated events and transactions through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

64       HSBC PORTFOLIOS



Report of Independent Registered Public Accounting Firm


To the Shareholders and Board of Trustees of
HSBC Portfolios:

We have audited the accompanying statements of assets and liabilities of HSBC Portfolios - HSBC Growth Portfolio and HSBC Opportunity Portfolio (formerly known as HSBC Investor Growth Portfolio and HSBC Investor Opportunity Portfolio) (the Funds), including the schedules of portfolio investments, as of October 31, 2012, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2012, by correspondence with the custodian or brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Funds as of October 31, 2012, the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.


Columbus, Ohio
December 21, 2012

HSBC PORTFOLIOS       65



HSBC PORTFOLIOS
Table of Shareholder Expenses—as of October 31, 2012

     As a shareholder of the Portfolios, you incur ongoing costs, including management fees and other Fund expenses.

     These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolios and to compare these costs with the ongoing costs of investing in other mutual funds.

     These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2012 through October 31, 2012.

Actual Example

     The table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
      5/1/12       10/31/12       5/1/12 - 10/31/12       5/1/12 - 10/31/12
Growth Portfolio   $ 1,000.00     $ 991.20     $ 3.65   0.73 %
Opportunity Portfolio 1,000.00 950.20 4.51 0.92 %
____________________

 
*      Expenses are equal to the average account value over the period, multiplied by the Portfolio’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

Hypothetical Example for Comparison Purposes

     The table below provides information about hypothetical account values and hypothetical expenses based on each Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

     Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
      5/1/12       10/31/12       5/1/12 - 10/31/12       5/1/12 - 10/31/12
Growth Portfolio   $ 1,000.00     $ 1,021.47     $ 3.71   0.73 %
Opportunity Portfolio 1,000.00 1,020.51 4.67 0.92 %
____________________

 
*      Expenses are equal to the average account value over the period, multiplied by the Portfolio’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

66        HSBC PORTFOLIOS



HSBC PORTFOLIOS
Board of Trustees and Officers (Unaudited)

MANAGEMENT OF THE TRUST

     The following table contains information regarding the HSBC Family of Funds’ Board of Trustees (“Trustees”). Asterisks indicate those Trustees who are “interested persons,” as defined in the Investment Company Act of 1940, as amended, of the HSBC Family of Funds. The HSBC Family of Funds’ Statement of Additional Information includes additional information about the Trustees and is available, without charge, upon request by calling (888) 525-5757.

Portfolios in
Position(s) Term of Office Fund Complex Other
Name, Held with and Length of Principal Occupation(s) Overseen By Directorships
Address, Age       Funds       Time Served       During Past 5 Years       Trustee*       Held by Trustee
NON-INTERESTED
       TRUSTEES
 

MARCIA L. BECK
P.O. Box 182845
Columbus, OH
43218-3035
Age: 57

Trustee

Indefinite;
2008 to present

Private Investor (June 1999 – present); Executive Vice President, Prudential Investments (1997 – 1999); President and Trustee, The Goldman Sachs Mutual Funds (1992 – 1996)

23

None

 

SUSAN S. HUANG
P.O. Box 182845
Columbus, OH
43218-3035
Age: 58

 

Trustee

Indefinite;
2008 to present

Private Investor (2000- present); Senior Vice President, Schroder Investment Management (2001 – 2004); Managing Director, Chase Asset Management (1995-2000)

23

None

 

ALAN S. PARSOW
P.O. Box 182845
Columbus, OH
43218-3035
Age: 62

 

Trustee

 

Indefinite;
1987 to present

 

General Partner, Elkhorn Partners, L.P. (a private investment partnership) (1989 – present)

23

None

 

THOMAS F. ROBARDS
P.O. Box 182845
Columbus, OH
43218-3035
Age: 66

Trustee

Indefinite;
2005 to present

Partner, Robards & Co. LLC (investment and advisory services) (2005-present); Chief Financial Officer, American Museum of Natural History (2003- 2004); Chief Financial Officer, Datek Online Holdings (2000-2003); Previously EVP and CFO Republic New York Corporation

 

23

 

Overseas Shipholding Group (NYSE listed energy transportation); Ellington Financial LLC (NYSE listed financial services)

 

MICHAEL SEELY
P.O. Box 182845
Columbus, OH
43218-3035
Age: 67

Chairman and
Trustee

Indefinite;
1987 to present

Private Investor (2003-present); General Partner, Global Multi Manager Partners (1999-2003); President of Investor Access Corporation (1981-2003)

23

None

 

INTERESTED TRUSTEE

 

DEBORAH HAZELL
452 Fifth Avenue
New York
NY 10018
Age: 49

Trustee

Indefinite;
2011 to present

CEO, HSBC Global Asset Management (USA) Inc. (2011-present); President and CEO, Fisher Francis Trees & Watts (“FFTW”) (investment advisor), February 2008-June 2011; Client Service, Business Development and Marketing Group, FFTW (October 1999-February 2008)

23

None

____________________

 
*       Includes the Trust, the HSBC Advisor Fund Trust and the HSBC Portfolios.

68       HSBC PORTFOLIOS



HSBC PORTFOLIOS
Board of Trustees and Officers (Unaudited) (continued)

Position(s) Held Term of Office and Principal Occupation(s)
Name, Address, Age       with Funds       Length of Time Served       During Past 5 Years
 
OFFICERS
 

RICHARD A. FABIETTI
452 Fifth Avenue
New York, NY 10018
Age: 54

President

One year;
2004 to present

Senior Vice President, Head of Product Management, HSBC Global Asset Management (USA) Inc.
(1998 - present)

 

STEPHEN SIVILLO
452 Fifth Avenue
New York, NY 10018
Age: 41

Vice President

 

One year;
2010 to present

Vice President of Product Administration, HSBC Global Asset Management (USA) Inc. (2010 - present); Chief Compliance Officer, Managers Funds (2009 – 2010); Director, Mutual Fund Compliance, AllianceBernstein (2007-2009); Assistant Vice President, Compliance, AllianceBernstein (2005-2007)

 

TY EDWARDS*
3435 Stelzer Road
Columbus, OH 43219-3035
Age: 46

 

Treasurer

 

One year;
2010 to present

 

Senior Vice President, Citi Fund Services (2010– present); Director, Product Management, Columbia Management (2007-2009); Deputy Treasurer, Columbia Funds, (2006-2007); Director, Fund Administration, Columbia Management (2004-2007)

 

JENNIFER A. ENGLISH*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

 

Secretary

One year;
2008 to present

Senior Vice President, Regulatory Administration, Citi (2005 - present)

 

DANIO MASTROPIERI*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

Assistant Secretary

One year;
December 2012
to present

Vice President, Regulatory Administration, Citi (2007 - present)

 

FREDERICK J. SCHMIDT*
1 Rexcorp Plaza
Uniondale, NY 11556
Age: 53

Chief Compliance
Officer

One year;
2004 to present

Director and Chief Compliance Officer, CCO Services, Citi (2004 - present)

____________________

 
*      Mr. Edwards, Mr. Schmidt, Ms. English and Mr. Mastropieri also are officers of other investment companies of which Citi (or an affiliate) is the administrator or sub-administrator.

HSBC PORTFOLIOS       69



     Other Information (Unaudited):

     Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 1-800-525-5757 for HSBC Bank USA and HSBC Brokerage (USA) Inc. clients and 1-800-782-8183 for all other shareholders; (ii) on the Funds’ website at www.investorfunds.us.hsbc.com; and (iii) on the Security and Exchange Commission’s (“Commission”) website at http://www.sec.gov.

     The Funds file their complete schedules of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Commission’s website at http://www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Funds’ Schedules of Investments will be available no later than 60 days after each period end, without charge, on the Funds’ website at www.investorfunds.us.hsbc.com.

     An investment in a Fund is not a deposit of HSBC Bank USA, National Association, and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

70       HSBC PORTFOLIOS



HSBC FAMILY OF FUNDS:

INVESTMENT ADVISER AND ADMINISTRATOR

HSBC Global Asset Management (USA) Inc.
452 Fifth Avenue
New York, NY 10018

SUB-ADVISERS

HSBC Growth Portfolio
Winslow Capital Management, Inc.
4720 IDS Tower
80 South Eighth Street
Minneapolis, MN 55402

HSBC Opportunity Portfolio
Westfield Capital Management Company, L.P.
One Financial Center
Boston, MA 02111

SHAREHOLDER SERVICING AGENTS

For HSBC Bank USA, N.A. and
HSBC Securities (USA) Inc. Clients

HSBC Bank USA, N.A.
452 Fifth Avenue
New York, NY 10018
1-888-525-5757

For All Other Shareholders

HSBC Funds
P.O. Box 182845
Columbus, OH 43218
1-800-782-8183

TRANSFER AGENT

Citi Fund Services
3435 Stelzer Road
Columbus, OH 43219

DISTRIBUTOR

Foreside Distribution Services, L.P.
690 Taylor Road, Suite 150
Gahanna, OH 43230

CUSTODIAN

The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60603

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

KPMG LLP
191 West Nationwide Blvd., Suite 500
Columbus, OH 43215

LEGAL COUNSEL

Dechert LLP
1775 I Street, N.W.
Washington, D.C. 20006












The HSBC Family of Funds are distributed by Foreside Distribution Services, L.P. This document must be preceded or accompanied by a current prospectus for the HSBC Funds, which you should read carefully before you invest or send money.

— NOT FDIC INSURED                    — NO BANK GUARANTEE                    — MAY LOSE VALUE

HSB-AR-WS-1212 12/12









HSBC Global Asset Management (USA) Inc.

HSBC Funds
Annual Report
October 31, 2012




MONEY MARKET FUNDS       Class A       Class B       Class C       Class D       Class E       Class I       Class Y
HSBC New York Tax-Free Money Market Fund RNTXX HNBXX HNCXX HNYXX RYEXX RYYXX
HSBC Prime Money Market Fund REAXX HSMXX HMMXX HIMXX HMEXX HSIXX RMYXX
HSBC Tax-Free Money Market Fund HBAXX HBBXX HBCXX HBDXX HBEXX HCIXX HBYXX
HSBC U.S. Government Money Market Fund FTRXX HUBXX HUMXX HGDXX HGEXX HGIXX RGYXX
HSBC U.S. Treasury Money Market Fund HWAXX HTBXX HUCXX HTDXX HTEXX HBIXX HTYXX

















Table of Contents
HSBC Family of Funds
Annual Report - October 31, 2012

Glossary of Terms      
Chairman’s Message   4
President’s Message 5
Commentary From the Investment Manager 6
Portfolio Reviews 7
Portfolio Composition 12
 
Schedules of Portfolio Investments
     
       HSBC New York Tax-Free Money Market Fund 13
       HSBC Prime Money Market Fund 17
       HSBC Tax-Free Money Market Fund 21
       HSBC U.S. Government Money Market Fund 25
       HSBC U.S. Treasury Money Market Fund 27
Statements of Assets and Liabilities 28
Statements of Operations 30
Statements of Changes in Net Assets 32
Financial Highlights 38
Notes to Financial Statements 46
Report of Independent Registered Public Accounting Firm 55
Other Federal Income Tax Information 56
Table of Shareholder Expenses 57
Board of Trustees and Officers 59
Other Information 61



Glossary of Terms

Barclays U.S. Aggregate Bond Index is an unmanaged index generally representative of investment-grade, fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.

Barclays U.S. High-Yield Corporate Bond Index is an unmanaged index that measures the non-investment grade, USD-denominated, fixed-rate, taxable corporate bond market. Securities are classified as high-yield if the middle rating of Moody’s, Fitch, and S&P is Ba1/BB+/BB+ or below. The index excludes emerging markets debt.

Gross Domestic Product (“GDP”) measures the market value of the goods and services produced by labor and property in the United States.

Lipper Money Market Funds Average is an equally weighted average of mutual funds that invest in high-quality financial instruments rated in the top two grades with dollar-weighted average maturities of less than 90 days. These funds intend to keep a constant net asset value.

Lipper New York Tax-Exempt Money Market Funds Average is an equally weighted average of mutual funds that invest in New York municipal obligations with dollar-weighted average maturities of less than 90 days. These funds intend to keep a constant net asset value.

Lipper Tax Exempt Money Market Funds Average is an equally weighted average of mutual funds that invest in high-quality municipal obligations with dollar-weighted average maturities of less than 90 days. These funds intend to keep a constant net asset value.

Lipper U.S. Government Money Market Funds Average is an equally weighted average of mutual funds that invest principally in financial instruments issued or guaranteed by the U.S. government, its agencies, or its instrumentalities, with dollar-weighted average maturities of less than 90 days. These funds intend to keep a constant net asset value.

Lipper U.S. Treasury Money Market Funds Average is an equally weighted average of mutual funds that invest principally in U.S. Treasury obligations with dollar-weighted average maturities of less than 90 days. These funds intend to keep a constant net asset value.

Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index is an unmanaged free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada. The MSCI EAFE Index consists of the following 22 developed market countries: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom.

Standard & Poor’s MidCap 400 Index is an unmanaged index that is the most widely used index for mid-sized companies. The S&P MidCap 400 covers 7% of the U.S. equities market, and is part of a series of S&P U.S. indices that can be used as building blocks for portfolio composition.

Standard & Poor’s 500 (“S&P 500”) Index is an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. The S&P 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities.

Russell 2000 ® Index is an unmanaged index that measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 ® Index is a subset of the Russell 3000 ® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership.

Lipper is an independent mutual fund performance monitor whose results are based on total return and do not reflect a sales charge.

Securities indices assume reinvestment of all distributions and interest payments and do not take in account brokerage fees or expenses. Securities in the Funds do not match those in the indices and performance of the Funds will differ. Investors cannot invest directly in an index.



Chairman’s Message

December 20, 2012

To Our Shareholders:

These are challenging times for investors.

Perhaps the central reason is the slow but remorseless unwinding of a multi-decade build-up in global debt, following the recent sharp decline in the global economy. Much of this debt has been devalued—including, for example, debt associated with U.S. housing stock or Greek government debt.

Despite these modest declines, U.S. private debt—which includes household debt from such things as credit cards and mortgages—remains high. Some historical perspective: In 1951, private sector debt stood at just 53% of the U.S. Gross Domestic Product 1 (GDP); today, that debt stands at 159%—a very high level, though down from its 2007 peak of 179%.

The turning point appears to be 2007. In that year, aggressive monetary and fiscal policies were enacted in the U.S. to stimulate the flagging economy. The result has been soaring government debt. Projections from the Congressional Budget Office suggest that the ratio of federal debt to GDP could reach 100% by the middle of the next decade—and that doesn’t reflect the increasing cost of entitlement programs.

These increasing claims on national income are worrisome, profoundly so, and have sparked intense and important debate—between Keynesians and monetarists; between free market capitalists and fans of European-style welfare economies; and, most recently, between Democrats and Republicans in the recent election.

So far, these growing claims by government on private sector income and wealth have failed to push interest rates higher. However, they have arguably, tempered the kind of growth and employment gains one would historically associate with recovery. In fact, the Federal Reserve’s Quantative Easing programs and “Operation Twist” have pushed rates to low levels, frustrating investors’ search for yield and leading our advisor and service providers to absorb about $17 million in fee waivers last year. Without these waivers our money market funds would have provided lower yields. Thus, it is no surprise that total money market fund assets have declined.

Regulators and others, parsing the entrails of the sharp recession, have proposed to change the regulation of such funds in order to prevent a future “run” on the funds during any period of economic upheaval. Proposals include a floating NAV, and variations of stable net asset value that include capital buffers.

Our other funds performed well in this difficult environment, as the following pages show.

Furthermore, the fund group continued to nourish its strategy of providing top-notch emerging market asset management products. Our most recent offering is the HSBC RMB Fixed Income Fund, which affords access to the Renminbi, the official offshore currency of the People’s Republic of China, through a portfolio of “Dim Sum” bonds. As the leading international bank in mainland China, HSBC is uniquely positioned to manage such a vehicle.

On behalf of my colleagues, I thank our investment advisor and portfolio managers, our other service providers, and you, our shareholders, for your support. We will continue to work hard to merit that confidence.

Sincerely,


Michael Seely
Chairman, HSBC Funds

1       For additional information, please refer to the Glossary of Terms.

This literature must be preceded or accompanied by an effective prospectus for the HSBC Funds. Investors should consider the investment objectives, risks, charges, and expenses of the investment company carefully before investing. The prospectus contains this and other important information about the investment company. To obtain more information, for clients of HSBC Securities (USA) Inc., please call 1-888-525-5757 or visit www.investorfunds.us.hsbc.com. For other investors and prospective investors, please call the Funds directly at 1-888-936-4722. Investors should read the prospectus carefully before investing or sending money.

4       HSBC FAMILY OF FUNDS



President’s Message

Dear Shareholder,

We are please to send to you the HSBC Funds annual report, covering the Funds’ fiscal year ended October 31, 2012. This report offers detailed information about your Funds’ investments and results. We encourage you to review it carefully.

Inside these pages you will find a letter from the Funds’ Chairman, Michael Seely, in which he comments on recent market developments. The report also includes commentary from the Funds’ portfolio managers in which they discuss the investment markets and their respective Fund’s performance. Each commentary is accompanied by the Fund’s return for the period, listed alongside the returns of its benchmark index and peer group average for comparative purposes.

On June 8 of this year we continued to expand our emerging markets funds offering by launching the HSBC RMB Fixed Income Fund. This Fund gives investors exposure to the Chinese Renminbi (“RMB”) bond market, sometimes referred to as the “dim sum” bond market. The Fund joins the HSBC Emerging Markets Local Debt Fund, HSBC Emerging Markets Debt Fund, HSBC Total Return Fund and the HSBC Frontier Markets Fund in our emerging markets segment.

In closing, we would like to thank you for investing through the HSBC Funds. We continue to focus the HSBC Fund Family investment solutions to assist our shareholders in reaching their financial goals. We appreciate the trust you place in us, and will continue working to earn it. Please contact us at any time with questions or concerns.

Sincerely,


Richard A. Fabietti

President

HSBC FAMILY OF FUNDS       5



Commentary From the Investment Manager
HSBC Global Asset Management (USA) Inc.

U.S. Economic Review

The global economy made only moderate progress in its ongoing recovery from a historic downturn during the 12-month period between November 1, 2011 and October 31, 2012. Governments around the world fueled the turnaround with aggressive monetary stimulus as policymakers struggled to revive growth against a backdrop, at least in the developed world, of bloated public debt. The Federal Reserve Board (the “Fed”) maintained the federal funds rate—a key factor in lending rates—at a historically low target range between 0.00% to 0.25%, and announced that it would keep the rate in that range until at least 2015.

The period began among concerns that the eurozone debt crisis would cause a new global recession. The situation in Europe improved somewhat during the first months of 2012, largely due to the European Central Bank’s (ECB) efforts to support liquidity. However, the prospect of another global recession loomed throughout much of the period as numerous economic indicators, such as industrial production and unemployment growth, proved disappointing. Although the U.S. economy continued to expand during the period, the pace of its growth slowed.

We believe the ECB helped to stem a liquidity crisis and alleviate fears of deepening credit problems in the eurozone. In December 2011 the ECB began distributing inexpensive loans to European banks as part of its long-term refinancing operation (LTRO) and in March 2012 began doling out an even larger amount of money in similar loans. The LTRO appeared to stabilize financial markets in the short term; nevertheless, significant uncertainties remain regarding the long-term prospects of European economies to regain their competitiveness and prevent default. The ability of Italy and Spain to reestablish market confidence remained in doubt; in addition, the long-term impact of austerity programs on economic growth raised concerns.

Slowing growth in major world economies, including the U.S. and China, presented a significant setback for the global economy. U.S. Gross Domestic Product (“GDP”) 1 increased at an annualized rate of 4.1% during the last quarter of 2011, then slowed to 2.7% or less for the remainder of the period under review. Industrial production growth was weak in both developed and emerging markets. U.S. consumer confidence improved somewhat, although real income growth and consumer savings were low. While job growth remained slow, during the last quarter of the period the unemployment rate fell below 8% for the first time in four years. During the period, the U.S. housing market showed significant signs of improvement as sales increased and inventory declined. Towards the end of the period, better economic news was seen from China, the world’s second-largest economy, leading many commentators to suggest that Chinese economic growth had turned a corner. One positive consequence of the slowdown in the global economy was a decrease in the rate of inflation in both developed and emerging economies.

Market Review

U.S. stocks posted strong gains. The first two months of the period were characterized by high volatility, as investors responded to ongoing debt problems and slowing economic growth. Equities began a strong rally in the final weeks of 2011 that continued throughout much of the period, with the exception of a pullback during the late spring. Stocks’ robust performance, despite economic setbacks, was supported in part by the actions of central banks, including the ECB’s launch of a new bond buying scheme it described as “unlimited” and the Fed’s third round of “quantitative easing.” The S&P 500 Index 1 of large-company stocks returned 15.21% for the 12 months through October 2012. Small-cap shares slightly outperformed mid- and large-caps: For the same period, the Russell 2000 ® Index 1 of small-company stocks returned 12.08%, and the S&P 400 MidCap Index 1 returned 12.11%.

The debt crisis in Europe, along with slowing growth in developing economies, led to less impressive performance for foreign stocks. The Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index 1 of international stocks in developed markets returned 4.61% for the 12-month period.

Fixed-income securities generated significant gains during the period, as global economic worries continued to drive demand for lower-risk assets. Yields on U.S. government bonds reached record lows as an increasing number of investors pursued a flight to safety. Low inflation, healthy corporate balance sheets, consumer and corporate deleveraging and a stabilizing housing market supported gains in corporate fixed-income markets, including both investment and high yield bonds. For the 12-month period the Barclays U.S. Aggregate Bond Index 1 , which tracks the broad investment-grade fixed-income market, returned 5.25%, while the Barclays U.S. High-Yield Corporate Bond Index 1 returned 13.61%.

1       For additional information, please refer to the Glossary of Terms.

6       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC New York Tax-Free Money Market Fund
(Class A Shares, Class B Shares, Class C Shares, Class D Shares and Class Y Shares)

by Jason Moshos
Senior Portfolio Manager

Investment Concerns

An investment in the Fund is not insured or guaranteed by the FDIC or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. The Fund’s income may be subject to the federal alternative minimum tax and to certain state and local taxes. Regional funds may be subject to additional risk, since the majority of issues they invest in are located in one geographical area.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Portfolio Performance

For the year ended October 31, 2012, yields on tax-free money market securities remained at historically low levels, driven in part by the Federal Reserve Board’s pledge to keep interest rates low through 2014 in an effort to boost economic growth. The federal funds rate—a key short-term interest rate that impacts yields on money market securities—ranged between 0.00% to 0.25% throughout the period.

The credit quality of many municipal securities weakened during the period, as continued high unemployment and declining tax receipts put budgetary constraints on New York state and local governments. Those budget issues caused investors to worry that municipalities might fail to meet their financial obligations. To pursue the Fund’s primary goal of capital preservation in that environment, the Fund adopted a defensive stance by emphasizing high-quality issues and deemphasizing lower rated securities. To further enhance liquidity, management positioned the Fund with a weighted-average maturity shorter than that of its peers.*

During the period the supply of tax-free money market securities was low, which resulted in low absolute yields on these securities. Many municipalities reined in their spending and borrowing plans in the face of the weak economy. Municipalities that did borrow typically preferred longer-term debt to short-term debt due to extremely low interest rates during the period. Supply was further constrained by high demand for tax-free securities from taxable money market funds and other nontraditional buyers, which favored tax-free securities because of their high yields relative to taxable money market securities.

*     Portfolio composition is subject to change.

                  Average Annual             Expense
Fund Performance Total Return (%)        Yield (%) 1 Ratio (%) 2
Inception 1 5 10 Since 7-Day      
As of October 31, 2012 Date Year Year Year Inception Average Gross Net
Class A 11/17/94 0.00 0.43 1.00 1.73 0.00 0.66 0.66
Class B 3 4/29/98 0.89 1.26 1.26
Class C 4 3/19/01 0.77 1.26 1.26
Class D 4/1/99 0.00 0.47 1.10 1.43 0.00 0.51 0.51
Class Y 7/1/96 0.00 0.55 1.27 1.87 0.00 0.26 0.26
Lipper New York Tax-Exempt
Money Market Funds Average 5 0.01 0.49 1.12 1.85 6 N/A N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by the Fund in respect of a one-time payment in respect of a class action settlement and a one-time reimbursement from HSBC Global Asset Management (USA) Inc. related to past marketing arrangements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Fund not received the payments.

1 The seven-day yield quotation more closely reflects the current earnings of the money market fund than the total return quotation. The seven-day yield reflects voluntary fee waivers/expense reimbursements. Without the voluntary fee waivers/expense reimbursements, the yields would have been -0.67%, -0.52% and -0.27% for Class A Shares, Class D Shares and Class Y Shares, respectively.
2 Reflects the expense ratio as reported in the prospectus dated February 28, 2012.
3       Reflects the applicable contingent deferred sales charge, maximum of 4.00%. Class B Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 190 days during the year ended October 31, 2010. The Class was operational during the entire years ended October 31, 2001, 2002, 2003, 2004, 2005, 2006, 2007, 2008 and 2009. The Class was not operational during the entire years ended October 31, 2011, and October 31, 2012.
4 Reflects the applicable contingent deferred sales charge, maximum of 1.00%. Class C Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 227, 145, 81 and 81 days during the years ended October 31, 2001, 2002, 2003 and 2004, respectively. The Class had no operations during the entire years ended October 31, 2005, 2006, 2007, 2008, 2009, 2010, 2011 and 2012, respectively.
5 For additional information, please refer to the Glossary of Terms.
6 Return for the period October 31, 1994 to October 31, 2012.

HSBC FAMILY OF FUNDS       7



Portfolio Reviews (Unaudited)

HSBC Prime Money Market Fund
(Class A Shares, Class B Shares, Class C Shares, Class D Shares, Class I Shares and Class Y Shares)
 
by John Chiodi
Senior Portfolio Manager
Moody’s and Standard & Poor’s
have assigned an “Aaa” and
“AAAm” rating to the HSBC Prime
Money Market Fund. 1

Investment Concerns

An investment in the Fund is not insured or guaranteed by the FDIC or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Portfolio Performance

Yields on money market securities remained low throughout the 12-month period ended October 31, 2012, due largely to concerns about economic weakness in Europe and the U.S.

Early in the period, the Eurozone debt crisis and concerns about its potential impact on European banks pushed yields on short-term issues higher. Nevertheless as the European Central Bank began to address the debt crisis and work to increase liquidity for troubled banks—which included the use of long-term refinancing obligations—investors’ confidence in European issuers increased, and yields slowly fell during the rest of the period.

Low yields on money market securities were also driven by weak economic growth and fears of a double-dip recession in the U.S. The Fed maintained a low interest rate policy and pledged to keep rates low through 2014 in the wake of continued economic uncertainty. During the period the Fed also extended its “Operation Twist” program, which aims to put downward pressure on long-term interest rates and boost economic growth.

The Fund maintained a relatively long weighted-average maturity during the period in order to capture the additional yield available from longer-term securities. Early in the period, the Fund favored Treasury securities, which offered relative safety from economic uncertainty in Europe and the U.S. As the period progressed and investor confidence improved, we slightly increased the Fund’s position in short-term commercial paper issued by financial institutions.*

In addition, we continued to emphasize high-quality issues. We removed from our approved issuers list a number of financial institutions that credit rating agency Moody’s had placed on its negative watch list during the period.

*     Portfolio composition is subject to change.

Average Annual Expense
Fund Performance Total Return (%) Yield (%) 2 Ratio (%) 3
Inception 1 5 10 Since 7-Day
As of October 31, 2012      Date      Year      Year      Year      Inception      Average      Gross      Net
Class A 11/13/98    0.01    0.61 1.54 2.23 0.01 0.68 0.68
Class B 4 4/4/01 - 3.99     0.46   1.22   1.26 0.01   1.28 1.28
Class C 5 3/23/01   - 0.94 0.47 1.21   1.25   0.01 1.28 1.28
Class D     4/1/99 0.01 0.65 1.63 2.27 0.01 0.53 0.53
Class I 1/9/02 0.14 0.85 1.93 1.93   0.15 0.18   0.18
Class Y 11/12/98   0.03 0.75 1.81 2.54   0.03 0.28 0.28
Lipper Money Market
Funds Average 6 0.02 0.61 1.45 2.16 7 N/A N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by the Fund in respect of a one-time payment in respect of a class action settlement and a one-time reimbursement from HSBC Global Asset Management (USA) Inc. related to past marketing arrangements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Fund not received the payments.

1       The “Aaa” and “AAAm” money market fund rating is historical and reflects Moody’s and Standard & Poor’s opinion as to the quality of the Fund’s investments, liquidity management, and operations and trading support. Periodic reviews are conducted to ensure a secure operations environment. Moody’s and Standard & Poor’s ratings represent an opinion only, not a recommendation to buy or sell. Obligations rated A-1+, A-1 or P-1 are rated in the highest short-term rating category by Standard & Poor’s (A-1+ or A-1) or Moody’s Investor Service (P-1). The obligor’s capacity to meet its financial commitments on these obligations is regarded to be “extremely strong” (A-1+), “strong” (A-1) or “superior” (P-1).
2 The seven-day yield quotation more closely reflects the current earnings of the money market fund than the total return quotation. The seven-day yield reflects voluntary fee waivers/expense reimbursements. Without the voluntary fee waivers/expense reimbursements, the yields would have been -0.38%, -0.98%, -0.98%, -0.23%, 0.12% and 0.02% for Class A Shares, Class B Shares, Class C Shares, Class D Shares, Class I Shares and Class Y Shares, respectively.
3 Reflects the expense ratio as reported in the prospectus dated February 28, 2012.
4 Reflects the applicable contingent deferred sales charge, maximum of 4.00%. Class B Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 147 and 211 days for the years ended October 31, 2002 and 2001, respectively. The Class was operational during the entire years ended October 31, 2003, 2004, 2005, 2006, 2007, 2008, 2009, 2010, 2011 and 2012, respectively.
5 Reflects the applicable contingent deferred sales charge, maximum of 1.00%. Class C Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 201 days for the year ended October 31, 2001. The Class was operational during the entire years ended October 31, 2002, 2003, 2004, 2005, 2006, 2007, 2008, 2009, 2010, 2011 and 2012, respectively.
6 For additional information, please refer to the Glossary of Terms.
7 Return for the period October 31, 1998 to October 31, 2012.

8       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC Tax-Free Money Market Fund
(Class A Shares, Class C Shares, Class D Shares, Class I Shares and Class Y Shares)

by Jason Moshos
Senior Portfolio Manager

Investment Concerns

An investment in the Fund is not insured or guaranteed by the FDIC or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. The Fund’s income may be subject to the federal alternative minimum tax and to certain state and local taxes.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Portfolio Performance

Yields on tax-free money market securities remained low by historical standards during the 12-month period ended October 31, 2012. For example, the federal funds rate—a key short-term interest rate that influences yields on money market securities—remained within a range of 0.00% to 0.25% throughout the period.

State and local governments faced budget pressures during the period, which were driven by continued difficulties in the labor market and declining tax revenues. The credit quality of many municipal bonds weakened in that environment, as investors feared that municipalities may not be able to meet their financial obligations.

To pursue the Fund’s primary goal of capital preservation in this challenging environment, the managers favored high-quality issues and deemphasized low-quality securities. The managers maintained a weighted-average maturity for the period that was in line with that of its peers.*

The period was characterized by a low supply of tax-free money market securities, which kept yields low on an absolute basis. The lack of supply was due in part to municipalities issuing less new debt than usual due to their already tight budgets. When municipalities did issue new debt, they generally chose to lock in low interest rates for an extended period of time by issuing longer-term debt. Low supply was driven by the high yields on tax-free securities relative to comparable taxable money market securities. Those high yields created demand from nontraditional buyers such as taxable money market funds.

*     Portfolio composition is subject to change.

Average Annual Expense
Fund Performance Total Return (%) Yield (%) 1 Ratio (%) 2
     Inception      1      5      Since      7-Day          
As of October 31, 2012 Date Year Year Inception Average Gross Net
Class A 3    8/27/04       0.41          0.83 0.83
Class C 4   7/30/07   0.09 1.43 1.43
Class D   8/24/04   0.00   0.49 1.23   0.00 0.68   0.68
Class I 5 6/25/04   0.27   0.33 0.33
Class Y 6/8/04 0.00 0.60 1.39 0.00   0.43 0.43
Lipper Tax-Exempt Money          
Market Funds Average 6 0.01 0.49 1.21 7 N/A N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by the Fund in respect of a one-time payment in respect of a class action settlement. As a result, the Fund’s total returns for those periods were higher than they would have been had the Fund not received the payment.

1       The seven-day yield quotation more closely reflects the current earnings of the money market fund than the total return quotation. The seven-day yield reflects voluntary fee waivers/expense reimbursements. Without the voluntary fee waivers/expense reimbursements, the yields would have been -0.82% and -0.57% for Class D Shares and Class Y Shares, respectively.
2   Reflects the expense ratio as reported in the prospectus dated February 28, 2012.
3   Class A Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 5, 78, 24 and 262 days during the years ended October 31, 2004, 2006, 2007 and 2009, respectively and 141 days for the year ended October 31, 2011. The Class was operational during the entire year ended October 31, 2010. The Class was not operational during the entire year ended October 31, 2012.
4   Reflects the applicable contingent deferred sales charge, maximum of 1.00%. Class C Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 15 days during the year ended October 31, 2007. The Class had no operations during the entire years ended October 31, 2008, 2009, 2010, 2011 and 2012, respectively.
5   Class I Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 40, 27 and 51 days during the years ended October 31, 2004, 2005 and 2010, respectively. The Class had no operations during the entire years ended October 31, 2006, 2007, 2008, 2009, 2011, and 2012, respectively.
6   For additional information, please refer to the Glossary of Terms.
7   Return for the period May 31, 2004 to October 31, 2012.

HSBC FAMILY OF FUNDS       9



Portfolio Reviews (Unaudited)

HSBC U.S. Government Money Market Fund
(Class A Shares, Class B Shares, Class C Shares, Class D Shares, Class I Shares and Class Y Shares)

by John Chiodi
Senior Portfolio Manager

Moody’s and Standard & Poor’s
have assigned an “Aaa” and
“AAAm” rating to the
HSBC U.S. Government
Money Market Fund. 1

Investment Concerns

An investment in the Fund is not insured or guaranteed by the FDIC or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Portfolio Performance

Yields on U.S. government money market securities remained low for the 12-month period ended October 31, 2012. The federal funds rate (a key short-term interest rate) remained within a range of 0.00% to 0.25% throughout the period.

Low yields resulted from several factors, including the continuing debt crisis in Europe and concerns about slow economic growth in the U.S. Investors in that environment favored highly liquid short-term securities. That demand pushed down yields on short-term repurchase agreements (“repos”) and other money market securities. As the period progressed, however, the European Central Bank took steps to improve conditions in Europe, while the U.S. Federal Reserve pledged to keep interest rates low through 2014. These developments boosted investor confidence, reducing demand for short-term issues. In addition, the supply of Treasury securities rose during the second half of the period. These factors helped yields on repos to rise.

The Fund maintained a relative long weighted-average maturity, which enabled the Fund to capture additional yield. The majority of the longer-term securities in the Fund were Treasury securities and repos. Treasuries replaced much of the Fund’s previous holdings in securities issued by Government-Sponsored Enterprises (GSEs), which have shrunk in supply as GSEs increasingly seek longer-term funding.*

*      Portfolio composition is subject to change.

Average Annual Expense
Fund Performance Total Return (%) Yield (%) 2 Ratio (%) 3
Inception 1 5 10 Since 7-Day
As of October 31, 2012       Date       Year       Year       Year       Inception       Average       Gross       Net
Class A    5/3/90       0.01    0.47 1.42    3.07    0.01   0.68 0.68
Class B 4 9/11/98 - 3.99 0.36 1.30   1.89 0.01 1.28 1.28
Class C 5 11/20/06     1.39     1.28 1.28
Class D 4/1/99   0.01   0.51 1.52   2.12   0.01 0.53 0.53
Class I 6 12/24/03 0.02 0.65 1.59 0.05 0.18   0.18
Class Y     7/1/96 0.01   0.59 1.68 2.77 0.01 0.28 0.28
Lipper U.S. Government    
Money Market Funds Average 7 0.01 0.50 1.42 3.08 8 N/A N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by the Fund in respect of a one-time payment in respect of a class action settlement and a one-time reimbursement from HSBC Global Asset Management (USA) Inc. related to past marketing arrangements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Fund not received the payments.

1       The “Aaa” and “AAAm” money market fund rating is historical and reflects Moody’s and Standard & Poor’s opinion as to the quality of the Fund’s investments, liquidity management, and operations and trading support. Periodic reviews are conducted to ensure a secure operations environment. Moody’s and Standard & Poor’s ratings represent an opinion only, not a recommendation to buy or sell. Obligations rated A-1+, A-1 or P-1 are rated in the highest short-term rating category by Standard & Poor’s (A-1+ or A-1) or Moody’s Investor Service (P-1). The obligor’s capacity to meet its financial commitments on these obligations is regarded to be “extremely strong” (A-1+), “strong” (A-1) or “superior” (P-1).
2 The seven-day yield quotation more closely reflects the current earnings of the money market fund than the total return quotation. The seven-day yield reflects voluntary fee waivers/expense reimbursements. Without the voluntary fee waivers/expense reimbursements, the yields would have been -0.45%, -1.05%, -0.30%, 0.05% and -0.05% for Class A Shares, Class B Shares, Class D Shares, Class I Shares and Class Y Shares, respectively.
3 Reflects the expense ratio as reported in the prospectus dated February 28, 2012.
4 Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
5 Reflects the applicable contingent deferred sales charge, maximum of 1.00%. Class C Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 346, 362 and 351 days during the years end October 31, 2006, 2009 and 2010, respectively. The Class was not operational during the entire years ended October 31, 2007, 2008, 2011, and 2012, respectively.
6 Class I Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 10, 89, 136 and 357 days during the years ended October 31, 2004, 2005, 2006 and 2007, respectively. The Class was operational during the entire years ended October 31, 2008, 2009, 2010, 2011, and 2012, respectively.
7 For additional information, please refer to the Glossary of Terms.
8 Return for the period April 30, 1990 to October 31, 2012.

10       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)

HSBC U.S. Treasury Money Market Fund
(Class A Shares, Class B Shares, Class C Shares, Class D Shares, Class I Shares and Class Y Shares)

 

Standard & Poor’s has assigned
an “AAA” rating to the HSBC U.S.
Treasury Money Market Fund
. 1
by John Chiodi
Senior Portfolio Manager

Investment Concerns

An investment in the Fund is not insured or guaranteed by the FDIC or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund. The Fund’s income may be subject to the federal alternative minimum tax and to certain state and local taxes.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Portfolio Performance

Yields on U.S. Treasury bills remained low during the 12-month period ended October 31, 2012. Weaker than expected conditions in the U.S. labor and housing markets lead to fears that the economy could slide back into recession.

In that environment, the Fed kept the federal funds rate (a key short-term interest rate) low—it ranged between 0.00% and 0.25% during the period. The Fed pledged to maintain a policy of low interest rates through 2014 in an effort to boost economic growth, and implemented a number of strategies designed to keep interest rates low.

The supply of and demand for Treasury bills had a significant impact on yields as well. The end of 2011 saw rising demand for Treasuries, as institutional investors typically shift assets into short-term, liquid securities toward the end of each year to improve the quality of their balance sheets. That demand pushed down Treasury yields at year end and into 2012. However, increased supply later in the period caused Treasury yields to rise.

The Fund maintained a relatively long weighted-average maturity, which enabled the Fund to lock in additional yield available on longer-term securities. The Fund also employed a barbell strategy that concentrates holdings among very short-term securities and longer-term issues. This approach enabled the Fund to take advantage of the rise in short-term rates when the supply of Treasury bills increased, while still capturing the additional yield on longer-term money market securities.*

*     Portfolio composition is subject to change.

Average Annual Expense
Fund Performance Total Return (%) Yield (%) 2  Ratio (%) 3
Inception 1 5 10 Since 7-Day
As of October 31, 2012       Date       Year       Year       Year       Inception       Average       Gross       Net
Class A    5/24/01       0.00    0.29 1.19    1.23    0.00 0.68 0.68
Class B 4 8/12/04   - 4.00 0.19   1.08 0.00 1.28 1.28
Class C 5   12/24/03   0.04     1.28 1.28
Class D   5/14/01   0.00   0.32 1.28   1.33   0.00 0.53   0.53
Class I 6 12/30/03   0.00 0.41   1.68 0.00 0.18 0.18
Class Y 5/11/01   0.00 0.37 1.43 1.50   0.00 0.28 0.28
Lipper U.S. Treasury  
Money Market Funds Average 7 0.01 0.33 1.27 1.34 8 N/A N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower.

Certain returns shown include monies received by the Fund in respect of a one-time payment in respect of a class action settlement and a one-time reimbursement from HSBC Global Asset Management (USA) Inc. related to past marketing arrangements. As a result, the Fund’s total returns for those periods were higher than they would have been had the Fund not received the payments.

1       The “AAA” money market fund rating is historical and reflects Standard & Poor’s opinion as to the quality of the Fund’s investments, liquidity management, and operations and trading support. Periodic reviews are conducted to ensure a secure operations environment. Standard & Poor’s rating represent an opinion only, not a recommendation to buy or sell. Obligations rated A-1+, A-1 or P-1 are rated in the highest short-term rating category by Standard & Poor’s (A-1+ or A-1) or Moody’s Investor Service (P-1). The obligor’s capacity to meet its financial commitments on these obligations is regarded to be “extremely strong” (A-1+), “strong” (A-1) or “superior” (P-1).
2   The seven-day yield quotation typically more closely reflects the current earnings of the money market fund than the total return quotation. The seven-day yield reflects voluntary fee waivers/expense reimbursements. Without the voluntary fee waivers/expense reimbursements, the yields would have been -0.53%, -1.13%, -0.38%, -0.03% and -0.13% for Class A Shares, Class B Shares, Class D Shares, Class I Shares and Class Y Shares, respectively.
3   Reflects the expense ratio as reported in the prospectus dated February 28, 2012.
4   Reflects the applicable contingent deferred sales charge, maximum of 4.00%.
5   Reflects the applicable contingent deferred sales charge, maximum of 1.00%. Class C Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 26 and 351 days during the years ended October 31, 2008 and 2010, respectively. The Class was operational during the entire years ended October 31, 2005, 2006, 2007 and 2009. The Class was not operational during the entire years ended October 31, 2011 and October 31, 2012.
6   Class I Shares were operational during a portion of the periods presented. Amounts reflect performance for the period of time the Class had operations, which was 13 and 280 days during the years ended October 31, 2004 and 2005, respectively. The Class was operational during the entire years ended October 31, 2006, 2007, 2008, 2009, 2010, 2011, and 2012, respectively.
7   For additional information, please refer to the Glossary of Terms.
8   Return for the period April 30, 2001 to October 31, 2012.

HSBC FAMILY OF FUNDS       11



Portfolio Reviews
Portfolio Composition*
October 31, 2012 (Unaudited)

HSBC New York Tax-Free Money Market Fund       
Percentage of
Investment Allocation       Investments at Value (%)
Variable Rate Demand Notes               96.4              
Municipal Bonds 3.6
  Total 100.0
 
HSBC Prime Money Market Fund
  Percentage of
Investment Allocation Investments at Value (%)
Commercial Paper and Notes 42.1
Certificates of Deposit 22.9
Repurchase Agreements 17.3
U.S. Treasury Obligations 7.0
Variable Rate Demand Notes 3.8
Yankee Dollars 3.4
Time Deposits 2.5
Corporate Obligations 1.0
  Total 100.0
 
HSBC Tax-Free Money Market Fund
  Percentage of
Investment Allocation Investments at Value (%)
Variable Rate Demand Notes 86.3
Municipal Bonds 11.8
Commercial Paper and Notes 1.9
  Total 100.0
 
HSBC U.S. Government Money Market Fund
  Percentage of
Investment Allocation Investments at Value (%)
Repurchase Agreements 55.7
U.S. Treasury Obligations 24.4
U.S. Government and
Government Agency Obligations 19.9
  Total 100.0
 
HSBC U.S. Treasury Money Market Fund
  Percentage of
Investment Allocation Investments at Value (%)
U.S. Treasury Obligations 100.0
  Total 100.0
____________________

*     Portfolio composition is subject to change.

12       HSBC FAMILY OF FUNDS



HSBC NEW YORK TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012

Variable Rate Demand Notes – 94.3%
 
      Principal        Amortized
Amount ($) Cost ($)
New York – 93.2%
Albany IDA Civic Facility Revenue,
       Series A, 0.23%, 6/1/38,
       (LOC TD Bank N.A.) (a) 5,755,000 5,755,000
Albany IDA Civic Facility Revenue,
       Series A, 0.23%, 7/1/38,
       (LOC TD Banknorth N.A.) (a) 4,100,000 4,100,000
Albany IDA Housing Revenue
       Department of Public Work,
       0.25%, 8/15/35, AMT, (Credit
       Support FNMA) (a) 1,000,000 1,000,000
Buffalo Municipal Water Finance
       Authority Water Systems Revenue,
       0.20%, 7/1/35, (LOC JPMorgan
       Chase Bank) (a) 5,250,000 5,250,000
Dutchess County IDA Civic Facility
       Revenue, Series A, 0.20%, 7/1/38,
       (LOC TD Bank N.A.) (a) 3,900,000 3,900,000
Long Island Power Authority Electrical
       Systems Revenue, Series 2,
       Sub-series 2-B, 0.24%, 5/1/33,
       (LOC Bayerische Landesbank) (a)   8,000,000 8,000,000
Long Island Power Authority Electrical
       Systems Revenue, Series C, 0.18%,  
       5/1/33, (LOC Barclays Bank plc) (a) 5,000,000   5,000,000
Long Island Power Authority Electrical
       Systems Revenue, Sub-series 1-B,
       0.22%, 5/1/33, (LOC State Street
       Bank & Trust Co.) (a) 2,500,000 2,500,000
Metropolitan Transportation Authority
       Dedicated Tax Fund Revenue,
       Series A-2, 0.20%, 11/1/31,
       (LOC Bank of Tokyo-Mitsubishi
       UFJ Ltd.) (a) 5,500,000 5,500,000
Metropolitan Transportation Authority
       Dedicated Tax Fund Revenue,
       Sub-series B-1, 0.20%, 11/1/22, (LOC
       State Street Bank & Trust Co.) (a) 2,000,000 2,000,000
Metropolitan Transportation Authority
       Revenue, Sub-series B-1, 0.21%,
       11/1/34, (LOC Scotiabank) (a) 5,000 5,000
Metropolitan Transportation Authority
       Revenue, Sub-series E-3, 0.20%,
       11/1/35, (LOC PNC Bank N.A.) (a) 4,000,000 4,000,000
Monroe County IDA Civic Facility
       Revenue, 0.23%, 6/1/36, (LOC
       JPMorgan Chase Bank) (a) 1,900,000 1,900,000
Monroe County IDA Civic Facility
       Revenue, 0.20%, 2/1/38, (LOC
       JPMorgan Chase Bank) (a) 1,700,000 1,700,000
Monroe County IDA Civic Facility
       Revenue, 0.21%, 4/1/38, (LOC
       JPMorgan Chase Bank) (a) 2,100,000 2,100,000
Nassau County IDA Civic Facility
       Revenue, 1.17%, 6/1/19, AMT, (LOC
       Fleet Bank N.A.) (a)(b) 1,125,000 1,125,000
Nassau County Interim Finance
       Authority Sales Tax Revenue, Series
       B, 0.21%, 11/15/21, (LOC Sumitomo
       Mitsui Banking Corp.) (a) 5,000,000 5,000,000
New York City Capital Resources Corp.
       Revenue, Series B1, 0.25%, 7/1/37,
       (LOC Bank of America N.A.) (a) 2,000,000 2,000,000
New York City GO, 0.21%, 9/1/35,
       (LOC Royal Bank of Scotland) (a) 3,000,000 3,000,000
New York City GO, Series H,
       Sub-series H-3, 0.24%, 8/1/14,
       (Credit Support AGM, SPA State
       Street Bank & Trust Co.) (a) 1,000,000 1,000,000
New York City GO, Series H,
       Sub-series H-3, 0.24%, 8/1/19,
       (Credit Support AGM, SPA State
       Street Bank & Trust Co.) (a) 1,800,000 1,800,000
New York City GO, Series H,
       Sub-series H-3, 0.24%, 8/1/21,
       (Credit Support AGM, SPA State
       Street Bank & Trust Co.) (a) 1,000,000 1,000,000
New York City GO, Series I,
       Sub-series I-6, 0.24%, 4/1/36, (LOC
       California State Teacher’s Retirement
       System) (a) 3,000,000 3,000,000
New York City GO, Sub-series C-4,
       0.20%, 8/1/20, (LOC Bank of Tokyo-
       Mitsubishi UFJ Ltd.) (a) 3,000,000 3,000,000
New York City GO,
       Sub-series D-3, 0.20%, 10/1/39,
       (LOC Bank of New York) (a) 2,000,000 2,000,000
New York City GO,
       Sub-series D-4, 0.27%, 12/1/32,
       (SPA Calyon Bank) (a) 3,000,000 3,000,000
New York City GO,
       Sub-series G-4, 0.20%, 3/1/39,
       (LIQ FAC Barclays Bank plc) (a) 2,000,000 2,000,000
New York City GO,
       Sub-series G-4, 0.20%, 4/1/42,
       (LOC PNC Bank N.A.) (a) 4,000,000 4,000,000
New York City Health & Hospital Corp.
       Revenue, Series D, 0.24%, 2/15/26,
       (Credit Support GO of Corp.,
       LOC JPMorgan Chase & Co.) (a) 2,000,000 2,000,000
New York City Housing Development
       Corp. Multi-family Housing Revenue,
       Series A, 0.22%, 9/15/28, AMT,
       (Credit Support FNMA, LIQ FAC
       FNMA) (a) 1,000,000 1,000,000
New York City Housing Development
       Corp. Multi-family Housing Revenue,
       Series A, 0.22%, 4/1/31, (Credit
       Support FHLMC) (a) 1,135,000 1,135,000
New York City Housing Development
       Corp. Multi-family Mortgage
       Revenue, 0.21%, 11/1/46,
       (Credit Support FHLMC, LIQ FAC
       FHLMC) (a) 2,000,000 2,000,000
New York City Housing Development
       Corp. Multi-family Mortgage
       Revenue, Series A, 0.20%,
       12/15/37, AMT, (Credit Support
       FNMA, LIQ FAC FNMA) (a) 2,000,000 2,000,000

See notes to financial statements. HSBC FAMILY OF FUNDS       13



HSBC NEW YORK TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Variable Rate Demand Notes, continued
 
      Principal       Amortized
Amount ($) Cost ($)
New York, continued
New York City Housing Development
       Corp. Multi-family Mortgage
       Revenue, Series A, 0.24%, 11/1/39,
       AMT, (LOC Citibank N.A.) (a) 3,000,000 3,000,000
New York City Housing Development
       Corp. Multi-family Mortgage
       Revenue, Series A, 0.20%, 10/15/41,
       (Credit Support FNMA, LIQ FAC
       FNMA) (a) 3,000,000 3,000,000
New York City IDA Civic Facility
       Revenue, 0.26%, 12/1/36, (LOC
       JPMorgan Chase Bank) (a) 2,000,000 2,000,000
New York City IDA Special Facility
       Revenue, 0.21%, 7/1/24, (LOC
       Citibank N.A.) (a) 5,000,000 5,000,000
New York City Municipal Water
       Finance Authority Water & Sewer
       System Revenue, Series AA-1,
       0.20%, 6/15/46, (LIQ FAC PNC
       Bank N.A.) (a) 6,000,000 6,000,000
New York City Municipal Water
       Finance Authority Water & Sewer
       System Revenue, Series CC, 0.20%,
       6/15/41, (SPA Barclays Bank plc) (a) 5,000,000 5,000,000
New York City Municipal Water
       Finance Authority Water &
       Sewer System Revenue,
       Series DD-3B, 0.23%, 6/15/43,
       (SPA California State Teacher’s
       Retirement System) (a) 3,100,000 3,100,000
New York City Municipal Water
       Finance Authority Water & Sewer
       System Revenue, Sub-series B-2,
       0.20%, 6/15/24, (SPA Lloyds TSB
       Bank plc) (a) 4,000,000 4,000,000
New York City Municipal Water
       Finance Authority Water & Sewer
       System Revenue, Sub-series B-4,
       0.22%, 6/15/45, (SPA Northern
       Trust Co.) (a) 4,000,000 4,000,000
New York City Transitional Finance
       Authority Revenue, Series 1, Sub-
       series 1-D, 0.24%, 11/1/22, (SPA
       Landesbank Hessen-Thuringen) (a) 3,000,000 3,000,000
New York City Transitional Finance
       Authority Revenue, Series 3, Sub-
       series 3-G, 0.20%, 11/1/22, (SPA
       Bank of New York) (a) 3,000,000 3,000,000
New York City Transitional Finance
       Authority Revenue, Series 3, Sub-
       series 3-H, 0.23%, 11/1/22, (SPA
       Royal Bank of Canada) (a) 2,290,000 2,290,000
New York City Transitional Finance
       Authority Revenue, Series A,
       Sub-series 3-B, 0.18%, 11/1/29,
       (LOC Bank of Tokyo-Mitsubishi
       UFJ Ltd.) (a) 3,000,000 3,000,000
New York City Transitional Finance  
       Authority Revenue, Series A2,
       0.17%, 11/15/27, (SPA Bank of  
       Nova Scotia) (a) 3,000,000 3,000,000
New York City Transitional Finance
       Authority Revenue, Sub-series 2-D,
       0.20%, 11/1/22, (LIQ FAC Lloyds
       TSB Bank plc) (a) 3,000,000 3,000,000
New York City Transitional Finance
       Authority Revenue, Sub-series
       2-F, 0.25%, 11/1/22, (LIQ FAC
       Bayerische Landesbank) (a) 2,000,000 2,000,000
New York City Transitional Finance
       Authority Revenue, Sub-series 2C,
       0.19%, 11/1/22, (LIQ FAC Lloyds
       TSB Bank plc) (a) 2,000,000 2,000,000
New York City Transitional Finance
       Authority Revenue, Sub-series A-4,
       0.20%, 8/1/39, (SPA Northern Trust
       Co.) (a) 1,000,000 1,000,000
New York City Transitional Finance
       Authority Revenue, Sub-series A-6,
       0.23%, 8/1/39, (LOC California State
       Teacher’s Retirement System) (a) 3,000,000 3,000,000
New York City Transitional Finance
       Authority Revenue, Sub-series C-2,
       0.24%, 8/1/31, (SPA Landesbank
       Hessen-Thuringen) (a) 2,000,000 2,000,000
New York City Trust for Cultural
       Resources Revenue, 0.16%, 4/1/26,
       (LOC Wells Fargo Bank N.A.) (a) 4,800,000 4,800,000
New York City Trust for Cultural
       Resources Revenue, Series B-1,
       0.20%, 11/1/38, (LOC U.S. Bank
       N.A.) (a) 3,000,000 3,000,000
New York State Dormitory Authority
       Revenue, Series D, 0.23%, 7/1/34,
       (Credit Support XLCA, LOC TD Bank
       N.A.) (a) 4,425,000 4,425,000
New York State Dormitory Authority
       Revenue, Non State Supported Debt,
       0.23%, 1/1/39, (LOC TD Banknorth
       N.A.) (a) 3,700,000 3,700,000
New York State Dormitory Authority
       Revenue, Non State Supported Debt,
       Series A, 0.20%, 11/15/36, (Credit
       Support FNMA, LIQ FAC FNMA) (a) 5,000,000 5,000,000
New York State Dormitory Authority
       Revenue, Non State Supported Debt,
       Series B, 0.20%, 5/15/39, (LOC
       Bayerische Landesbank) (a) 4,000,000 4,000,000
New York State Dormitory Authority
       Revenue, Non State Supported Debt,
       Series B-1, 0.19%, 7/1/24, (LOC
       Wells Fargo Bank N.A.) (a) 2,000,000 2,000,000
New York State Dormitory Authority
       Revenue, Non State Supported Debt,
       Series B-2, 0.22%, 7/1/37, (LOC U.S.
       Bank N.A.) (a) 5,000,000 5,000,000
New York State Energy Research &
       Development Authority Facilities
       Revenue, 0.22%, 11/1/39, AMT,
       (LOC Mizuho Corporate Bank) (a) 4,000,000 4,000,000

14       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC NEW YORK TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Variable Rate Demand Notes, continued
 
Principal Amortized
      Amount ($)       Cost ($)
New York, continued
New York State Energy Research &
       Development Authority Facilities
       Revenue, Series C2, 0.21%,
       11/1/39, AMT, (LOC Mizuho
       Corporate Bank) (a) 4,000,000 4,000,000
New York State Energy Research
       & Development Authority
       Facilities Revenue, Sub-series
       A-1, 0.20%, 5/1/39, (LOC Mizuho
       Corporate Bank) (a) 4,000,000 4,000,000
New York State Housing Finance
       Agency Revenue, 0.18%, 11/15/37,
       (Credit Support FNMA) (a) 3,000,000 3,000,000
New York State Housing Finance
       Agency Revenue, 0.22%, 5/15/28,
       AMT, (Credit Support FNMA,
       LOC FNMA) (a) 4,000,000 4,000,000
New York State Housing Finance
       Agency Revenue, Series A, 0.22%,
       11/1/32, AMT, (Credit Support
       FHLMC, LIQ FAC FHLMC) (a) 2,050,000 2,050,000
New York State Housing Finance Agency
       Revenue, Series A, 0.20%, 5/15/34,
       (Credit Support FNMA) (a) 1,400,000 1,400,000
New York State Housing Finance
       Agency Revenue, Series A, 0.20%,
       5/1/45, (Credit Support FHLMC, LIQ
       FAC FHLMC) (a) 2,500,000 2,500,000
New York State Urban Development
       Corp. Revenue, Series A1, 0.19%,
       1/1/30, (LOC Wachovia
       Bank N.A.) (a) 7,000,000 7,000,000
Onondaga County Trust Cultural
       Resource Revenue, Series A, 0.18%,
       12/1/29, (LOC Wells Fargo
       Bank N.A.) (a) 5,000,000 5,000,000
Ramapo Housing Authority Revenue,
       Series A, 0.23%, 12/15/38, AMT,
       (Credit Support FNMA, LIQ FAC
       FNMA) (a) 5,000,000 5,000,000
Rockland County IDA Civic Facility
       Revenue, 0.18%, 12/1/32, (LOC
       Wells Fargo Bank N.A.) (a) 5,000,000 5,000,000
Rockland County IDA Revenue,
       0.19%, 7/1/20, (LOC TD
       Banknorth N.A.) (a)(b) 2,390,000 2,390,000
Suffolk County IDA Civic Facility
       Revenue, 0.52%, 8/1/18, AMT, (LOC
       JPMorgan Chase Bank) (a) 1,660,000 1,660,000
Suffolk County IDA Revenue, 0.21%,
       1/1/21, (LOC JPMorgan
       Chase Bank) (a)(b) 4,545,000 4,545,000
Suffolk County Water Authority
       Revenue, 0.25%, 1/15/13, (SPA Bank
       of Nova Scotia) (a) 4,900,000 4,900,000
Syracuse New York IDA Civic Facility
       Revenue, Series A, 0.21%, 12/1/35,
       (LOC JPMorgan Chase Bank) (a) 1,000,000 1,000,000
Triborough Bridge & Tunnel Authority
       Revenue, Series A-2, 0.20%,
       11/1/35, (Credit Support GO of
       Authority, LOC California State
       Teacher’s Retirement System) (a) 3,000,000 3,000,000
Triborough Bridge & Tunnel Authority
       Revenue, Series B, 0.19%, 1/1/32,
       (LOC State Street Bank &
       Trust Co.) (a) 6,000,000 6,000,000
Triborough Bridge & Tunnel Authority
       Revenue, Series B-2B, 0.22%,
       1/1/32, (LOC California State
       Teacher’s Retirement System) (a) 2,000,000 2,000,000
Triborough Bridge & Tunnel Authority
       Revenue, Series B-3, 0.22%, 1/1/33,
       (Credit Support GO of Authority,
       LOC U.S. Bank N.A.) (a) 2,500,000 2,500,000
Westchester County IDA Civic Facility
       Revenue, 0.20%, 11/1/24, (LOC
       Commerce Bank N.A.) (a) 2,060,000 2,060,000
264,090,000
Puerto Rico – 1.1%
Puerto Rico Commonwealth GO,
       Series C-5-2, 0.21%, 7/1/20,
       (Credit Support AGM, LOC Barclays
       Bank plc) (a) 3,000,000 3,000,000
TOTAL VARIABLE RATE DEMAND
       NOTES (COST $267,090,000) 267,090,000
 
Municipal Bonds – 3.5%
 
New York – 3.5%
Metropolitan Transportation Authority
       Revenue, Series F, 5.25%, 11/15/27,
       (Credit Support NATL-RE),
       prerefunded 11/15/12 @ 100 3,100,000 3,106,011
New York State Dormitory Authority  
       Revenue, 5.38%, 5/1/23,
       prerefunded 5/1/13 @ 100 1,000,000 1,025,639
New York State Environmental  
       Facilities Corp. Personal Income Tax
       Revenue, Series A, 5.25%, 1/1/19,
       (Credit Support FGIC), prerefunded
       1/1/13@ 100 2,310,000 2,329,562
New York State Urban Development
       Corp. Personal Income Tax Revenue,  
       Series C-1, 5.00%, 3/15/24,
       prerefunded 3/15/13 @ 100 3,500,000 3,562,643
TOTAL MUNICIPAL BONDS
       (COST $10,023,855) 10,023,855
TOTAL INVESTMENT SECURITIES
       (COST $277,113,855)—97.8% 277,113,855

See notes to financial statements. HSBC FAMILY OF FUNDS       15



HSBC NEW YORK TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)
____________________
 
Percentages indicated are based on net assets of $283,208,121.
(a)       Variable rate security. The rate presented represents the rate in effect at October 31, 2012. These securities are deemed to have a maturity remaining until the next adjustment of the interest rate or the longer of the demand period or time to the next readjustment.
(b) Rule 144A security or other security which is restricted as to resale to institutional investors. This security has been deemed liquid by the Investment Adviser based on procedures approved by the Board of Trustees.
AGM — Assured Guaranty Municipal Corporation
AMT — Interest on security is subject to federal alternative minimum tax
FGIC — Financial Guaranty Insurance Company
FHLMC — Federal Home Loan Mortgage Corporation
FNMA — Federal National Mortgage Association
GO — General Obligation
IDA — Industrial Development Agency
LIQ FAC — Liquidity Facility
LOC — Letter of Credit
NATL-RE  — Reinsurance provided by the National Public Finance Guarantee Corporation
SPA — Standby Purchase Agreement
XLCA — XL Capital Assurance

16       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC PRIME MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012

Certificates of Deposit – 22.9%
 
  Principal Amortized
      Amount ($)       Cost ($)
Banking – 22.9%
Bank of Montreal Chicago,
       0.33%, 12/7/12 65,000,000 65,000,000
Bank of Nova Scotia Houston,
       0.26%, 4/19/13 (a) 50,000,000 50,000,000
Bank of Tokyo-Mitsubishi UFJ, N.Y.,
       0.49%, 11/9/12 50,000,000 50,000,000
Bank of Tokyo-Mitsubishi UFJ, N.Y.,
       0.79%, 2/14/13 (a) 45,000,000 45,000,000
Bank of Tokyo-Mitsubishi UFJ, N.Y.,
       0.77%, 8/16/13 (a) 44,000,000 44,000,000
Canadian Imperial
       Bank of Commerce,
       0.64%, 11/5/12 (a) 10,000,000 10,000,457
Commonwealth Bank of Australia,
       1.14%, 6/14/13 (a) 8,000,000 8,036,314
Credit Agricole CIB, N.Y.,
       0.47%, 12/4/12 25,000,000 25,000,000
Credit Industriel et
       Commercial, N.Y.,
       0.24%, 11/19/12 50,000,000 50,000,000
Credit Industriel et
       Commercial, N.Y.,
       0.47%, 1/7/13 50,000,000 49,999,982
DnB NOR Bank ASA, N.Y.,
       0.22%, 1/22/13 75,000,000 75,000,000
National Australia Bank, N.Y.,
       0.58%, 2/15/13 (a) 70,000,000 70,000,000
National Bank of Canada, N.Y.,
       0.31%, 11/9/12 (a) 50,000,000 50,000,000
Norinchukin Bank, N.Y.,
       0.37%, 11/21/12 100,000,000 100,000,000
Rabobank Nederland, N.Y.,
       0.52%, 3/26/13 (a) 50,000,000 50,000,000
Royal Bank of Canada, N.Y.,
       0.77%, 11/28/12 25,000,000 25,011,033
Royal Bank of Canada, N.Y.,
       0.45%, 12/21/12 (a) 18,000,000 18,006,393
Royal Bank of Canada, N.Y.,
       0.49%, 2/15/13 (a) 70,000,000 70,000,000
Royal Bank of Canada, N.Y.,
       0.47%, 3/4/13 (a) 45,000,000 45,000,000
Svenska Handelsbanken, N.Y.,
       0.36%, 2/1/13 50,000,000 50,000,000
Toronto Dominion Bank, N.Y.,
       0.20%, 1/22/13 85,000,000 85,000,000
Toronto Dominion Bank, N.Y.,
       0.29%, 5/13/13 (a) 65,000,000 65,000,000
Toronto Dominion Bank, N.Y.,
       0.31%, 7/26/13 (a) 40,000,000 40,000,000
TOTAL CERTIFICATES
        OF DEPOSIT
        (COST $1,140,054,180) 1,140,054,179
 
Commercial Paper and Notes – 42.1%
 
Banking – 22.1%
Bank of Nova Scotia Houston,
       0.20%, 1/23/13 (b) 150,000,000 149,930,833
Bank of Tokyo-Mitsubishi UFJ,
       N.Y., 0.47%, 3/4/13 (b) 15,000,000 14,975,913
Banque et Caisse d’Epargne,
       0.29%, 1/9/13 (b) 20,000,000 19,988,883
BPCE, 0.42%, 12/3/12 (b)(c) 25,000,000 24,990,667
BPCE, 0.25%, 4/1/13 (b)(c) 80,000,000 79,917,678
Commonwealth
       Bank of Australia, N.Y.,
       0.22%, 1/23/13 (b)(c) 75,000,000 74,961,958
Commonwealth
       Bank of Australia, N.Y.,
       0.45%, 9/5/13 (a)(c) 65,000,000 65,000,000
Credit Agricole North America, Inc.,
       0.49%, 1/4/13 (b) 50,000,000 49,956,445
Credit Suisse, N.Y.,
       0.21%, 12/17/12 (b) 40,000,000 39,989,267
DnB NOR Bank ASA, N.Y.,
       0.26%, 11/9/12 (b)(c) 25,000,000 24,998,556
Kookmin Bank, N.Y.,
       0.44%, 12/17/12 (b)(c) 20,000,000 19,988,756
Kookmin Bank, N.Y.,
       0.44%, 12/18/12 (b)(c) 10,000,000 9,994,256
National Australia Bank, N.Y.,
       0.42%, 8/21/13 (a)(c) 50,000,000 50,000,000
Skandinaviska Enskilda Banken AB,
       0.29%, 12/17/12 (b)(c) 55,000,000 54,979,620
Societe Generale N.A.,
       0.21%, 11/2/12 (b) 150,000,000 149,999,125
Sumitomo Mitsui
       Banking Corp., N.Y.,
       0.32%, 11/7/12 (b)(c) 50,000,000 49,997,333
Sumitomo Mitsui
       Banking Corp., N.Y.,
       0.31%, 12/3/12 (b)(c) 60,000,000 59,983,467
The Export-Import Bank of Korea,
       0.26%, 12/14/12 (b) 15,000,000 14,995,342
U.S. Bank N.A.,
       0.20%, 12/14/12 100,000,000 100,000,000
Westpac Securities NZ Ltd.,
       0.54%, 7/5/13 (a) 45,000,000 45,000,000
1,099,648,099
Diversified – 4.5%
Caisse des Depots
       et Consignations,
       0.23%, 1/15/13 (b)(c) 20,000,000 19,990,417
Erste Abwicklungsanstalt,
       0.35%, 11/1/12 (b) 50,000,000 50,000,000
Erste Abwicklungsanstalt,
       0.60%, 1/15/13 (b) 25,000,000 24,968,750
Erste Abwicklungsanstalt,
       0.47%, 1/24/13 (b) 35,000,000 34,961,616
Erste Abwicklungsanstalt,
       0.62%, 4/15/13 (b) 20,000,000 19,943,167
Erste Abwicklungsanstalt,
       0.71%, 6/27/13 (b) 25,000,000 24,884,306

See notes to financial statements. HSBC FAMILY OF FUNDS        17



HSBC PRIME MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Commercial Paper and Notes, continued
 
  Principal Amortized
      Amount ($)       Cost ($)
Diversified, continued
Nordea North America, Inc.,  
       0.40%, 1/23/13 (b) 50,000,000 49,954,465
  224,702,721
Finance – 15.5%  
Antalis US Funding Corp.,
       0.22%, 11/2/12 (b)(c) 20,000,000 19,999,878
Barclays US Funding LLC,
       0.35%, 11/16/12 (b) 65,000,000 64,990,521
Barclays US Funding LLC,
       0.35%, 11/21/12 (b) 50,000,000 49,990,278
Caisse d’Amortissement
       de la Dette Sociale,
       0.78%, 12/21/12 (b) 50,000,000 49,945,834
Deutsche Bank Financial LLC,
       0.32%, 11/7/12 (b) 50,000,000 49,997,333
Deutsche Bank Financial LLC,
       0.47%, 3/25/13 (b) 35,000,000 34,934,200
Deutsche Bank Financial LLC,
       0.43%, 4/17/13 (b) 75,000,000 74,850,396
Gemini Securitization Corp. LLC,
       0.42%, 11/1/12 (b)(c) 57,000,000 57,000,000
ING (US) Funding LLC,
       0.40%, 11/1/12 (b) 38,000,000 38,000,000
ING (US) Funding LLC,
       0.37%, 11/16/12 (b) 27,400,000 27,395,776
ING (US) Funding LLC,
       0.35%, 12/12/12 (b) 40,000,000 39,984,056
LMA Americas LLC,
       0.35%, 11/7/12 (b)(c) 17,000,000 16,999,008
Mizuho Funding LLC,
       0.33%, 11/7/12 (b)(c) 45,000,000 44,997,525
Mizuho Funding LLC,
       0.25%, 1/24/13 (b)(c) 60,000,000 59,965,700
Nieuw Amsterdam
       Receivables Corp.,
       0.25%, 1/9/13 (b)(c) 20,000,000 19,990,417
Rabobank USA Financial Corp.,
       0.37%, 3/25/13 (b) 45,000,000 44,933,400
Royal Park Investment
       Funding Corp.,
       0.77%, 1/7/13 (b)(c) 29,000,000 28,958,442
Toyota Motor Credit Corp.,
       0.63%, 2/26/13 (b) 50,000,000 49,897,625
772,830,389
TOTAL COMMERCIAL
        PAPER AND NOTES
        (COST $2,097,181,209) 2,097,181,209
 
Corporate Obligations – 1.0%
 
Finance – 1.0%
General Electric Capital Corp.,
       2.80%, 1/8/13, MTN 23,468,000 23,573,410
MetLife Global Funding I,
       5.13%, 4/10/13 26,267,000 26,804,447
TOTAL CORPORATE
        OBLIGATIONS
        (COST $50,377,857) 50,377,857
 
Yankee Dollars – 3.4%
  
Banking – 1.9%
KfW, 0.22%, 6/17/13 (a) 25,000,000 24,997,050
Westpac Banking Corp.,
       0.63%, 11/26/12 (a) 19,000,000 19,005,761
Westpac Banking Corp.,
       0.81%, 6/14/13 (a) 15,000,000 15,037,097
Westpac Banking Corp.,
       0.49%, 10/1/13, MTN (d) 35,000,000 35,000,000
  94,039,908
Commercial Banks – 1.5%
ANZ National International Ltd.,
       2.38%, 12/21/12 50,000,000 50,140,144
ANZ National International Ltd.,
       6.20%, 7/19/13 18,625,000 19,389,110
Commonwealth Bank of Australia,
       0.93%, 3/19/13 (a) 5,000,000 5,010,601
74,539,855
TOTAL YANKEE DOLLARS
        (COST $168,579,763) 168,579,763
 
Variable Rate Demand Notes – 3.8%
 
California – 0.4%
Berkeley California Revenue,
       0.18%, 7/1/38, (LOC Wells
       Fargo Bank N.A.) (a) 8,805,000 8,805,000
California State Infrastructure &
       Economic Development Bank
       Revenue, 0.19%, 11/15/37,
       (LOC U.S. Bank N.A.) (a) 9,300,000 9,300,000
18,105,000
Idaho – 0.3%
Power County Industrial
       Development Corp. Exempt
       Facilities Revenue, 0.26%,
       4/1/14, AMT, (LOC Wells
       Fargo Bank N.A.) (a) 16,000,000 16,000,000
Illinois – 0.5%
Illinois Development Finance
       Authority Solid Waste Disposal
       Revenue, 0.25%, 9/1/27,
       AMT, (LOC Wells Fargo
       Bank N.A.) (a) 24,900,000 24,900,000
Indiana – 0.3%
Indiana State Finance Authority
       Hospital Revenue, Series D,
       0.19%, 3/1/33, (LOC Northern
       Trust Co.) (a) 12,645,000 12,645,000
Kentucky – 0.2%
Kentucky State Economic
       Development Finance
       Authority, Series B-4, 0.19%,
       8/15/38, (LOC Branch
       Banking & Trust) (a) 9,655,000 9,655,000

18        HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC PRIME MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Variable Rate Demand Notes – 3.8%
 
  Principal Amortized
      Amount ($)       Cost ($)
Ohio – 0.5%
Cleveland Ohio Economic &
       Community Development
       Revenue, 0.19%, 12/1/33, (LOC
       PNC Bank N.A.) (a) 8,665,000 8,665,000
Ohio State Water Development
       Authority Revenue, 0.22%,
       11/1/25, (LOC Northern
       Trust Co.) (a) 6,100,000 6,100,000
Warren County Ohio Health
       Care Facilities Revenue,
       0.20%, 7/1/31, (LOC U.S.
       Bank N.A.) (a) 8,900,000 8,900,000
23,665,000
Oregon – 0.3%
Clackamas County Oregon
       Hospital Facility Authority
       Revenue, Series B,
       0.21%, 6/1/37, (LOC U.S.
       Bank N.A.) (a) 16,700,000 16,700,000
Pennsylvania – 0.3%
Bucks County Pennsylvania
       Industrial Development
       Authority Hospital Revenue,
       Series B, 0.20%, 7/1/39,
       (LOC PNC Bank N.A.) (a) 13,500,000 13,500,000
South Carolina – 0.3%
South Carolina State Housing
       Finance & Development
       Authority Multi-family Rental
       Housing Improvement
       Revenue, 0.26%, 7/15/39,
       AMT, (LOC Wells Fargo
       Bank N.A.) (a) 17,250,000 17,250,000
Texas – 0.7%
San Antonio Empowerment
       Zone Development Corp.
       Contract Revenue, 0.24%,
       10/1/37, AMT, (LOC U.S.
       Bank N.A.) (a) 18,000,000 18,000,000
Tarrant County Texas Cultural
       Educational Facilities
       Finance Corp. Hospital
       Revenue, Series E, 0.21%,
       11/15/50, (LOC Wells Fargo
       Bank N.A.) (a) 19,400,000 19,400,000
37,400,000
TOTAL VARIABLE RATE
        DEMAND NOTES
        (COST $189,820,000) 189,820,000
 
U.S. Treasury Obligations – 7.0%
 
U.S. Treasury Notes – 7.0%
0.75%, 3/31/13 100,000,000 100,212,438
1.13%, 6/15/13 95,000,000 95,513,512
0.75%, 9/15/13 50,000,000 50,235,995
0.13%, 9/30/13 50,000,000 49,963,581
4.25%, 11/15/13 50,000,000 52,089,499
TOTAL U.S. TREASURY
        OBLIGATIONS
        (COST $348,015,025) 348,015,025
 
Repurchase Agreements – 17.3%
 
Barclays Capital Group, purchased
       on 10/26/12, 0.19%, due
       on 11/2/12 with a maturity
       value of $260,009,606,
       collateralized by various U.S.
       Government and Government
       Agency Obligations, 4.50%-
       5.50%, 12/1/39-8/1/41, fair
       value $265,200,000 260,000,000 260,000,000
Deutsche Bank, purchased
       on 10/31/12, 0.35%, due
       on 11/1/12 with a maturity
       value of $250,002,431,
       collateralized by various U.S.
       Government and Government
       Agency Obligations, 3.00%-
       4.00%, 10/1/32-3/1/42, fair
       value $255,000,001 250,000,000 250,000,000
Goldman Sachs, purchased
       on 10/26/12, 0.20%, due
       on 11/2/12 with a maturity
       value of $250,009,722,
       collateralized by various U.S.
       Government and Government
       Agency Obligations, 1.20%-
       6.75%, 8/20/13-3/15/31, fair
       value $255,000,722 250,000,000 250,000,000
Goldman Sachs, purchased
       on 10/31/12, 0.24%, due
       on 11/1/12 with a maturity
       value of $100,002,000,
       collateralized by various
       U.S. Treasury Obligations,
       0.00%-2.63%, 11/15/12-
       5/15/23, $102,000,001 100,000,000 100,000,000
TOTAL REPURCHASE
        AGREEMENTS
        (COST $860,000,000) 860,000,000
 
Time Deposit – 2.4%
 
BNP Paribas, 0.12%, 11/1/12 123,000,000 123,000,000
TOTAL TIME DEPOSIT
        (COST $123,000,000) 123,000,000
TOTAL INVESTMENT
        SECURITIES (COST
        $4,977,028,033) — 99.9% 4,977,028,033

See notes to financial statements. HSBC FAMILY OF FUNDS       19



HSBC PRIME MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

____________________

Percentages indicated are based on net assets of $4,980,416,231.
(a)      Variable rate security. The interest rates on these securities are adjusted periodically to reflect then-current short-term interest rates. The rates presented represent the rates in effect on October 31, 2012. The maturity dates presented reflect the final maturity dates. However, some of these securities may contain put or demand features that allow the Fund to require the issuer to repurchase the security from the fund within various time periods, including daily, weekly, monthly, or semi-annually.
(b) Rate presented represents the effective yield at time of purchase.
(c) Rule 144A security or other security which is restricted as to resale to institutional investors. This security has been deemed liquid by the Investment Adviser based on procedures approved by the Board of Trustees.
(d) Step Bond. Income recognition is on the effective yield method for Step Bonds.
AMT  —  Interest on security is subject to federal alternative minimum tax
LLC Limited Liability Company
LOC Letter of Credit
MTN  Medium Term Note

20        HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012

Commercial Paper and Notes – 1.9%
 
Principal Amortized
      Amount ($)       Cost ($)
Wyoming – 1.9%
Sweetwater County Wyoming
       Pollution Control Revenue,
       0.17%, 11/2/12,
       (LOC Barclays Bank plc) 2,000,000 2,000,000
TOTAL COMMERCIAL
        PAPER AND NOTES
        (COST $2,000,000) 2,000,000
 
Variable Rate Demand Notes – 84.9%
 
Alabama – 1.0%
Mobile Alabama Industrial
       Development Board Dock &
       Wharf Revenue, Series A,
       0.26%, 6/1/32, (LOC Bayerische
       Landesbank) (a) 1,000,000 1,000,000
California – 5.3%
ABAG Finance Authority for  
       Nonprofit Corps. Multi-family
       Revenue, 0.24%, 5/15/38,
       AMT, (Credit Support FNMA,
       LIQ FAC FNMA) (a) 1,500,000 1,500,000
Bay Area Toll Authority California
       Toll Bridge Revenue, Series E-1,
       0.18%, 4/1/45, (LOC Bank of
       Tokyo-Mitsubishi UFJ Ltd.) (a) 1,000,000 1,000,000
California State GO, Series A2,
       0.21%, 5/1/34, (LOC State
       Street Bank & Trust Co.,
       California State Teacher’s
       Retirement System) (a) 2,000,000 2,000,000
California State Infrastructure &
       Economic Development Bank
       Revenue, Series B, 0.24%,
       11/1/26, (LOC Mizuho
       Corporate Bank) (a) 1,045,000 1,045,000
5,545,000
Colorado – 1.6%
Broomfield Colorado Urban
       Renewal Authority Tax Increment
       Revenue, 0.85%, 12/1/30,
       (LOC BNP Paribas) (a) 645,000 645,000
Colorado Housing & Finance
       Authority Multi-family Revenue,
       0.22%, 2/15/28, (Credit Support
       FNMA, LIQ FAC FNMA) (a) 1,000,000 1,000,000
1,645,000
Connecticut – 1.4%
Connecticut State Development
       Authority Revenue, 0.22%,
       8/1/23, AMT, (LOC Bank
       of Montreal) (a) 1,500,000 1,500,000
District of Columbia – 1.1%
Metropolitan Washington District
       of Columbia Airport Authority
       System Revenue, Sub-series
       C-2, 0.21%, 10/1/39, (LOC
       Barclays Bank plc) (a) 1,200,000 1,200,000
Florida – 3.4%
Orlando & Orange County Florida
       Expressway Authority Revenue,
       Series D, 0.21%, 7/1/32, (Credit
       Support AGM, LOC Barclays
       Bank plc) (a) 1,500,000 1,500,000
Polk County Florida Industrial
       Development Authority Revenue,
       0.28%, 10/1/19, AMT, (LOC
       Branch Banking & Trust) (a) 2,045,000 2,045,000
3,545,000
Georgia – 3.3%
Fulton County Georgia
       Development Authority Revenue,
       0.21%, 5/1/26, (LOC Branch
       Banking & Trust) (a) 2,125,000 2,125,000
Roswell Georgia Housing
       Authority Multi-family Revenue,
       0.22%, 6/15/25, (Credit
       Support FNMA) (a) 1,400,000 1,400,000
3,525,000
Illinois – 2.4%
Illinois Finance Authority Revenue,
       Series A, 0.22%, 11/1/45,
       (LOC Northern Trust Co.) (a) 1,500,000 1,500,000
Illinois State Educational
       Facilities Authority Revenue,
       0.20%, 4/1/31, (LOC PNC
       Bank N.A.) (a) 1,000,000 1,000,000
2,500,000
Indiana – 6.8%
Indiana State Finance Authority
       Environmental Revenue,
       Series A-5, 0.20%, 10/1/40,
       (LOC Sumitomo Mitsui
       Banking Corp.) (a) 1,000,000 1,000,000
Indiana State Finance Authority
       Revenue, Series A, 0.20%,
       7/1/36, (LOC Northern
       Trust Co.) (a) 900,000 900,000
Indianapolis Indiana Multi-family
       Housing Revenue, 0.20%,
       5/15/38, (Credit Support FNMA,
       LIQ FAC FNMA) (a) 1,500,000 1,500,000
Lawrenceburg Indiana Pollution
       Control Revenue, 0.19%, 10/1/19,
       (LOC Bank of Nova Scotia) (a) 1,750,000 1,750,000
Lawrenceburg Indiana Pollution
       Control Revenue, Series H,
       0.21%, 11/1/21, (LOC Bank of
       Nova Scotia) (a) 2,000,000 2,000,000
7,150,000
Kansas – 2.8%
Olathe Kansas Industrial
       Revenue, Series A, 0.35%,
       3/1/27, AMT, (LOC Svenska
       Handelsbanken) (a)(b) 1,000,000 1,000,000

See notes to financial statements. HSBC FAMILY OF FUNDS        21



HSBC TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)


Variable Rate Demand Notes, continued
 
Principal Amortized
      Amount ($)       Cost ($)
Kansas, continued  
Wichita Kansas Hospital
       Revenue, Series B-1, 0.24%,  
       11/15/39, (LOC JPMorgan
       Chase & Co.) (a)   2,000,000 2,000,000
3,000,000
Louisiana – 2.0%
East Baton Rouge Parish Louisiana
       Pollution Control Revenue,
       0.20%, 11/1/19 (a) 1,120,000 1,120,000
Louisiana Public Facilities
       Authority Revenue, Series B-1,
       0.18%, 7/1/47, (LOC Bank
       of New York) (a) 1,000,000 1,000,000
2,120,000
Maryland – 1.6%
Montgomery County Maryland
       Housing Opportunities
       Commission Multi-family
       Revenue, Series B, 0.24%,
       5/1/26, (LOC Bank of
       America N.A.) (a) 1,700,000 1,700,000
Massachusetts – 1.9%
Massachusetts State Development
       Finance Agency Revenue,
       Series A, 0.22%, 9/1/37,
       (LOC JPMorgan Chase
       Bank N.A.) (a) 2,000,000 2,000,000
Minnesota – 4.1%
St. Paul Minnesota Port Authority
       District Cooling Revenue,
       Series 9-BB, 0.23%, 3/1/29,
       (LOC Deutsche Bank A.G.) (a) 2,070,000 2,070,000
St. Paul Minnesota Port Authority
       District Heating Revenue,
       Series 7-Q, 0.23%, 12/1/28,
       (LOC Deutsche Bank A.G.) (a) 2,300,000 2,300,000
4,370,000
Missouri – 1.9%
Kansas City Missouri Special
       Obligation Revenue, Series E,
       0.22%, 4/15/34, (LOC Sumitomo
       Mitsui Banking Corp.) (a) 2,000,000 2,000,000
Nebraska – 0.9%
Saline County Nebraska
       Hospital Authority No. 1
       Hospital Revenue, Series C,
       0.21%, 6/1/31, (LOC U.S.
       Bank N.A.) (a) 985,000 985,000
Nevada – 1.5%
Nevada State Housing Division
       Multi-family Revenue,
       0.23%, 10/1/37, AMT,
       (Credit Support FHLMC,
       LIQ FAC FHLMC) (a) 1,600,000 1,600,000
New Mexico – 1.0%
New Mexico Educational
       Assistance Foundation Revenue,
       Series A-1, 0.22%, 4/1/34, AMT,
       (Credit Support Guaranteed
       Student Loans, LOC Royal Bank
       of Canada) (a) 1,000,000 1,000,000
New York – 5.0%
New York City GO, Sub-series G-4,
       0.20%, 4/1/42, (LOC PNC
       Bank N.A.) (a) 1,000,000 1,000,000
New York State Energy
       Research & Development
       Authority Revenue,
       Sub-series A-2, 0.19%,
       5/1/39, (LOC Mizuho
       Corporate Bank) (a) 1,500,000 1,500,000
Triborough Bridge & Tunnel
       Authority Revenue, Series B,
       0.19%, 1/1/32, (LOC State
       Street Bank & Trust Co.) (a) 1,000,000 1,000,000
Triborough Bridge & Tunnel
       Authority Revenue,
       Series B-2B, 0.22%, 1/1/32,
       (LOC California State Teacher’s
       Retirement System) (a) 1,800,000 1,800,000
5,300,000
Ohio – 5.2%
Cuyahoga County Ohio Hospital
       Revenue, 0.20%, 2/1/35,
       (LOC PNC Bank N.A.) (a) 1,500,000 1,500,000
Hamilton County Ohio Health
       Care Revenue, Series B,
       0.23%, 1/1/37, (LOC PNC
       Bank N.A.) (a) 500,000 500,000
Ohio State Air Quality
       Development Authority
       Revenue, Series C,
       0.20%, 2/1/26, (LOC Bank of
       Tokyo-Mitsubishi UFJ Ltd.) (a) 2,000,000 2,000,000
Ohio State Air Quality
       Development Authority Revenue,
       Series B, 0.24%, 10/1/33,
       (LOC Bank of Nova Scotia,
       Guaranty Agreement FirstEnergy
       Solutions Corp.) (a) 1,500,000 1,500,000
5,500,000
Oregon – 2.2%
Oregon State Business
       Development Commission
       Revenue, Series 230,
       0.24%, 4/1/41, AMT,
       (LOC U.S. Bank N.A.) (a) 2,300,000 2,300,000
Pennsylvania – 6.6%
Beaver County Pennsylvania
       Industrial Development Authority
       Revenue, Series B, 0.21%,
       11/1/25, (LOC UBS A.G.) (a) 2,000,000 2,000,000

22        HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Variable Rate Demand Notes, continued
 
Principal Amortized
        Amount ($)       Cost ($)
Pennsylvania, continued
Haverford Township    
       Pennsylvania School District GO,
       0.22%, 3/1/30, (Credit Support
       State Aid Withholding, LOC TD
       Bank N.A.) (a) 1,000,000 1,000,000
Philadelphia Pennsylvania
       School District GO, Series F,
       0.21%, 9/1/30, (Credit Support
       State Aid Withholding, LOC TD
       Bank N.A.) (a) 2,000,000 2,000,000
Southeastern Pennsylvania
       Transportation Authority
       Revenue, 0.21%, 3/1/22,
       (LOC PNC Bank N.A.) (a) 2,000,000 2,000,000
7,000,000
Rhode Island – 1.2%
Rhode Island State Industrial
       Facilities Corp. Marine Term
       Revenue, 0.23%, 2/1/25 (a) 1,300,000 1,300,000
South Carolina – 3.0%
North Charleston South Carolina
       Certificates of Participation,
       0.22%, 9/1/19, (LOC Bank of
       America N.A.) (a) 2,000,000 2,000,000
South Carolina Jobs Economic
       Development Authority Revenue,
       0.21%, 3/1/23, (LOC Branch
       Banking & Trust) (a) 1,150,000 1,150,000
3,150,000
Texas – 4.3%
Austin Texas Water & Wastewater
       System Revenue, 0.20%, 5/15/31,
       (LOC Bank of Tokyo-Mitsubishi
       UFJ Ltd., LOC Sumitomo Mitsui
       Banking Corp.) (a) 500,000 500,000
Harris County Texas
       Hospital District Revenue,
       0.21%, 2/15/42, (LOC
       JPMorgan Chase Bank) (a) 1,000,000 1,000,000
Houston Texas Utility
       System Revenue, Series B-3,
       0.19%, 5/15/34, (LOC Sumitomo
       Mitsui Banking Corp.) (a) 1,000,000 1,000,000
Tarrant County Texas Cultural
       Education Facilities Finance
       Corp. Hospital Revenue,
       Series C, 0.18%, 11/15/50,
       (LOC Northern Trust Co.) (a) 2,000,000 2,000,000
4,500,000
Utah – 1.0%
Utah State Transit Authority
       Sales Tax Revenue,
       Sub-series B, 0.26%, 6/15/36,
       (LOC BNP Paribas) (a) 1,000,000 1,000,000
Virginia – 1.8%
Virginia State Commonwealth
       University Health System
       Authority Revenue, Series B,
       0.23%, 7/1/30, (Credit Support
       AMBAC, LOC Wachovia
       Bank N.A.) (a) 1,925,000 1,925,000
Washington – 2.8%
Washington State Housing Finance
       Commission Multi-family
       Housing Revenue, 0.22%,
       7/1/44, (Credit Support FHLMC,
       LIQ FAC FHLMC) (a) 1,800,000 1,800,000
Washington State Housing Finance
       Commission Nonprofit Revenue,
       0.21%, 11/1/25, (LOC U.S.
       Bank N.A.) (a) 1,200,000 1,200,000
3,000,000
Wisconsin – 2.2%
Wisconsin State Health &
       Educational Facilities
       Authority Revenue, Series B,
       0.26%, 4/1/35, (LOC U.S.
       Bank N.A.) (a) 1,500,000 1,500,000
Wisconsin State Health &
       Educational Facilities Authority
       Revenue, 0.21%, 2/1/38, (LOC
       BMO Harris Bank N.A.) (a) 805,000 805,000
2,305,000
Wyoming – 5.6%
Gillette Wyoming Pollution
       Control Revenue, 0.19%, 1/1/18,
       (LOC Barclays Bank plc) (a) 1,600,000 1,600,000
Lincoln County Wyoming
       Pollution Control Revenue,
       0.20%, 8/1/15 (a) 1,000,000 1,000,000
Lincoln County Wyoming
       Pollution Control Revenue,
       0.21%, 1/1/16, (LOC Wells
       Fargo Bank N.A.) (a) 1,300,000 1,300,000
Sweetwater County Wyoming
       Pollution Control Revenue,
       Series B, 0.20%, 12/1/20, (LOC
       Wells Fargo Bank N.A.) (a) 2,000,000 2,000,000
5,900,000
TOTAL VARIABLE RATE
        DEMAND NOTES
        (COST $89,865,000) 89,565,000
 
Municipal Bonds – 11.6%
 
Arizona – 1.0%
Arizona State School Facilities
       Board Certificates of
       Participation, Series A,
       5.25%, 9/1/17, (Credit
       Support NATL-RE),
       prerefunded 3/1/13 @ 100 1,080,000 1,097,925

See notes to financial statements. HSBC FAMILY OF FUNDS        23



HSBC TAX-FREE MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Municipal Bonds, continued
 
Principal Amortized
        Amount ($)       Cost ($)
Georgia – 1.1%
Georgia Municipal Electric
       Authority Revenue, Series A,
       5.25%, 11/1/15, (Credit Support
       NATL-RE), prerefunded
       11/1/12 @ 100 1,115,000 1,115,000
Illinois – 4.8%
Chicago Illinois Metropolitan
       Water Reclamation District-
       Greater Chicago GO, Series C,
       5.38%, 12/1/15, prerefunded
       12/1/12 @ 100 1,500,000 1,506,281
Chicago Illinois Metropolitan
       Water Reclamation District-
       Greater Chicago GO, Series C,
       5.38%, 12/1/16, prerefunded
       12/1/12 @ 100 1,500,000 1,506,350
Du Page Cook & Will Counties
       Illinois Community College
       District GO, Series A,
       5.25%, 6/1/16, prerefunded
       6/1/13 @ 100 2,000,000 2,058,466
5,071,097
Michigan – 0.5%
Van Buren Township Michigan
       Local Development Authority
       GO, 5.25%, 4/1/23,
       (Credit Support FGIC),
       prerefunded 4/1/13 @ 100 500,000 510,193
Texas – 1.5%
Waco Texas GO, 4.50%, 2/1/25,
       prerefunded 2/1/13 @ 100 1,600,000 1,617,273
Virginia – 1.7%
Hampton Virginia Convention
       Center Revenue, 5.13%,
       1/15/28, (Credit Support
       AMBAC), prerefunded
       1/15/13 @ 100 1,800,000 1,817,953
Washington – 1.0%
Pierce County Washington School
       District GO, 5.25%, 12/1/22,
       (Credit Support NATL-RE
       FGIC, School Board Guaranty),
       prerefunded 12/1/12 @ 100 1,000,000 1,004,133
TOTAL MUNICIPAL BONDS
        (COST $12,233,574) 12,233,574
TOTAL INVESTMENT
        SECURITIES (COST
        $103,798,574) — 98.4% 103,798,574
____________________

Percentages indicated are based on net assets of $105,492,836.
(a)      Variable rate security. The rate presented represents the rate in effect at October 31, 2012. These securities are deemed to have a maturity remaining until the next adjustment of the interest rate or the longer of the demand period or time to the next readjustment.
(b) Rule 144A security or other security which is restricted as to resale to institutional investors. This security has been deemed liquid by the Investment Adviser based on procedures approved by the Board of Trustees.

AGM  —  Assured Guaranty Municipal Corporation
AMBAC  —  American Municipal Bond Assurance Corporation
AMT  —  Interest on security is subject to federal alternative minimum tax
FGIC  —  Financial Guaranty Insurance Company
FHLMC  —  Federal Home Loan Mortgage Corporation
FNMA  —  Federal National Mortgage Association
GO  —  General Obligation
LIQ FAC  —  Liquidity Facility
LOC  —  Letter of Credit
NATL-RE  —  Reinsurance provided by the National Public Finance Guarantee Corporation

24        HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC U.S. GOVERNMENT MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012

U.S. Government and Government Agency
Obligations – 19.1%
 
      Principal       Amortized
  Amount ($) Cost ($)
Federal Farm Credit Bank – 12.6%
       0.30%, 2/11/13(a), Series 4 39,000,000 39,013,224
       0.18%, 3/8/13(a) 80,000,000 79,997,178
       0.25%, 3/28/13(a), Series 1 40,000,000 40,009,800
       0.20%, 4/2/13(a) 108,500,000 108,500,000
       0.19%, 5/3/13(a) 150,000,000 150,000,000
       0.33%, 6/19/13(a) 75,000,000 75,067,030
       0.20%, 7/2/13(a), Series 1 85,000,000 85,000,000
       0.19%, 10/16/13(a) 50,000,000 50,000,000
627,587,232
Federal Home Loan Bank – 2.3%
       0.26%, 4/10/13 92,400,000 92,395,949
       0.30%, 6/4/13, Callable
              12/4/12 @ 100 25,000,000 25,000,000
117,395,949
Federal National Mortgage Association – 4.2%
       0.14%, 11/21/12(b) 30,000,000 29,997,667
       0.37%, 12/3/12(a) 99,200,000   99,214,108
       0.29%, 3/14/13(a) 82,750,000 82,758,939
  211,970,714
TOTAL U.S. GOVERNMENT
       AND GOVERNMENT
       AGENCY OBLIGATIONS
       (COST $956,953,895) 956,953,895
 
U.S. Treasury Obligations – 23.5%
 
U.S. Treasury Notes – 23.5%
       4.00%, 11/15/12 75,000,000 75,109,197
       3.38%, 11/30/12 10,000,000 10,025,561
       3.88%, 2/15/13 63,000,000 63,674,171
       0.63%, 2/28/13 100,000,000 100,143,489
       1.38%, 3/15/13 50,000,000 50,214,257
       0.75%, 3/31/13 175,000,000 175,379,237
       1.75%, 4/15/13 200,000,000 201,396,259
       3.13%, 4/30/13 50,000,000 50,715,058
       1.13%, 6/15/13 49,000,000 49,263,797
       1.00%, 7/15/13 50,000,000 50,264,323
       4.25%, 8/15/13 65,000,000 67,056,459
       0.13%, 9/30/13 50,000,000 49,963,677
       3.13%, 9/30/13 125,000,000 128,324,030
       2.75%, 10/31/13 50,000,000 51,265,770
       0.50%, 11/15/13 50,000,000 50,148,800
TOTAL U.S. TREASURY
       OBLIGATIONS
       (COST $1,172,944,085) 1,172,944,085
 
Repurchase Agreements – 53.8%
 
Bank of America Corp., purchased
       on 10/31/12, 0.32%, due on
       11/1/12 with a maturity value of
       $400,003,556, collateralized by
       various U.S. Government and
       Government Agency Obligations,
       2.24%-3.50%, 5/1/42-10/1/42,
       fair value $408,000,001 400,000,000 400,000,000
Barclays Capital Group, purchased
       on 10/26/12, 0.19%, due on
       11/2/12 with a maturity value
       of $220,008,128, collateralized
       by various U.S. Government
       and Government Agency
       Obligations, 4.50%, 8/1/41, fair
       value $224,400,001 220,000,000 220,000,000
Barclays Capital Group, purchased
       on 10/31/12, 0.31%, due on
       11/1/12 with a maturity value of
       $200,001,722, collateralized by
       various U.S. Government and
       Government Agency Obligations,
       3.50%-4.00%, 11/1/41-9/1/42,
       fair value $204,000,001 200,000,000 200,000,000
Barclays Capital Group, purchased
       on 10/31/12, 0.32%, due on
       11/1/12 with a maturity value of
       $125,001,111, collateralized by
       various U.S. Treasury Obligations,
       0.38%-2.25%, 12/10/12-12/19/12,
       fair value $127,500,001 125,000,000 125,000,000
BNP Paribas, purchased on
       10/31/12, 0.22%, due on
       11/7/12 with a maturity value of
       $240,010,267, collateralized by
       various U.S. Government and
       Government Agency Obligations,
       1.13%-6.00%, 11/1/20-10/1/42,
       fair value $244,800,000 240,000,000 240,000,000
BNP Paribas, purchased on
       10/31/12, 0.30%, due on
       11/1/12 with a maturity value of
       $100,000,833, collateralized by
       various U.S. TreasuryObligations,
       0.00%, 1/15/30-4/15/30, fair
       value $102,000,318 100,000,000 100,000,000
Citigroup Global Markets,
       purchased on 10/31/12,
       0.32%, due on 11/1/12 with a
       maturity value of $300,002,667,
       collateralized by various U.S.
       Government and Government
       Agency Obligations, 3.50%-
       5.00%, 6/15/25-8/15/42, fair
       value $306,000,001 300,000,000 300,000,000
Deutsche Bank, purchased on
       10/31/12, 0.35%, due on
       11/1/12 with a maturity value of
       $250,002,431, collateralized by
       various U.S. TreasuryObligations,
       0.13%-2.38%, 1/15/22-1/15/25,
       fair value $255,000,100 250,000,000 250,000,000

See notes to financial statements. HSBC FAMILY OF FUNDS       25



HSBC U.S. GOVERNMENT MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Repurchase Agreements, continued
 
Principal Amortized
Amount ($)       Cost ($)
Greenwich Capital Markets, Inc.,
       purchased on 10/31/12,
       0.25%, due on 11/1/12 with a
       maturity value of $150,001,042,
       collateralized by various
       U.S. Treasury Obligations,
       0.75%-2.25%, 10/31/17-7/31/18,
       fair value $153,003,515 150,000,000 150,000,000
Greenwich Capital Markets, Inc.,  
       purchased on 10/31/12, 0.26%,
       due on 11/1/12 with a maturity
       value of $350,002,528,
       collateralized by U.S. Treasury
       Obligations, 1.00%, 6/30/19,
       fair value $357,003,612 350,000,000 350,000,000
Greenwich Capital Markets, Inc.,
       purchased on 10/31/12, 0.35%,
       due on 11/1/12 with a maturity
       value of $350,003,403,
       collateralized by various  
       U.S. Treasury Obligations,  
       0.00%, 1/7/13-4/22/13, fair
       value $357,000,089 350,000,000 350,000,000
TOTAL REPURCHASE
       AGREEMENTS
       (COST $2,685,000,000) 2,685,000,000
TOTAL INVESTMENT
       SECURITIES (COST
       $4,814,897,980) — 96.4% 4,814,897,980
____________________

Percentages indicated are based on net assets of $4,993,428,258.
(a) Variable rate security. The rate presented represents the rate in effect at October 31, 2012. These securities are deemed to have a maturity remaining until the next adjustment of the interest rate or the longer of the demand period or time to the next readjustment.
(b)      Discount note. Rate presented represents the effective yield at time of purchase.

26       HSBC FAMILY OF FUNDS See notes to financial statements.



 HSBC U.S. TREASURY MONEY MARKET FUND
Schedule of Portfolio Investments—as of October 31, 2012

U.S. Treasury Obligations – 99.1%
 
Principal       Amortized
Amount ($) Cost ($)
U.S. Treasury Bills – 62.8%
       0.10%, 11/1/12(a) 117,000,000 117,000,000
       0.12%, 11/8/12(a) 325,000,000 324,992,749
       0.12%, 11/15/12(a) 500,000,000 499,976,190
       0.12%, 11/23/12(a) 350,000,000 349,974,487
       0.13%, 1/31/13(a) 200,000,000 199,934,278
1,491,877,704
U.S. Treasury Notes – 36.3%
       1.38%, 11/15/12 100,000,000 100,046,782
       4.00%, 11/15/12 75,000,000 75,109,238
       0.50%, 11/30/12 40,000,000 40,010,596
       3.38%, 11/30/12 40,000,000 40,102,309
       0.63%, 12/31/12 50,000,000 50,037,802
       1.38%, 1/15/13 165,000,000 165,411,014
       0.63%, 1/31/13 20,000,000 20,020,970
       3.88%, 2/15/13 50,000,000 50,533,872
       0.63%, 2/28/13 50,000,000 50,078,592
       2.75%, 2/28/13 25,000,000 25,209,797
       1.38%, 3/15/13 70,000,000 70,317,032
       3.13%, 4/30/13 25,000,000 25,358,335
       3.50%, 5/31/13 25,000,000 25,479,483
       1.13%, 6/15/13 45,000,000 45,248,459
       4.25%, 8/15/13 75,000,000 77,384,589
860,348,870
TOTAL INVESTMENT SECURITIES — 99.1% 2,352,226,574
____________________

Percentages indicated are based on net assets of $2,373,986,181.
(a)       Discount note. Rate presented represents the effective yield at time of purchase.

See notes to financial statements. HSBC FAMILY OF FUNDS       27



HSBC FAMILY OF FUNDS
Statements of Assets and Liabilities—as of October 31, 2012

   New York                       
Tax-Free Prime Tax-Free
Money Market Money Market Money Market
Fund Fund Fund
Assets:              
       Investments, at value and amortized cost $ 277,113,855     $ 4,117,028,033   $ 103,798,574   
       Repurchase agreements, at value and cost     860,000,000  
       Total Investments 277,113,855     4,977,028,033   103,798,574
       Cash 5,867,261     1,079,315   1,435,844
       Interest receivable 220,558     3,739,254   234,827
       Receivable for capital shares issued     221,922  
       Receivable from Investment Adviser 41,009       15,912
       Receivable from Administrator       9,932
       Prepaid expenses and other assets 26,397     88,098   24,549
       Total Assets 283,269,080     4,982,156,622   105,519,638
Liabilities:        
       Dividends payable     445,704  
       Accrued expenses and other liabilities:        
              Investment Management     498,391  
              Administration 13,374     217,947  
              Shareholder Servicing     29,735  
              Compliance Service 169       158
              Accounting 5,690      
              Custodian 6,346     74,413   2,542
              Transfer Agent 2,651     3,486   2,874
              Trustee 499     17,484   87
              Other 32,230     453,231   21,141
       Total Liabilities 60,959     1,740,391   26,802
Net Assets $ 283,208,121   $ 4,980,416,231   $ 105,492,836
         
Composition of Net Assets:        
       Capital 283,208,120     4,980,404,785   105,492,835
       Undistributed (distributions in excess of ) net investment income 1       1
       Accumulated net realized gains (losses) from investments     11,446  
Net Assets $ 283,208,121   $ 4,980,416,231   $ 105,492,836
          
Net Assets:        
       Class A Shares $ 145,634   $ 33,546,135   $
       Class B Shares     41,295  
       Class C Shares     5,759  
       Class D Shares 187,325,938     1,303,826,958   86,660,446
       Class I Shares     3,025,687,834  
       Class Y Shares 95,736,549     617,308,250   18,832,390
$ 283,208,121   $ 4,980,416,231   $ 105,492,836
Shares Outstanding        
       ($0.001 par value, unlimited number of shares authorized):        
       Class A Shares 145,634     33,546,625  
       Class B Shares     41,324  
       Class C Shares     5,758  
       Class D Shares 187,329,417     1,303,764,238   86,658,600
       Class I Shares     3,025,759,484  
       Class Y Shares 95,739,622     617,301,580   18,833,868
Net Asset Value, Offering Price and Redemption Price per share:        
       Class A Shares $ 1.00   $ 1.00   $
       Class B Shares(a) $   $ 1.00   $
       Class C Shares(a) $   $ 1.00   $
       Class D Shares $ 1.00   $ 1.00   $ 1.00
       Class I Shares $   $ 1.00   $
       Class Y Shares $ 1.00   $ 1.00   $ 1.00
____________________

(a)     Redemption Price per share varies by length of time shares are held.

28       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Assets and Liabilities—as of October 31, 2012 (continued)

   U.S.             
Government U.S. Treasury
Money Market Money Market
Fund Fund
Assets:          
       Investments, at value and amortized cost   $ 2,129,897,980     $ 2,352,226,574
       Repurchase agreements, at value and cost     2,685,000,000    
       Total Investments     4,814,897,980     2,352,226,574
       Cash     175,223,683     216,428,275
       Interest receivable     4,289,629     5,427,233
       Receivable for capital shares issued     58,867    
       Receivable from Investment Adviser         113,993
       Prepaid expenses and other assets     95,989     59,865
       Total Assets     4,994,566,148     2,574,255,940
Liabilities:          
       Dividends payable     84,167    
       Payable for investments purchased         199,934,278
       Accrued expenses and other liabilities:          
              Investment Management     267,437    
              Administration     192, 374     71,333
              Compliance Service     2,640    
              Accounting     132    
              Custodian     57,963     20,684
              Transfer Agent     2,764     2,770
              Trustee     14,195     5,589
              Other     516,218     235,105
       Total Liabilities     1,137,890     200,269,759
Net Assets   $ 4,993,428,258     $ 2,373,986,181
           
Composition of Net Assets:          
       Capital     4,993,431,822     2,373,997,582
       Undistributed (distributions in excess of) net investment income     2     9
       Accumulated net realized gains (losses) from investments     (3,566 )   (11,410 )
Net Assets   $ 4,993,428,258     $ 2,373,986,181
           
Net Assets:          
       Class A Shares   $ 238,425     $ 5,099
       Class B Shares     76,382     1,030
       Class D Shares     614,499,182     662,062,897
       Class I Shares     1,873,166,017     555,286,654
       Class Y Shares     2,505,448,252     1,156,630,501
  $ 4,993,428,258     $ 2,373,986,181
Shares Outstanding          
       ($0.001 par value, unlimited number of shares authorized):          
       Class A Shares     238,556     5,091
       Class B Shares     76,370     1,031
       Class D Shares     614,317,797     662,062,320
       Class I Shares     1,873,288,028     555,319,700
       Class Y Shares     2,505,511,431     1,156,614,419
Net Asset Value, Offering Price and Redemption Price per share:          
       Class A Shares   $ 1.00     $ 1.00
       Class B Shares(a)   $ 1.00     $ 1.00
       Class D Shares   $ 1.00     $ 1.00
       Class I Shares   $ 1.00     $ 1.00
       Class Y Shares   $ 1.00     $ 1.00
____________________

(a)     Redemption Price per share varies by length of time shares are held.

See notes to financial statements. HSBC FAMILY OF FUNDS       29



HSBC FAMILY OF FUNDS
Statements of Operations—For the year ended October 31, 2012

  New York                  
Tax-Free Prime Tax-Free
Money Market Money Market Money Market
Fund Fund Fund
Investment Income:                        
       Interest $ 589,002 $ 18,284,475 $ 228,177
       Dividends 22
       Total Investment Income 589,024 18,284,475 228,177
   
Expenses:
       Investment Management 357,685 5,920,409 120,113
       Advisory Services:
              Operational Support - Class A Shares 107 29,241
              Operational Support - Class B Shares 64
              Operational Support - Class C Shares 7
              Operational Support - Class D Shares 117,613 1,416,568 92,072
              Operational Support - Class Y Shares 61,124 615,762 28,041
       Administration:
                     Class A Shares 105 14,345
                     Class B Shares 32
                     Class D Shares 118,087 693,767 45,070
                     Class I Shares 1,888,886
                     Class Y Shares 60,716 301,668 13,733
       Distribution:
                     Class B Shares 480
                     Class C Shares 46
       Shareholder Servicing:
                     Class A Shares 848 116,684
                     Class B Shares 158
                     Class C Shares 14
                     Class D Shares 588,069 3,536,821 230,212
       Accounting 82,475 78,175 76,093
       Compliance Service 8,110 119,780 2,632
       Custodian 24,191 292,156 10,853
       Printing 23,022 285,203 4,481
       Transfer Agent 33,315 62,974 34,857
       Trustee 20,261 347,715 6,842
       Registration fees 56,943 104,978 71,336
       Other 75,883 1,134,788 46,679
              Total expenses before fee reductions 1,628,554 16,960,721 783,014
              Fees voluntarily reduced/reimbursed by Investment Adviser (415,682 ) (920,071 ) (322,126 )
              Fees voluntarily reduced/reimbursed by Administrator (31,491 ) (2,150 )
              Fees voluntarily reduced/reimbursed by Distributor (525 )
              Fees voluntarily reduced/reimbursed by Shareholder Servicing Agent (588,917 ) (3,412,405 ) (229,173 )
              Fees paid indirectly (3,440 ) (589 ) (1,388 )
              Net Expenses 589,024 12,627,131 228,177
      
Net Investment Income (Loss) 5,657,344
   
Net realized gains (losses) from investments 24,826
Change In Net Assets Resulting From Operations $ $ 5,682,170 $

30       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Operations—For the year ended October 31, 2012 (continued)

  U.S.         U.S.  
Government Treasury
Money Market Money Market
Fund Fund
Investment Income:            
       Interest $ 8,626,017 $ 1,965,859
       Total Investment Income 8,626,017 1,965,859
     
Expenses:
       Investment Management 4,956,347 2,316,716
       Advisory Services:
              Operational Support - Class A Shares 1,692 66
              Operational Support - Class B Shares 85 19
              Operational Support - Class C Shares 1
              Operational Support - Class D Shares 647,926 565,857
              Operational Support - Class Y Shares 2,336,471 1,119,789
       Administration:
              Class A Shares 818 31
              Class B Shares 40 9
              Class C Shares 1
              Class D Shares 317,466 276,907
              Class I Shares 966,885 309,451
              Class Y Shares 1,145,559 548,789
       Distribution:
              Class B Shares 630 142
              Class C Shares 19
       Shareholder Servicing:
              Class A Shares 6,770 267
              Class B Shares 209 47
              Class C Shares 3
              Class D Shares 1,619,836 1,414,661
       Accounting 68,207 66,323
       Compliance Service 96,860 47,314
       Custodian 248,291 97,680
       Printing 105,428 18,952
       Transfer Agent 51,168 42,234
       Trustee 295,359 136,846
       Registration fees 76,008 53,064
       Other 1,052,123 510,002
              Total expenses before fee reductions 13,994,178 7,525,190
              Fees voluntarily reduced/reimbursed by Investment Adviser (3,844,068 ) (3,784,582 )
              Fees voluntarily reduced/reimbursed by Administrator (453,241 ) (306,356 )
              Fees voluntarily reduced/reimbursed by Distributor (630 ) (152 )
              Fees voluntarily reduced/reimbursed by Shareholder Servicing Agent (1,626,815 ) (1,414,978 )
              Fees paid indirectly (32,481 ) (53,272 )
              Net Expenses 8,036,943 1,965,850
    
Net Investment Income (Loss) 589,074 9
   
Net realized gains (losses) from investments 2,240 8,482
Change In Net Assets Resulting From Operations $ 591,314 $ 8,491

See notes to financial statements. HSBC FAMILY OF FUNDS       31



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets

New York Tax-Free Prime
Money Market Fund Money Market Fund
   For the For the           For the       For the
year ended year ended year ended year ended
October 31, 2012 October 31, 2011 October 31, 2012 October 31, 2011   
Investment Activities:                                   
Operations:
       Net investment income (loss) $ $ 40,079 $ 5,657,344 $ 5,030,518
       Net realized gains (losses) from investments 24,826 186,929
Change in net assets resulting from operations 40,079 5,682,170 5,217,447
   
Dividends:
Net investment income:
       Class A Shares (104 ) (2,958 ) (2,420 )
       Class B Shares (7 ) (18 )
       Class C Shares (4 ) (8 )
       Class D Shares (29,578 ) (143,373 ) (174,840 )
       Class I Shares (5,344,845 ) (4,730,216 )
       Class Y Shares (10,398 ) (166,157 ) (126,895 )
Change in net assets resulting from
       shareholder dividends (40,080 ) (5,657,344 ) (5,034,397 )
  
Change in net assets resulting from
       capital transactions (244,839,081 ) 27,291,715 (1,590,758,408 ) (944,671,396 )
Change in net assets (244,839,081 ) 27,291,714 (1,590,733,582 ) (944,488,346 )
  
Net Assets:
       Beginning of period 528,047,202 500,755,488 6,571,149,813 7,515,638,159
       End of period $ 283,208,121 $ 528,047,202 $ 4,980,416,231 $ 6,571,149,813
       Accumulated net investment income (loss) $ 1 $ 1 $ $

32       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

New York Tax-Free Prime
Money Market Fund Money Market Fund
For the For the For the For the
year ended year ended year ended year ended
October 31, 2012 October 31, 2011     October 31, 2012 October 31, 2011
CAPITAL TRANSACTIONS:                      
Class A Shares:          
       Proceeds from shares issued $ 150,000 $ 2,560,641 $ 11,405,354 $ 35,520,209
       Dividends reinvested 100 102 127
       Value of shares redeemed (200,000 ) (16,927,984 ) (5,622,050 ) (40,700,451 )
Class A Shares capital transactions (50,000 ) (14,367,243 ) 5,783,406 (5,180,115 )
 
Class B Shares:
       Proceeds from shares issued 19,430 21,964
       Dividends reinvested 6 13
       Value of shares redeemed (110,006 ) (115,996 )
Class B Shares capital transactions (90,570 ) (94,019 )
 
Class C Shares:
       Proceeds from shares issued 745 148,117
       Dividends reinvested 4 8
       Value of shares redeemed (777 ) (186,363 )
Class C Shares capital transactions (28 ) (38,238 )
  
Class D Shares:
       Proceeds from shares issued 589,072,353 1,089,562,960 5,747,496,581 6,469,859,849
       Dividends reinvested 22,219 112,060 136,446
       Value of shares redeemed (821,794,410 ) (1,050,431,214 ) (6,035,401,728 ) (6,574,729,064 )
Class D Shares capital transactions (232,722,057 ) 39,153,965 (287,793,087 ) (104,732,769 )
 
Class I Shares:
       Proceeds from shares issued 37,580,221,468 42,931,122,838
       Dividends reinvested 2,814,430 2,548,860
       Value of shares redeemed (38,866,710,107 ) (43,303,107,094 )
Class I Shares capital transactions (1,283,674,209 ) (369,435,396 )
 
Class Y Shares:
       Proceeds from shares issued 350,447,077 611,549,903 2,112,812,015 2,135,069,470
       Dividends reinvested 7,717 146,189 117,129
       Value of shares redeemed (362,514,101 ) (609,052,627 ) (2,137,942,124 ) (2,600,377,458 )
Class Y Shares capital transactions (12,067,024 ) 2,504,993 (24,983,920 ) (465,190,859 )
Change in net assets resulting from
       capital transactions $ (244,839,081 ) $ 27,291,715 $ (1,590,758,408 ) $ (944,671,396 )

See notes to financial statements. HSBC FAMILY OF FUNDS       33



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

Tax-Free U.S. Government
Money Market Fund   Money Market Fund
For the For the For the For the
year ended year ended year ended year ended
October 31, 2012 October 31, 2011 October 31, 2012 October 31, 2011
Investment Activities:                                             
Operations:
       Net investment income (loss) $ $ 11,489 $ 589,074 $ 1,248,618
       Net realized gains (losses) from investments 2,240 220,254
Change in net assets resulting from operations 11,489 591,314 1,468,872
 
Dividends:
Net investment income:
       Class A Shares (169 ) (869 )
       Class B Shares (8 ) (8 )
       Class D Shares (6,019 ) (64,809 ) (79,461 )
       Class I Shares (290,312 ) (886,348 )
       Class Y Shares (5,469 ) (233,776 ) (282,432 )
Net realized gains:
       Class A Shares (35 )
       Class B Shares (1 )
       Class D Shares (1,194 ) (7,445 )
       Class I Shares (19,650 )
       Class Y Shares (585 ) (18,416 )
Change in net assets resulting from  
       shareholder dividends (13,267 ) (634,621 ) (1,249,118 )
 
Change in net assets resulting from
       capital transactions (15,126,186 ) 15,452,934 885,763,811 (4,860,273,121 )
Change in net assets (15,126,186 ) 15,451,156 885,720,504 (4,860,053,367 )
 
Net Assets:
       Beginning of period 120,619,022 105,167,866 4,107,707,754 8,967,761,121
       End of period $ 105,492,836 $ 120,619,022 $ 4,993,428,258 $ 4,107,707,754
       Accumulated net investment income (loss) $ 1 $ 1 $ 2 $ 2

34       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

Tax-Free U.S. Government
Money Market Fund Money Market Fund
  For the     For the   For the   For the  
  year ended     year ended   year ended   year ended  
  October 31, 2012     October 31, 2011      October 31, 2012   October 31, 2011  
CAPITAL TRANSACTIONS:                                        
Class A Shares:
       Proceeds from shares issued $ $ $ 12,635,616 $ 31,276,415
       Dividends reinvested 18 79
       Value of shares redeemed (255 ) (16,391,097 ) (53,208,562 )
Class A Shares capital transactions (255 ) (3,755,463 ) (21,932,068 )
 
Class B Shares:
       Proceeds from shares issued 72,864
       Dividends reinvested 9 8
       Value of shares redeemed (17,135 ) (67,324 )
Class B Shares capital transactions (17,126 ) 5,548
 
Class C Shares:
       Value of shares redeemed (3 )
Class C Shares capital transactions (3 )
 
Class D Shares:  
       Proceeds from shares issued 232,816,627 217,131,493 2,112,895,877 3,459,519,344
       Dividends reinvested 2,418 41,463 50,828
       Value of shares redeemed (226,118,806 ) (211,158,639 ) (2,244,889,380 ) (3,635,390,571 )
Class D Shares capital transactions 6,697,821 5,975,272 (131,952,040 ) (175,820,399 )
 
Class I Shares:
       Proceeds from shares issued 15,350,488,166 24,356,407,905
       Dividends reinvested 206,034 640,334
       Value of shares redeemed (15,123,273,533 ) (27,812,865,292 )
Class I Shares capital transactions 227,420,667 (3,455,817,053 )
 
Class Y Shares:
       Proceeds from shares issued 151,658,520 213,868,994 16,530,799,457 18,153,063,238
       Dividends reinvested 900 250,271 276,177
       Value of shares redeemed (173,482,527 ) (204,391,977 ) (15,736,981,955 ) (19,360,048,561 )
Class Y Shares capital transactions (21,824,007 ) 9,477,917 794,067,773 (1,206,709,146 )
Change in net assets resulting from
capital transactions $ (15,126,186 ) $ 15,452,934 $ 885,763,811 $ (4,860,273,121 )

See notes to financial statements. HSBC FAMILY OF FUNDS       35



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

U.S. Treasury
Money Market Fund
  For the   For the
  year ended   year ended
  October 31, 2012      October 31, 2011
Investment Activities:                    
Operations:
       Net investment income (loss) $ 9 $ 276,251
       Net realized gains (losses) from investments 8,482 4,376
Change in net assets resulting from operations 8,491 280,627
 
Dividends:
Net investment income:
       Class A Shares (212 )
       Class B Shares (5 )
       Class D Shares (73,082 )
       Class I Shares (108,964 )
       Class Y Shares (93,694 )
Net realized gains:
       Class A Shares (2 )
       Class B Shares (1 )
       Class D Shares (6,485 ) (8,821 )
       Class I Shares (6,826 ) (22,434 )
       Class Y Shares (10,955 ) (12,621 )
Change in net assets resulting from shareholder dividends (24,266 ) (319,836 )
Change in net assets resulting from capital transactions (229,081,790 ) (682,335,435 )
 
Change in net assets (229,097,565 ) (682,374,644 )
 
Net Assets:
       Beginning of period 2,603,083,746 3,285,458,390
       End of period $ 2,373,986,181 $ 2,603,083,746
       Accumulated net investment income (loss) $ 9 $

36       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

U.S. Treasury
      Money Market Fund
For the     For the
year ended year ended
October 31, 2012 October 31, 2011
CAPITAL TRANSACTIONS:                    
Class A Shares:      
       Proceeds from shares issued $   $ 1,775,885
       Dividends reinvested     187
       Value of shares redeemed   (607,887 ) (34,165,775 )
Class A Shares capital transactions   (607,887 ) (32,389,703 )
       
Class B Shares:      
       Proceeds from shares issued     1,031
       Dividends reinvested     6
       Value of shares redeemed   (34,382 ) (15,915 )
Class B Shares capital transactions   (34,382 ) (14,878 )
       
Class C Shares:      
       Proceeds from shares issued   114,177  
       Value of shares redeemed   (114,177 ) (41 )
Class C Shares capital transactions     (41 )
       
Class D Shares:      
       Proceeds from shares issued   1,836,487,946   2,802,057,554
       Dividends reinvested   2,757   49,431
       Value of shares redeemed   (1,794,363,660 ) (2,908,396,536 )
Class D Shares capital transactions   42,127,043   (106,289,551 )
       
Class I Shares:      
       Proceeds from shares issued   2,342,393,162   8,121,397,977
       Dividends reinvested   3,734   75,052
       Value of shares redeemed   (2,770,079,317 ) (8,517,488,640 )
Class I Shares capital transactions   (427,682,421 ) (396,015,611 )
       
Class Y Shares:      
       Proceeds from shares issued   1,844,352,806   2,033,753,306
       Dividends reinvested   10,587   101,736
       Value of shares redeemed   (1,687,247,536 ) (2,181,480,693 )
Class Y Shares capital transactions   157,115,857   (147,625,651 )
Change in net assets resulting from capital transactions $ (229,081,790 ) $ (682,335,435 )

See notes to financial statements. HSBC FAMILY OF FUNDS        37



HSBC NEW YORK TAX-FREE MONEY MARKET FUND
Financial Highlights
 
Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Net Ratio Ratio of Ratio of Ratios of
Realized and of Net Expenses Net Expenses
Unrealized Expenses to Average Investment to Average
Net Asset Net Gains Net Realized Net Assets to Net Assets Income Net Assets
Value, Investment (Losses) Total from Net Gains from Net Asset at End of Average (Excluding to Average (Excluding
   Beginning    Income    from    Investment    Investment    Investment    Total    Value, End    Total    Period    Net    Fees Paid    Net    Fee
of Period (Loss) Investments Activities Income Transactions Dividends of Period Return(a) (000’s) Assets Indirectly) Assets Reductions)
CLASS A SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 1.94 % $ 45,791 0.63 % 0.63 % 2.09 % 0.63 %
Year Ended October 31, 2009 1.00 (b) (b) (b) (b) (b) 1.00 0.18 %(c) 40,698 0.49 %(c) 0.49 %(c) 0.21 %(c) 0.67 %(c)
Year Ended October 31, 2010 1.00 (b) (b)  (b) (b) (b) 1.00 0.02 %(d) 14,564 0.23 % 0.23 % 0.02 %(d) 0.64 %
Year Ended October 31, 2011 1.00 (b) (b) (b) (b) (b) 1.00 0.01 % 196 0.22 % 0.22 % 0.01 % 0.66 %
Year Ended October 31, 2012 1.00 1.00 % 146 0.17 % 0.17 % % 0.69 %
CLASS B SHARES
Year Ended October 31, 2008 $1.00 0.01 0.01 (0.01 ) (0.01 ) $1.00 1.33 % $ 35 1.23 % 1.23 % 1.30 % 1.23 %
Year Ended October 31, 2009 1.00 (b) (b) (b) (b) (b) 1.00 0.08 %(c) 21 0.65 %(c) 0.65 %(c) 0.08 %(c) 1.27 %(c)
Year Ended October 31, 2010(e) 1.00 (b) (b) (b) (b) (b) 1.00 0.01 %(d) 0.22 % 0.22 % 0.02 %(d) 1.24 %
Year Ended October 31, 2011(f) 1.00 1.00 % % —% % —%
Year Ended October 31, 2012(f) 1.00 1.00 % % —% % —%
CLASS C SHARES  
Year Ended October 31, 2008(g) $1.00 $1.00 % $ (h) % —% % —%
Year Ended October 31, 2009(f) 1.00 1.00 % % —% % —%
Year Ended October 31, 2010(f) 1.00 1.00 % % —% % —%
Year Ended October 31, 2011(f) 1.00 1.00 % % —% % —%
Year Ended October 31, 2012(f) 1.00 1.00 % % —% % —%
CLASS D SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 2.09 % $ 586,791 0.48 % 0.48 % 1.99 % 0.48 %
Year Ended October 31, 2009 1.00 (b) (b) (b) (b) (b) 1.00 0.25 %(c) 423,061 0.43 %(c) 0.43 %(c) 0.26 %(c) 0.52 %(c)
Year Ended October 31, 2010 1.00 (b) (b) (b) (b) (b) 1.00 0.02 %(d) 380,888 0.23 % 0.23 % 0.02 %(d) 0.49 %
Year Ended October 31, 2011 1.00 (b) (b) (b) (b) (b) 1.00 0.01 % 420,048 0.19 % 0.19 % 0.01 % 0.51 %
Year Ended October 31, 2012 1.00 1.00 % 187,326 0.16 % 0.16 % % 0.54 %
CLASS Y SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 2.35 % $ 319,797 0.23 % 0.23 % 2.27 % 0.23 %
Year Ended October 31, 2009 1.00 (b) (b) (b) (b) (b) 1.00 0.40 %(c) 210,706 0.26 %(c) 0.26 %(c) 0.39 %(c) 0.27 %(c)
Year Ended October 31, 2010 1.00 (b) (b) (b) (b) (b) 1.00 0.02 %(d) 105,303 0.22 % 0.22 % 0.02 %(d) 0.24 %
Year Ended October 31, 2011 1.00 (b) (b) (b) (b) (b) 1.00 0.01 % 107,804 0.19 % 0.19 % 0.01 % 0.26 %
Year Ended October 31, 2012 1.00 1.00 % 95,737 0.17 % 0.17 % % 0.29 %

(a)        Not annualized for periods less than one year. Total return calculations do not include any redemption charges.
(b) Represents less than $0.005 or $(0.005).
(c) Included in the ratios is the Treasury Guarantee Program fees incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been decreased by 0.04% and the total return and net investment income ratio would have increased by 0.04%.
(d) During the year ended October 31, 2010, the Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in Notes to Financial Statements). The corresponding impact to the net income ratio and the total return was less than 0.005%.
(e) Class B Shares were operational during a portion of the year only. Amounts reflect performance for the period of time the class had operations, which was 190 days during the period. The net asset value, end of period, presented is as of the last day during the class had operations.
(f) During the period the class had no operations. The net asset values reflected represent the last day the class had shareholders.
(g) During the year ended, Class C Shares had no operations. Net assets at the end of the period represent seed money. The net asset values reflected represent the last day the class had shareholders.
(h) Less than $500.
 
38       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC PRIME MONEY MARKET FUND
Financial Highlights
 
Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Net
Realized Ratio of Ratio of Ratios of
and Expenses Net Expenses
Unrealized Net to Average Investment to Average
Net Asset Net Gains Asset Net Assets Ratio of Net Net Assets Income Net Assets
Value, Investment (Losses) Total from Net Value, at End of Expenses to (Excluding to Average (Excluding
   Beginning    Income    from    Investment    Investment    Total    End of    Total    Period    Average Net    Fees Paid    Net    Fee
of Period (Loss) Investments Activities Income Dividends Period Return(a) (000’s) Assets Indirectly) Assets Reductions)
CLASS A SHARES      
Year Ended October 31, 2008 $1.00 0.03 (b) 0.03 (0.03 ) (0.03 ) $1.00 2.71 %(c) $ 308,499 0.67 % 0.67 % 2.73 % 0.67 %
Year Ended October 31, 2009 1.00 (b) (b) (b) (b) (b) 1.00 0.32 %(d) 343,265 0.55 %(d) 0.55 %(d) 0.31 %(d) 0.69 %(d)
Year Ended October 31, 2010 1.00 (b)(e) (b) (b)   (b) (b) 1.00 0.01 %(f) 32,943 0.29 % 0.29 % 0.01 %(f) 0.67 %
Year Ended October 31, 2011 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 % 27,763 0.26 % 0.26 % 0.01 % 0.68 %
Year Ended October 31, 2012 1.00 (b) (b) (b) (b) (b) 1.00 0.01 % 33,546 0.30 % 0.30 % 0.01 % 0.69 %
CLASS B SHARES
Year Ended October 31, 2008 $1.00 0.02 (b) 0.02 (0.02 ) (0.02 ) $1.00 2.10 %(c) $ 199 1.27 % 1.27 % 2.08 % 1.27 %
Year Ended October 31, 2009 1.00 (b) (b) (b) 1.00 0.17 %(d) 312 0.68 %(d) 0.68 %(d) 0.13 %(d) 1.30 %(d)
Year Ended October 31, 2010 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 %(f) 226 0.29 % 0.29 % 0.01 %(f) 1.27 %
Year Ended October 31, 2011 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 % 132 0.26 % 0.26 % 0.01 % 1.28 %
Year Ended October 31, 2012 1.00 (b) (b) (b) (b) (b) 1.00 0.01 % 41 0.29 % 0.29 % 0.01 % 1.29 %
CLASS C SHARES
Year Ended October 31, 2008 $1.00      0.02 (b) 0.02 (0.02 ) (0.02 ) $1.00 2.10 %(c) $ 316,779 1.27 % 1.27 % 2.04 % 1.27 %
Year Ended October 31, 2009 1.00 (b) (b) (b) (b) (b) 1.00 0.17 %(d) 259,364 0.74 %(d) 0.74 %(d) 0.19 %(d) 1.29 %(d)
Year Ended October 31, 2010 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 %(f) 44 0.29 % 0.29 % 0.01 %(f) 1.27 %
Year Ended October 31, 2011 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 % 6 0.25 % 0.25 % 0.01 % 1.28 %
Year Ended October 31, 2012 1.00 (b) (b) (b) (b) (b) 1.00 0.06 % 6 0.25 % 0.25 % 0.06 % 1.29 %
CLASS D SHARES
Year Ended October 31, 2008 $1.00 0.03 (b) 0.03 (0.03 ) (0.03 ) $1.00 2.86 %(c) $ 2,720,592 0.52 % 0.52 % 2.89 % 0.52 %
Year Ended October 31, 2009 1.00 (b) (b) (b) (b) (b) 1.00 0.40 %(d) 1,994,448 0.49 %(d) 0.49 %(d) 0.42 %(d) 0.54 %(d)
Year Ended October 31, 2010 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 %(f) 1,695,222 0.29 % 0.29 % 0.01 %(f) 0.52 %
Year Ended October 31, 2011 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 % 1,591,614 0.26 % 0.26 % 0.01 % 0.53 %
Year Ended October 31, 2012 1.00 (b) (b) (b) (b) (b) 1.00 0.01 % 1,303,827 0.30 % 0.30 % 0.01 % 0.54 %
CLASS I SHARES
Year Ended October 31, 2008   $1.00 0.03 (b) 0.03 (0.03 ) (0.03 ) $1.00 3.23 %(c) $ 2,954,253 0.16 % 0.16 % 3.14 % 0.17 %
Year Ended October 31, 2009 1.00 0.01 (b) 0.01 (0.01 ) (0.01 ) 1.00 0.69 %(d) 7,189,613 0.18 %(d) 0.18 %(d) 0.55 %(d) 0.19 %(d)
Year Ended October 31, 2010 1.00 (b)(e) (b) (b) (b) (b) 1.00 0.14 %(f) 4,679,632 0.17 % 0.17 % 0.14 %(f) 0.17 %
Year Ended October 31, 2011 1.00   (b)(e) (b) (b) (b) (b) 1.00 0.10 % 4,309,346 0.17 % 0.17 % 0.10 % 0.18 %
Year Ended October 31, 2012 1.00 (b) (b) (b) (b) (b) 1.00 0.14 % 3,025,688 0.17 % 0.17 % 0.14 % 0.19 %

See notes to financial statements.

HSBC FAMILY OF FUNDS        39



HSBC PRIME MONEY MARKET FUND
Financial Highlights (continued)

Investment Activities Dividends Ratios/Supplementary Data
Net
Realized Ratio of Ratio of Ratios of
and Expenses Net Expenses
Unrealized Net to Average Investment to Average
Net Asset Net Gains Asset Net Assets Ratio of Net Net Assets Income Net Assets
Value, Investment (Losses) Total from Net Value, at End of Expenses to (Excluding to Average (Excluding
   Beginning    Income    from    Investment    Investment    Total    End of    Total    Period    Average Net    Fees Paid    Net    Fee
of Period (Loss) Investments Activities Income Dividends Period Return(a) (000’s) Assets Indirectly) Assets Reductions)
CLASS Y SHARES                                       
Year Ended October 31, 2008 $1.00 0.03 (b) 0.03 (0.03 ) (0.03 ) $ 1.00 3.12 %(c) $ 2,236,927 0.27 % 0.27 % 2.96 % 0.27 %
Year Ended October 31, 2009   1.00 0.01 (b) 0.01 (0.01 ) (0.01 ) 1.00 0.58 %(d) 1,194,680 0.29 %(d) 0.29 %(d) 0.68 %(d) 0.29 %(d)
Year Ended October 31, 2010   1.00 (b)(e) (b) (b) (b) (b) 1.00 0.05 %(f) 1,107,571 0.26 % 0.26 % 0.04 %(f) 0.27 %
Year Ended October 31, 2011   1.00 (b)(e) (b) (b) (b) (b) 1.00 0.01 % 642,290 0.26 % 0.26 % 0.02 % 0.28 %
Year Ended October 31, 2012   1.00 (b) (b) (b) (b) (b) 1.00 0.03 % 617,308 0.28 % 0.28 % 0.03 % 0.29 %

(a)        Total returns do not include redemption charges.
(b) Represents less than $0.005 or $(0.005).
(c) During the year ended October 31, 2008, an affiliate of the Fund’s investment adviser purchased certain defaulted securities at $16,746,382, in excess of their fair value on the purchase date. The corresponding impact of this excess amount to the total returns were 0.20%, 0.20%, 0.20%, 0.20%, 0.20% and 0.20% for Class A Shares, Class B Shares, Class C Shares, Class D Shares, Class I Shares and Class Y Shares, respectively.
(d) Included in the ratios is the Treasury Guarantee Program fess incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been decreased by 0.03% and the total return and net investment income ratio would have increased by 0.03%.
(e) Calculated based on average shares outstanding.
(f) During the year ended October 31, 2010, the Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in Notes to Financial Statements). The corresponding impact to the net income ratio and the total return was less than 0.005%.
 
40       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC TAX-FREE MONEY MARKET FUND
Financial Highlights
 
Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Net Ratio of Ratio of Ratio of Ratios of
Realized Net Expenses to Net Expenses
and Expenses Average Net Investment to Average
Unrealized Net to Assets Income Net Assets
Net Asset Net Gains Net Realized Asset Net Assets Average (Excluding (Loss) to (Excluding
   Value,    Investment    (Losses)    Total from    Net    Gains from       Value,       at End of    Net    Fees Paid    Average    Fee
Beginning Income from Investment Investment Investment Total End of Total Period Assets Indirectly) Net Assets Reductions)
of Period (Loss) Investments Activities Income Transactions Dividends Period Return(a) (000’s) (b) (b) (b) (b)
CLASS A SHARES
Year Ended October 31, 2008(c) $1.00 $1.00 % $ % % % %
Year Ended October 31, 2009(d) 1.00 (e) (e) (e) (e) (e) (e) 1.00 0.01 %(f) (g) 0.31 %(f) 0.31 %(f) 0.36 %(f) 0.07 %(f)
Year Ended October 31, 2010 1.00 (e) (e) (e) (e) (e) 1.00 %(h) (g) 0.15 % 0.15 % 0.12 %(h) 0.28 %
Year Ended October 31, 2011(i) 1.00 (e) (e) (e) 1.00 % 0.26 % 0.26 % (0.02 )% 0.46 %
Year Ended October 31, 2012(c) 1.00 1.00 % % % % %
CLASS D SHARES  
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 2.13 % $ 69,787 0.46 % 0.46 % 2.05 % 0.66 %
Year Ended October 31, 2009 1.00 (e) (e) (e) (e) (e) (e) 1.00 0.31 %(f) 95,350 0.43 %(f) 0.43 %(f) 0.29 %(f) 0.63 %(f)
Year Ended October 31, 2010 1.00 (e) (e) (e) (e) (e) 1.00 0.01 %(h) 73,988 0.26 % 0.26 % 0.01 %(h) 0.64 %
Year Ended October 31, 2011 1.00 (e) (e) (e) (e) (e) (e) 1.00 0.01 % 79,963 0.21 % 0.21 % 0.01 % 0.68 %
Year Ended October 31, 2012 1.00   1.00 % 86,660 0.19 % 0.19 % % 0.71 %
CLASS I SHARES    
Year Ended October 31, 2008(c) $1.00 $1.00 % $ % % % %
Year Ended October 31, 2009(c) 1.00 1.00 % % % % %
Year Ended October 31, 2010(j) 1.00 (e) (e) (e) (e) 1.00 0.01 %(h) 0.16 % 0.16 % 0.09 %(h) 0.37 %
Year Ended October 31, 2011(c) 1.00 1.00 % % % % %
Year Ended October 31, 2012(c) 1.00 1.00 % % % % %
CLASS Y SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 2.38 % $ 143,730 0.20 % 0.20 % 2.31 % 0.40 %
Year Ended October 31, 2009 1.00 0.01 (e) 0.01 (0.01 ) (e) (0.01 ) 1.00 0.55 %(f) 97,789 0.18 %(f) 0.18 %(f) 0.57 %(f) 0.38 %(f)
Year Ended October 31, 2010 1.00 (e) (e) (e) (e) (e) 1.00 0.08 %(h) 31,180 0.18 % 0.18 % 0.09 %(h) 0.39 %
Year Ended October 31, 2011 1.00 (e) (e) (e) (e) (e) (e) 1.00 0.02 % 40,656 0.20 % 0.20 % 0.01 % 0.44 %
Year Ended October 31, 2012 1.00 1.00 % 18,832 0.19 % 0.19 % % 0.46 %

(a) Not annualized for periods less than one year. Total return calculations do not include any redemption charges.
(b) Annualized for periods less than one year.
(c) During the period the class had no operations. The net asset values reflected represent the last day the class had shareholders.
(d)       Class A Shares were operational during a portion of the year only. Amounts reflect performance for the period of time the class had operations, which was 262 days during the period. The net asset value, end of period, presented as of the last day during the period the class had shareholders.
(e) Represents less than $0.005 or $(0.005).
(f) Included in the ratios is the Treasury Guarantee Program fess incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been decreased by 0.03% and the total return and net investment income ratio would have increased by 0.03%.
(g) Less than $500.
(h) During the year ended October 31, 2010, the Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in Notes to Financial Statements). The corresponding impact to the net income ratio and the total return was less than 0.005%.
(i) Class A Shares were operational during a portion of the year only. Amounts reflect performance for the period of the time the class had operations, which was 141 days during the period. The net asset value, end of period, presented is as of the last day during the period the class had shareholders.
(j) Class I Shares were operational during a portion of the year only. Amounts reflect performance for the period of time the class had operations, which was 51 days during the period. The net asset value, end of period, presented is as of the last day during the period the class had shareholders.

See notes to financial statements.

HSBC FAMILY OF FUNDS        41



HSBC U.S. GOVERNMENT MONEY MARKET FUND
Financial Highlights
 
Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Ratio of Ratios of
Expenses Expenses
Net Realized Ratio of to Average Ratio of Net to Average
and Net Net Assets Investment Net Assets
Net Asset Net Unrealized Net Realized Expenses (Excluding Income (Excluding
   Value,    Investment    Gains    Total from    Net    Gains from       Net Asset       Net Assets at    to Average    Fees Paid    (Loss) to    Fee
Beginning Income (Losses) from Investment Investment Investment Total Value, End Total End of Period Net Assets Indirectly) Average Net Reductions)
of Period (Loss) Investments Activities Income Transactions Dividends of Period Return(a) (000’s) (b) (b) Assets(b) (b)
CLASS A SHARES   
Year Ended October 31, 2008     $1.00     0.02 0.02 (0.02 ) (0.02 )     $1.00     2.20 %    $ 703,712 0.67 % 0.67 % 2.29 % 0.67 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.14 %(d) 574,577 0.52 %(d) 0.52 %(d) 0.14 %(d) 0.72 %(d)
Year Ended October 31, 2010 1.00   (c) (c) (c) 1.00   0.02 %(e) 25,926 0.23 % 0.23 % 0.01 %(e) 0.67 %
Year Ended October 31, 2011    1.00 (c) (c) (c) (c) (c) 1.00 0.01 % 3,995 0.16 % 0.16 % 0.01 % 0.68 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.01 % 238 0.14 % 0.15 % 0.01 % 0.69 %
CLASS B SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 1.67 % $ 54 1.29 % 1.29 % 1.24 % 1.29 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.08 %(d) 84 0.54 %(d) 0.54 %(d) 0.08 %(d) 1.30 %(d)
Year Ended October 31, 2010 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.02 %(e) 88 0.22 % 0.22 % 0.01 %(e) 1.27 %
Year Ended October 31, 2011 1.00 (c) (c) (c) (c) (c) 1.00 0.01 % 94 0.17 % 0.17 % 0.01 % 1.28 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.01 % 76 0.16 % 0.16 % 0.01 % 1.29 %
CLASS C SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 1.59 % $ 101 1.27 % 1.27 % 1.28 % 1.27 %
Year Ended October 31, 2009(f) 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.08 %(d) 229 0.50 %(d) 0.50 %(d) 0.04 %(d) 1.32 %(d)
Year Ended October 31, 2010(g) 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.02 %(e) (h)    0.23 % 0.23 % 0.01 %(e) 1.27 %
Year Ended October 31, 2011(i) 1.00 1.00 % % % % %
Year Ended October 31, 2012(i) 1.00 1.00 % % % % %
CLASS D SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 2.36 % $ 1,438,199 0.52 % 0.52 % 1.92 % 0.52 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.18 %(d) 767,551 0.48 %(d) 0.48 %(d) 0.21 %(d) 0.58 %(d)
Year Ended October 31, 2010 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.02 %(e) 922,510 0.22 % 0.22 % 0.02 %(e) 0.52 %
Year Ended October 31, 2011 1.00 (c) (c) (c) (c) (c) 1.00 0.01 % 746,458 0.17 % 0.17 % 0.01 % 0.53 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.01 % 614,499 0.16 % 0.16 % 0.01 % 0.54 %
CLASS I SHARES
Year Ended October 31, 2008 $1.00 0.03 0.03 (0.03 ) (0.03 ) $1.00 2.72 % $ 4,908,887 0.17 % 0.17 % 2.23 % 0.18 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.43 %(d) 8,176,980 0.22 %(d) 0.22 %(d) 0.38 %(d) 0.22 %(d)
Year Ended October 31, 2010 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.08 %(e) 5,100,891 0.16 % 0.16 % 0.07 %(e) 0.17 %
Year Ended October 31, 2011 1.00 (c) (c) (c) (c) (c) 1.00 0.03 % 1,645,764 0.16 % 0.16 % 0.03 % 0.18 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.02 % 1,873,166 0.16 % 0.16 % 0.01 % 0.19 %

42       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC U.S. GOVERNMENT MONEY MARKET FUND
Financial Highlights (continued)

Investment Activities Dividends Ratios/Supplementary Data
Ratio of Ratios of
Expenses Expenses
Net Realized Ratio of to Average Ratio of Net to Average
and Net Net Assets Investment Net Assets
Net Asset Net Unrealized Net Realized Expenses (Excluding Income (Excluding
   Value,    Investment    Gains    Total from    Net    Gains from       Net Asset       Net Assets at    to Average    Fees Paid    (Loss) to    Fee
Beginning Income (Losses) from Investment Investment Investment Total Value, End Total End of Period Net Assets Indirectly) Average Net Reductions)
of Period (Loss) Investments Activities Income Transactions Dividends of Period Return(a) (000’s) (b) (b) Assets(b) (b)
CLASS Y SHARES
Year Ended October 31, 2008 $1.00     0.03     —     0.03     (0.03 )     —     (0.03 ) $1.00 2.61 % $6,747,758 0.27 % 0.27 % 2.53 % 0.27 %
Year Ended October 31, 2009 1.00 (c)     (c)     (c)     (c)     (c)     (c)     1.00 0.32 %(d)   3,370,299 0.33 %(d) 0.33 %(d) 0.38 %(d) 0.33 %(d)
Year Ended October 31, 2010 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.02 %(e)   2,918,347 0.22 % 0.22 % 0.02 %(e) 0.27 %
Year Ended October 31, 2011 1.00 (c) (c) (c) (c) (c)   1.00 0.01 %   1,711,397 0.17 % 0.17 % 0.01 % 0.28 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.01 %   2,505,448 0.17 % 0.17 % 0.01 % 0.29 %

(a)        Not annualized for periods less than one year. Total return calculations do not include any redemption charges.
(b) Annualized for periods less than one year.
(c) Represents less than $0.005 or $(0.005).
(d) Included in the ratios is the Treasury Guarantee Program fees incurred by the Fund during the period. Without these fees, the gross and net expense ratios would have been decreased by 0.06% and the total return and net investment income ratio would have increased by 0.06%.
(e) During the year ended October 31, 2010, the Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in Notes to Financial Statements). The corresponding impact to the net income ratio and the total return was less than 0.005%.
(f) Class C Shares were operational during a portion of the year only. Amounts reflect performance for the period of time the class had operations, which was 362 days during the period.
(g) Class C Shares were operational during a portion of the year only. Amounts reflect performance for the period of time the class had operations, which was 351 days during the period.
(h) Less than $500.
(i) During the period the class had no operations. The net asset values reflected represent the last day the class had shareholders.

See notes to financial statements.

HSBC FAMILY OF FUNDS        43



HSBC U.S. TREASURY MONEY MARKET FUND
Financial Highlights
 
Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Net Ratio of Ratio of Ratios of
Realized and Net Expenses to Ratio of Net Expenses to
Unrealized Net Expenses Average Net Investment Average Net
Net Asset Net Gains Net Realized Asset to Assets Income Assets
Value, Investment (Losses) Total from Net Gains from Value, Net Assets Average (Excluding to Average (Excluding
   Beginning    Income    from    Investment    Investment    Investment    Total    End of    Total    at End of    Net    Fees Paid    Net    Fee
of Period (Loss) Investments Activities Income Transactions Dividends Period Return(a) Period (000’s) Assets(b) Indirectly)(b) Assets(b) Reductions)(b)
CLASS A SHARES  
Year Ended October 31, 2008 $ 1.00   0.01 0.01 (0.01 ) (0.01 ) $ 1.00 1.38 %   $ 580,458 0.67 % 0.67 % 1.06 % 0.67 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.07 % 385,994 0.24 % 0.24 % 0.07 % 0.66 %
Year Ended October 31, 2010   1.00 (c)(d) (c) (c) (c) (c) 1.00 0.01 %(e) 32,973 0.14 % 0.14 % 0.01 %(e) 0.67 %
Year Ended October 31, 2011 1.00 (c)(d) (c) (c) (c) (c) (c) 1.00 0.01 % 613 0.11 % 0.12 % 0.01 % 0.68 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) 1.00 % 5 0.05 % 0.06 % % 0.70 %
CLASS B SHARES  
Year Ended October 31, 2008 $ 1.00 0.01 0.01 (0.01 ) (0.01 ) $ 1.00 0.86 % 131 1.11 % 1.11 % 1.01 % 1.28 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.07 % 60 0.24 % 0.24 % 0.07 % 1.26 %
Year Ended October 31, 2010 1.00 (c)(d) (c) (c) (c) (c) 1.00 0.01 %(e) 50 0.14 % 0.14 % 0.01 %(e) 1.27 %
Year Ended October 31, 2011 1.00 (c)(d) (c) (c) (c) (c) (c) 1.00 0.01 % 35 0.10 % 0.10 % 0.01 % 1.28 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) 1.00 % 1 0.06 % 0.06 % % 1.29 %
CLASS C SHARES
Year Ended October 31, 2008(f) $ 1.00 (c) $ 1.00 0.01 % $ 1,103 0.64 % 0.64 % 0.20 % 1.26 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.07 % 7,138 0.22 % 0.22 % 0.04 % 1.26 %
Year Ended October 31, 2010(g) 1.00 (c)(d) (c) (c) (c) (c) 1.00 0.01 %(e) (h)   0.13 % 0.13 % %(e) 1.27 %
Year Ended October 31, 2011(i) 1.00 (d) 1.00 % % % % %
Year Ended October 31, 2012(i) 1.00 1.00 % % % % %
CLASS D SHARES
Year Ended October 31, 2008 $ 1.00 0.02 0.02 (0.02 ) (0.02 ) $ 1.00 1.53 % $ 937,905 0.52 % 0.52 % 1.33 % 0.59 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.07 % 955,652 0.23 % 0.23 % 0.06 % 0.51 %
Year Ended October 31, 2010 1.00 (c)(d) (c) (c) (c) (c) 1.00 0.01 %(e) 726,244 0.14 % 0.14 % 0.01 %(e) 0.52 %
Year Ended October 31, 2011 1.00 (c)(d) (c) (c) (c) (c) (c) 1.00 0.01 % 619,940 0.10 % 0.10 % 0.01 % 0.53 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) 1.00 % 662,063 0.08 % 0.09 % % 0.54 %
CLASS I SHARES
Year Ended October 31, 2008 $ 1.00 0.02 0.02 (0.02 ) (0.02 ) $ 1.00 1.90 % $ 3,771,262 0.16 % 0.16 % 1.26 % 0.16 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.14 % 3,322,962 0.16 % 0.16 % 0.14 % 0.16 %
Year Ended October 31, 2010 1.00 (c)(d) (c) (c) (c) (c) 1.00 0.01 %(e) 1,379,042 0.13 % 0.13 % 0.01 %(e) 0.17 %
Year Ended October 31, 2011 1.00 (c)(d) (c) (c) (c) (c) (c) 1.00 0.01 % 982,974 0.10 % 0.10 % 0.01 % 0.18 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) 1.00 % 555,287 0.08 % 0.08 % % 0.19 %

44       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC U.S. TREASURY MONEY MARKET FUND
Financial Highlights (continued)

Investment Activities Dividends Ratios/Supplementary Data
Net Ratio of Ratio of Ratios of
Realized and Net Expenses to Ratio of Net Expenses to
Unrealized Net Expenses Average Net Investment Average Net
Net Asset Net Gains Net Realized Asset to Assets Income Assets
Value, Investment (Losses) Total from Net Gains from Value, Net Assets Average (Excluding to Average (Excluding
   Beginning    Income    from    Investment    Investment    Investment    Total    End of    Total    at End of    Net    Fees Paid    Net    Fee
of Period (Loss) Investments Activities Income Transactions Dividends Period Return(a) Period (000’s) Assets(b) Indirectly)(b) Assets(b) Reductions)(b)
Class Y SHARES
Year Ended October 31, 2008 $1.00 0.02 0.02 (0.02 ) (0.02 ) $1.00 1.78 % $1,364,310 0.27 % 0.27 % 1.34 % 0.27 %
Year Ended October 31, 2009 1.00 (c) (c) (c) (c) (c) (c) 1.00 0.08 % 996,309 0.22 % 0.22 % 0.08 % 0.26 %
Year Ended October 31, 2010 1.00 (c)(d) (c) (c) (c) (c) 1.00 0.01 %(e)   1,147,150 0.14 % 0.14 % 0.01 %(e) 0.27 %
Year Ended October 31, 2011   1.00 (c)(d) (c) (c) (c) (c) (c) 1.00 0.01 % 999,521 0.09 % 0.10 % 0.01 % 0.28 %
Year Ended October 31, 2012 1.00 (c) (c) (c) (c) (c) 1.00 % 1,156,631 0.09 % 0.09 % % 0.29 %

(a)        Not annualized for periods less than one year. Total return calculations do not include any redemption charges.
(b) Annualized for periods less than one year.
(c) Represents less than $0.005 or $(0.005).
(d) Calculated based on average shares outstanding.
(e) During the year ended October 31, 2010, the Fund received a distribution from a “fair fund” established by the SEC in connection with a consent order against BISYS Fund Services, Inc. (See Note 7 in Notes to Financial Statements). The corresponding impact to the net income ratio and the total return was less than 0.005%.
(f) Class C Shares were operational during a portion of the year only. Amounts reflect performance for the period of time the class had operations, which was 26 days during the period.
(g) Class C Shares were operational during a portion of the year only. Amounts reflect performance for the period of time the class had operations, which was 351 days during the period.
(h) Less than $500.
(i) During the period the class had no operations. The net asset values reflected represent the last day the class had shareholders.

See notes to financial statements.

HSBC FAMILY OF FUNDS        45



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012

1. Organization:

     The HSBC Funds (formerly, HSBC Investor Funds) (the “Trust’’), a Massachusetts business trust organized on April 22, 1987, is registered under the Investment Company Act of 1940, as amended (the “Act’’), as an open-end management investment company. As of October 31, 2012, the Trust is comprised of 17 separate operational funds, each a series of the HSBC Family of Funds (formerly, HSBC Investor Family of Funds), which also includes the HSBC Advisor Fund Trust and the HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Trusts’’). The accompanying financial statements are presented for the following 5 funds (individually a “Fund,’’ collectively the “Funds’’):

      Fund         Short Name  
HSBC New York Tax-Free Money Market Fund N.Y. Tax-Free Money Market Fund
     (formerly, HSBC Investor New York Tax-Free
     Money Market Fund)
   
HSBC Prime Money Market Fund Prime Money Market Fund
     (formerly, HSBC Investor Prime
     Money Market Fund)
 
HSBC Tax-Free Money Market Fund Tax-Free Money Market Fund
     (formerly, HSBC Investor Tax-Free
     Money Market Fund)
 
HSBC U.S. Government Money Market Fund U.S. Government Money Market Fund
     (formerly, HSBC Investor U.S. Government
     Money Market Fund
 
HSBC U.S. Treasury Money Market Fund U.S. Treasury Money Market Fund
     (formerly, HSBC Investor U.S. Treasury
     Money Market Fund)

     All the Funds are diversified funds. Financial statements for all other funds of the Trusts are published separately.

     The Funds are authorized to issue an unlimited number of shares of beneficial interest with a par value of $0.001 per share. The Funds are authorized to issue six classes of shares: Class A Shares, Class B Shares, Class C Shares, Class D Shares, Class E Shares and Class Y Shares. In addition, the Prime Money Market Fund, Tax-Free Money Market Fund, U.S. Government Money Market Fund and U.S. Treasury Money Market Fund are authorized to issue Class I Shares. The Class B Shares of the Funds are offered without any front-end sales charge but will be subject to a contingent deferred sales charge (“CDSC’’) ranging from a maximum of 4.00% if redeemed less than one year after purchase to 0.00% if redeemed more than four years after purchase. Class C Shares of the Funds are offered without any front-end sales charge but will be subject to a maximum CDSC of 1.00% if redeemed less than one year after purchase. No sales charges are assessed with respect to Class A, Class D, Class E, Class I or Class Y Shares of the Funds. Each class of shares in each Fund has identical rights and privileges, except with respect to arrangements pertaining to shareholder servicing and/or distribution, class-related expenses, voting rights on matters affecting a single class of shares, and exchange privileges. As of October 31, 2012, Class E Shares were not operational.

     Under the Trust’s organizational documents, the Funds’ officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Trust may enter into contracts with its service providers, which also provide for indemnifications by the Funds. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds. However, based on experience, the Trust expects that risk of loss to be remote.

46       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

2. Significant Accounting Policies:

      The following is a summary of the significant accounting policies followed by the Funds in the preparation of their financial statements. The policies are in conformity with U.S. generally accepted accounting principles (“GAAP’’). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Securities Valuation:

      Investments of the Funds are valued using the amortized cost method pursuant to Rule 2a-7 under the Act, which approximates fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value are further described below.

Investment Transactions and Related Income:

      Investment transactions are accounted for not later than on the business day after trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Investment gains and losses are calculated on the identified cost basis. Interest income is recognized on the accrual basis and includes, where applicable, the amortization or accretion of premium or discount. Dividend income is recorded on the ex-dividend date.

Restricted and Illiquid Securities:

      A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933 (the “1933 Act’’) or pursuant to the resale limitations provided by Rule 144 under the 1933 Act, or another exemption from the registration requirements of the 1933 Act. Certain restricted securities may be resold in transactions exempt from registration, normally to qualified institutional buyers, and may be deemed liquid by the Investment Adviser (as defined in Note 4) based on procedures established by the Board of Trustees (the “Board’’). Therefore, not all restricted securities are considered illiquid. At October 31, 2012, the Funds did not hold any restricted securities that were deemed illiquid.

Repurchase Agreements:

      The Funds (except U.S. Treasury Money Market Fund) may enter into repurchase agreements with an entity which is a member of the Federal Reserve System or which is a “primary dealer’’ (as designated by the Federal Reserve Bank of New York) in U.S. government obligations. The U.S. Treasury Money Market Fund may temporarily invest in repurchase agreements collaterized by U.S. Treasury Obligations. The repurchase price generally equals the price paid by a Fund plus interest negotiated on the basis of current short-term rates, which may be more or less than the rate on the underlying portfolio securities. The seller, under a repurchase agreement, is required to maintain the collateral held pursuant to the agreement, with a fair value equal to or greater than the repurchase price (including accrued interest). Collateral subject to repurchase agreements is held by the Funds’ custodian or another qualified custodian or in the Federal Reserve/Treasury book-entry system. In the event of counterparty default, the Fund has the right to use the collateral to offset losses incurred. There is potential for loss to a Fund in the event the Fund is delayed or prevented from exercising its rights to dispose of the collateral securities, including the risk of a possible decline in the fair value of the underlying securities during the period while the Fund seeks to assert its rights.

Allocations:

      Expenses directly attributable to a Fund are charged to that Fund. Expenses not directly attributable to a Fund are allocated proportionately among the applicable series within the Trusts in relation to the net assets of each fund or on another reasonable basis. Class specific expenses are charged directly to the class incurring the expense. In addition, income, expenses (other than class specific expenses), and unrealized and realized gains and losses are allocated to each class based on relative net assets on a daily basis.

HSBC FAMILY OF FUNDS       47



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

Dividends to Shareholders:

      Dividends to shareholders from net investment income, if any, are declared daily and paid monthly from each Fund. Dividends from net realized gains, if any, are declared and paid at least annually by the Funds. Additional distributions are also made to the Funds’ shareholders to the extent necessary to avoid the federal excise tax on certain undistributed income and net realized gains of regulated investment companies.

      The character of net investment income and net realized gains distributed are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax’’ differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., reclassification of market discounts, certain gain/loss, paydowns, and distributions), such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences (e.g., wash losses and post-October loss deferrals) do not require reclassification. To the extent distributions to shareholders from net investment income and net realized gains exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital.

Federal Income Taxes:

      Each Fund is a separate taxable entity for federal income tax purposes. Each Fund has qualified and intends to continue to qualify each year as a “regulated investment company’’ under Subchapter M of the Internal Revenue Code, as amended, and to distribute substantially all of its taxable net investment income and net realized gains, if any, to its shareholders. Accordingly, no provision for federal income or excise tax is required.

      Management of the Funds has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

3. Investment Valuation Summary:

      The valuation techniques employed by the Funds, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Funds’ investments are summarized in the three broad levels listed below:

  • Level 1: quoted prices in active markets for identical assets
     
  • Level 2: other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
     
  • Level 3: significant unobservable inputs (including a Fund’s own assumptions in determining the fair value of investments)

      Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Funds determine transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

      Investments of the Funds are valued using the amortized cost method pursuant to Rule 2a-7 under the Act, which approximates fair value and are typically categorized as Level 2 in the fair value hierarchy. The amortized cost method involves valuing an instrument at its cost initially and thereafter assuming a constant amortization to maturity of any discounts or premium, regardless of the impact of fluctuating interest rates on the market value of the instrument. The amortized cost method may result in periods during which value, as determined by amortized cost, is higher or lower than the price a Fund holding the instrument would receive if it sold the instrument. The fair value of securities in the Funds can be expected to vary with changes in prevailing interest rates.

      Investments in other money market funds are priced at net asset value as reported by such companies and are typically categorized as Level 1 in the fair value hierarchy.

      Repurchase agreements are valued at original cost and are typically categorized as Level 2 in the fair value hierarchy.

48       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

      For the year ended October 31, 2012, there were no Level 3 investments for which significant unobservable inputs were used to determine fair value.

      The following is a summary of the valuation inputs used as of October 31, 2012 in valuing the Funds’ investments based upon the three levels defined above:

      LEVEL 1($)       LEVEL 2($)       LEVEL 3($)       Total($)
New York Tax-Free Money Market Fund    
Investment Securities(a):    
     Variable Rate Demand Notes 267,090,000   267,090,000
     Municipal Bonds       10,023,855   10,023,855
          Total Investment Securities 277,113,855 277,113,855
 
Prime Money Market Fund
Investment Securities(a):
     Certificates of Deposit 1,140,054,179 1,140,054,179
     Commercial Paper and Notes 2,097,181,209 2,097,181,209
     Corporate Obligations 50,377,857 50,377,857
     Yankee Dollars 168,579,763 168,579,763
     Variable Rate Demand Notes 189,820,000 189,820,000
     U.S. Treasury Obligations 348,015,025 348,015,025
     Repurchase Agreements 860,000,000 860,000,000
     Time Deposits 123,000,000 123,000,000
          Total Investment Securities 4,977,028,033 4,977,028,033
 
Tax-Free Money Market Fund
Investment Securities(a):
     Commercial Paper and Notes 2,000,000 2,000,000
     Variable Rate Demand Notes 89,565,000 89,565,000
     Municipal Bonds   12,233,574   12,233,574
          Total Investment Securities   103,798,574 103,798,574
 
U.S. Government Money Market Fund  
Investment Securities(a):
     U.S. Government and Government
          Agency Obligations 956,953,895 956,953,895
     U.S. Treasury Obligations 1,172,944,085 1,172,944,085
     Repurchase Agreements 2,685,000,000 2,685,000,000
          Total Investment Securities 4,814,897,980 4,814,897,980
 
U.S. Treasury Money Market Fund
Investment Securities(a):
     U.S. Treasury Obligations 2,352,226,574 2,352,226,574
          Total Investment Securities 2,352,226,574 2,352,226,574
____________________

 
(a)       For detailed investment categorizations, see the accompanying Schedules of Portfolio Investments.

HSBC FAMILY OF FUNDS       49



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

New Accounting Pronouncements:

      In December 2011, the Financial Accounting Standards Board issued ASU No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” requiring disclosure of both gross and net information related to offsetting and related arrangements enabling users of its financial statements to understand the effect of those arrangements on the entity’s financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRSs. ASU No. 2011-11 is effective for interim and annual periods beginning on or after January 1, 2013. Adoption of ASU No. 2011-11 will have no effect on the Funds’ net assets. At this time, management is evaluating any impact ASU No. 2011-11 may have on the Funds’ financial statements disclosures.

4. Related Party Transactions and Other Agreements and Plans:

Investment Management:

      HSBC Global Asset Management (USA) Inc. (“HSBC’’ or the “Investment Adviser’’), a wholly owned subsidiary of HSBC Bank USA, N.A., a national bank organized under the laws of the United States, acts as Investment Adviser to the Funds. As Investment Adviser, HSBC manages the investments of the Funds and continuously reviews, supervises and administers the Funds’ investments pursuant to an Investment Advisory Agreement. For its services as investment adviser, HSBC receives a fee from each Fund, accrued daily and paid monthly, based on the average daily net assets of each respective Fund, at an annual rate of 0.10%.

      HSBC also provides operational support services to the Funds pursuant to an Operational Support Services Agreement. For its services in this capacity, HSBC receives a fee, accrued daily and paid monthly, based on the average daily net assets of Class A Shares, Class B Shares, Class C Shares, Class D Shares and Class Y Shares, at an annual rate of:

Fund   Fee Rate(%)
N.Y. Tax-Free Money Market Fund 0.05
Prime Money Market Fund 0.10
Tax-Free Money Market Fund 0.10
U.S. Government Money Market Fund 0.10
U.S. Treasury Money Market Fund 0.10

      The Bank of New York Mellon (the “Servicer”) provides recordkeeping, reporting and processing services to the Prime Money Market Fund, U.S. Government Money Market Fund and U.S. Treasury Money Market Fund, Class I Shares. The Servicer is paid by the Investment Adviser from its profits and not by the Funds, for these services.

Administration:

      HSBC also serves as Administrator to the Trusts. Under the terms of the Administration Agreement, HSBC received from the Trusts a fee, accrued daily and paid monthly, at an annual rate of:

Based on Average Daily Net Assets of   Fee Rate(%)
Up to $10 billion 0.0550
In excess of $10 billion but not exceeding $20 billion 0.0350
In excess of $20 billion but not exceeding $50 billion 0.0275
In excess of $50 billion 0.0250

      The fee breakpoints are determined on the basis of the aggregate average daily net assets of the Trusts. The fee is allocated to each series based upon its proportionate share of the aggregate net assets of the Trusts, subject to certain allocations in cases where one fund invests some or all of its assets in another fund. An amount equal to 50% of the administration fees is deemed to be class specific.

50       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

      Pursuant to a Sub-Administration Agreement with HSBC, Citi Fund Services Ohio, Inc. (“Citi’’), a wholly-owned subsidiary of Citigroup, Inc., serves as the Trusts’ Sub-Administrator, subject to the general supervision by the Board and HSBC. For these services, Citi is entitled to a fee, payable by HSBC, at an annual rate equivalent to the fee rates set forth above subject to certain reductions associated with services provided to new funds, minus 0.02% which is retained by HSBC. During the year ended October 31, 2012, Citi voluntarily reduced its sub-administration fees by $211,704.

      Under a Compliance Services Agreement between the Trusts and Citi (the “CCO Agreement’’), Citi makes an employee available to serve as the Trusts’ Chief Compliance Officer (the “CCO’’). Under the CCO Agreement, Citi also provides infrastructure and support in implementing the written policies and procedures comprising the Trusts’ compliance program, including support services to the CCO. For the services provided under the CCO Agreement, the Trusts paid Citi $281,280 for the year ended October 31, 2012, plus reimbursement of certain out of pocket expenses. Expenses incurred by each Fund are reflected on the Statements of Operations as “Compliance Services.’’ Citi pays the salary and other compensation earned by individuals performing these services, as employees of Citi.

Distribution Arrangements:

      Foreside Distribution Services, L.P. (“Foreside’’), a wholly-owned subsidiary of Foreside Financial Group LLC, serves the Trust as Distributor (the “Distributor’’). The Trust has adopted a non-compensatory Distribution Plan and Agreement (the “Distribution Plan’’) pursuant to Rule 12b-1 of the Act. The Distribution Plan provides for reimbursement of expenses incurred by the Distributor related to distribution and marketing, at a rate not to exceed 0.25%, 1.00%, 1.00% and 0.25% of the average daily net assets of Class A Shares (currently not being charged), Class B Shares (currently charging 0.75%), Class C Shares (currently charging 0.75%) and Class D Shares (currently not being charged) of the Funds, respectively. For the year ended October 31, 2012, Foreside, as Distributor, also received $346,561, $261,621 and $34,163 in commissions from sales of the Trusts, for Class A Shares, Class B Shares and Class C Shares, respectively, of which $25, $12 and $0 were reallocated to HSBC-affiliated brokers and dealers for Class A Shares, Class B Shares and Class C Shares, respectively. Expenses reduced during the year ended October 31, 2012 are reflected on the Statements of Operations as “Fees voluntarily reduced by Distributor.’’

Shareholder Servicing:

      The Trust has adopted a Shareholder Services Plan, which provides for payments to shareholder servicing agents (which primarily consist of HSBC and its affiliates) for providing various shareholder services. For performing these services, the shareholder servicing agents receive a fee that is computed daily and paid monthly up to 0.60%, 0.25%, 0.25%, 0.25% and 0.10% of the average daily net assets of Class A Shares (currently charging 0.40%), Class B Shares, Class C Shares, Class D Shares and Class E Shares (expected to charge 0.05%) of the Funds, respectively. The fees paid to the Distributor pursuant to the Distribution Plan and to shareholder servicing agents pursuant to the Shareholder Services Plan may not exceed, in the aggregate, 0.85%, 1.00%, 1.00%, 0.50% and 0.10% annually of each Fund’s average daily net assets of Class A Shares, Class B Shares, Class C Shares, Class D Shares and Class E Shares, respectively. Expenses reduced during the year ended October 31, 2012 are reflected on the Statements of Operations as “Fees voluntarily reduced by Shareholder Servicing Agent.’’

Fund Accounting and Transfer Agency:

      Citi provides fund accounting and transfer agency services for each Fund. As transfer agent, Citi receives a fee based on the number of funds and shareholder accounts, subject to certain minimums, reductions associated with services provided to new funds and reimbursement of certain expenses. As fund accountant, Citi receives an annual fee per fund and share class, subject to certain minimums and reimbursement of certain expenses. Citi receives additional fees paid by the Trust for blue sky exemption services and money market fund reporting services.

HSBC FAMILY OF FUNDS       51



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

Independent Trustees:

      Prior to January 1, 2012, the Trusts, in the aggregate, paid each Independent Trustee an annual retainer of $63,000, a fee of $5,000 for each regular meeting of the Board of Trustees attended, a fee of $3,000 for each special telephonic meeting attended, and a fee of $5,000 for each special in-person meeting attended. The Trusts also paid each Independent Trustee an annual retainer of $3,000 for each Committee on which such Trustee served as a Committee member as well as a fee of $3,000 for each Committee meeting attended. Additionally, the Trusts paid each Committee Chair an annual retainer of $6,000, with the exception of the Chair of the Audit Committee, who received a retainer of $8,000. The Trusts also paid the Chairman of the Board, an additional annual retainer of $20,000, as well as an additional $4,000 for each regular meeting of the Board attended. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee was compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

      Effective January 1, 2012, the Trusts pay each Independent Trustee an annual retainer of $100,000. The Trusts pay a fee of $10,000 for each regular meeting of the Board of Trustees attended and a fee of $3,000 for each special meeting attended. The Trusts pay each Committee Chair an annual retainer of $3,000, with the exception of the Chair of the Audit Committee, who receives a retainer of $6,000. The Trusts also pay the Chairman of the Board, an additional annual retainer of $24,000. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee is compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

Fee Reductions:

      The Investment Adviser has agreed to contractually limit through March 1, 2013 the annual total expenses, exclusive of interest, taxes, brokerage commissions, and extraordinary expenses, of certain classes of the Prime Money Market Fund, U.S. Government Money Market Fund and U.S. Treasury Money Market Fund. Each Fund Class has its own expense limitations based on the average daily net assets for any full fiscal year as follows:

Contractual
Expense
Fund         Class       Limitations(%)
Prime Money Market Fund E       0.25 *      
Prime Money Market Fund I 0.20
U.S. Government Money Market Fund   E   0.25 *  
U.S. Government Money Market Fund I 0.20
U.S. Treasury Money Market Fund E 0.25 *
U.S. Treasury Money Market Fund I 0.20
____________________

 
*       As of October 31, 2012, Class E Shares were not operational.

      Any amounts contractually waived or reimbursed by the Investment Adviser will be subject to repayment by the Fund to the Investment Adviser within three years to the extent that the repayment will not cause the Fund’s operating expenses to exceed the contractual expense limit that was in effect at the time of such waiver or reimbursement. At October 31, 2012, there were no remaining contractual reimbursements that are subject to repayment by the Funds in subsequent years.

      The Administrator and Citi may voluntarily waive/reimburse fees to help support the expense limits of the Funds. In addition, the Administrator and Investment Adviser, may waive/reimburse additional fees at their discretion. Any voluntary fee waivers/reimbursements are not subject to recoupment in subsequent fiscal periods. Voluntary waivers/reimbursements may be stopped at any time. Amounts waived/reimbursed by the Investment Adviser, Administrator and Citi are reported separately on the Statements of Operations, as applicable.

52       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

      The Funds have entered into an arrangement with their custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Funds’ custodian expenses. Expenses reduced during the year ended October 31, 2012 are reflected on the Statements of Operations as “Fees paid indirectly,” as applicable.

5. Concentration of Credit Risk:

      The N.Y. Tax-Free Money Market Fund invests primarily in debt obligations issued by the State of New York and its respective political subdivisions, agencies and public authorities. The Fund is more susceptible to economic and political factors adversely affecting issuers of New York municipal securities than are municipal money market funds that are not concentrated in these issuers to the same extent.

6. Federal Income Tax Information:

      At October 31, 2012, the cost basis of securities for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation and net unrealized appreciation/depreciation were as follows:

Net Unrealized
Tax Unrealized Tax Unrealized Appreciation/
Fund         Tax Cost($)       Appreciation($)       Depreciation($)       (Depreciation)($)*
New York Tax-Free Money Market Fund 277,113,855    
Prime Money Market Fund 4,977,028,033
Tax-Free Money Market Fund 103,798,574  
U.S. Government Money Market Fund   4,814,897,980
U.S. Treasury Money Market Fund 2,352,226,574
____________________

 
*       The difference between book-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales.

      The tax character of dividends paid by the Funds as of the year ended October 31, 2012 was as follows:

Dividends paid from
Net
Long Term Total Tax Total
  Ordinary Capital Taxable Exempt Dividends
      Income($)       Gains($)       Dividends($)       Distributions($)       Paid($) (1)
New York Tax-Free Money Market Fund  
Prime Money Market Fund 5,507,290   5,507,290   5,507,290
Tax-Free Money Market Fund
U.S. Government Money Market Fund 584,227 584,227 584,227
U.S. Treasury Money Market Fund 24,266 24,266 24,266

      The tax character of dividends paid by the Funds as of the year ended October 31, 2011 was as follows:

Dividends paid from
Net
Long Term Total Tax Total
Ordinary Capital Taxable Exempt   Dividends
      Income($)       Gains($)       Dividends($)       Distributions($)       Paid($) (1)
New York Tax-Free Money Market Fund 32 32 56,516     56,548
Prime Money Market Fund 5,383,471 5,383,471 —     5,383,471
Tax-Free Money Market Fund 1,744 35   1,779   13,931     15,710
U.S. Government Money Market Fund 1,676,040   1,676,040 —     1,676,040
U.S. Treasury Money Market Fund   348,882 348,882 —     348,882
____________________

 
(1)       Total dividends paid may differ from the amount reported in the Statement of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

HSBC FAMILY OF FUNDS       53



HSBC FAMILY OF FUNDS
Notes to Financial Statements—as of October 31, 2012 (continued)

      As of October 31, 2012, the components of accumulated earnings/(deficit) on a tax basis for the Funds were as follows:

Accumulated Total
Undistributed Undistributed Undistributed Capital Unrealized Accumulated
Ordinary Tax Exempt Long Term Accumulated Dividends and Other Appreciation/ Earnings/
  Income($)   Income($)   Capital Gains($)   Earnings($)   Payable($)   Losses($)   (Depreciation)$   (Deficit)($)
New York Tax-Free Money                              
       Market Fund   1   1   1
Prime Money Market Fund 457,002   148 457,150 (445,704 )       11,446
Tax-Free Money Market Fund   1   1   1
U.S. Government Money                      
       Market Fund   84,169       84,169   (84,167 )   (3,566 )   (3,564 )
U.S. Treasury Money  
       Market Fund 9 9 (11,410 ) (11,401 )

      As of the end of the tax year ended October 31, 2012, the Funds have net capital loss carryforwards (“CLCFs”) as summarized in the tables below. CLCFs subjects to expiration are applied as short-term capital loss regardless of whether the originating capital loss was short-term or long-term. CLCFs that are not subject to expiration must be utilized before those that are subject to expiration.

      CLCFs not subject to expiration:

Short Term Long Term
Fund         Amount($)       Amount($)       Total($)
U.S. Government Money Market Fund   3,566      —  3,566
U.S. Treasury Money Market Fund —    11,410  11,410

      For the year ended October 31, 2012, the following Funds utilized capital loss carryforwards to offset capital gains realized:

Fund   Amount($)
Prime Money Market Fund 13,380

7. Legal and Regulatory Matters:

      On September 26, 2006 BISYS Fund Services, Inc. (“BISYS’’), an affiliate of BISYS Fund Services Ohio, Inc. which provided various services to the Funds, reached a settlement with the Securities and Exchange Commission (the “SEC’’) regarding the SEC’s investigation related to BISYS’ past payment of certain marketing and other expenses with respect to certain of its mutual fund clients. The related settlement monies were received by the Funds during the year ended October 31, 2010. The corresponding impact to the net income ratio and total return for the year ended October 31, 2010 are disclosed in the Funds’ Financial Highlights.

8. Subsequent Events:

      The Boards of Trustees of HSBC Funds approved Plans of Liquidation to close the HSBC Tax-Free Money Market Fund and HSBC New York Tax-Free Money Market Fund and provide for their orderly liquidation on or about January 31, 2013.

      Management has evaluated events and transactions through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no additional subsequent events to report.

54       HSBC FAMILY OF FUNDS



Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of
HSBC Funds:

We have audited the accompanying statements of assets and liabilities of HSBC New York-Tax Free Money Market Fund, HSBC Prime Money Market Fund, HSBC Tax-Free Money Market Fund, HSBC U.S. Government Money Market Fund and HSBC U.S. Treasury Money Market Fund (formerly known as HSBC Investor New York-Tax Free Money Market Fund, HSBC Investor Prime Money Market Fund, HSBC Investor Tax-Free Money Market Fund, HSBC Investor U.S. Government Money Market Fund and HSBC Investor U.S. Treasury Money Market Fund (the Funds), including the schedules of portfolio investments, as of October 31, 2012, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2012, by correspondence with the custodian or brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Funds as of October 31, 2012, the results of their operations for the year then ended, the changes in their net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.


Columbus, Ohio
December 21, 2012

HSBC FAMILY OF FUNDS       55



HSBC FAMILY OF FUNDS
Other Federal Income Tax Information—as of October 31, 2012 (Unaudited)

      During the year ended October 31, 2012, the following Funds declared net short term capital gain distributions:

Fund         Amount
U.S. Government Money Market Fund $ 45,547
U.S. Treasury Money Market Fund   24,266

      During the year ended October 31, 2012, the following Funds designated the maximum amount allowable as interest-related dividends for certain non-U.S. resident investors:

Fund   Qualified Interest Income
Prime Money Market Fund 100%
U.S. Government Money Market Fund 100%
U.S. Treasury Money Market Fund 100%

56       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited)

     As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases, redemption fees and exchange fees; and (2) ongoing costs, including management fees, distribution fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare the cost with the ongoing costs of investing in other mutual funds.

     These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2012 through October 31, 2012.

Actual Example

     The table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Annualized
Beginning Ending Expenses Paid Expense Ratio
          Account Value      Account Value      During Period*      During Period
5/1/12 10/31/12 5/1/12 - 10/31/12 5/1/12 - 10/31/12
New York Tax-Free Money Market Fund Class A Shares $ 1,000.00 $ 1,000.00 $ 0.90 0.18 %
Class D Shares 1,000.00 1,000.00 0.90 0.18 %
Class Y Shares 1,000.00 1,000.00 0.90 0.18 %
Prime Money Market Fund Class A Shares 1,000.00 1,000.10 1.61 0.32 %
Class B Shares 1,000.00 1,000.00 1.61 0.32 %
Class C Shares 1,000.00 1,000.30 1.36 0.27 %
Class D Shares 1,000.00 1,000.10 1.61 0.32 %
Class I Shares 1,000.00 1,000.80 0.85 0.17 %
Class Y Shares 1,000.00 1,000.20 1.46 0.29 %
Tax-Free Money Market Fund Class D Shares 1,000.00 1,000.00 0.96 0.19 %
Class Y Shares 1,000.00 1,000.00 0.96 0.19 %
U.S. Government Money Market Fund Class A Shares 1,000.00 1,000.10 0.90 0.18 %
  Class B Shares 1,000.00 1,000.00 0.90 0.18 %
Class D Shares 1,000.00   1,000.10 0.90 0.18 %
Class I Shares   1,000.00 1,000.10 0.90 0.18 %
Class Y Shares 1,000.00 1,000.10 0.90   0.18 %
U.S. Treasury Money Market Fund Class A Shares   1,000.00   1,000.00   0.60 0.12 %
Class B Shares 1,000.00   1,000.00 0.50 0.10 %
Class D Shares 1,000.00   1,000.00 0.55 0.11 %
Class I Shares 1,000.00 1,000.00   0.55 0.11 %
Class Y Shares 1,000.00 1,000.00 0.55 0.11 %
____________________
 
*       Expenses are equal to the average account value over the period, multiplied by the Fund's annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

HSBC FAMILY OF FUNDS       57



HSBC FAMILY OF FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited) (continued)

Hypothetical Example for Comparison Purposes

     The table below provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

     Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
          5/1/12      10/31/12      5/1/12 - 10/31/12      5/1/12 - 10/31/12
New York Tax-Free Money Market Fund Class A Shares $ 1,000.00 $ 1,024.23 $ 0.92 0.18 %
Class D Shares 1,000.00 1,024.23 0.92 0.18 %
Class Y Shares 1,000.00 1,024.23 0.92 0.18 %
Prime Money Market Fund Class A Shares 1,000.00 1,023.53 1.63 0.32 %
Class B Shares 1,000.00 1,023.53 1.63 0.32 %
Class C Shares 1,000.00 1,023.78 1.37 0.27 %
Class D Shares 1,000.00 1,023.53 1.63 0.32 %
Class I Shares 1,000.00 1,024.28 0.87 0.17 %
Class Y Shares 1,000.00 1,023.68 1.48 0.29 %
Tax-Free Money Market Fund Class D Shares 1,000.00 1,024.18   0.97 0.19 %
Class Y Shares 1,000.00 1,024.18 0.97 0.19 %
U.S. Government Money Market Fund Class A Shares 1,000.00 1,024.23 0.92 0.18 %
Class B Shares 1,000.00 1,024.23 0.92 0.18 %
Class D Shares 1,000.00 1,024.23 0.92 0.18 %
Class I Shares 1,000.00 1,024.23 0.92 0.18 %
  Class Y Shares 1,000.00   1,024.23 0.92 0.18 %
U.S. Treasury Money Market Fund Class A Shares 1,000.00 1,024.53 0.61 0.12 %
Class B Shares 1,000.00   1,024.63   0.51   0.10 %
Class D Shares     1,000.00 1,024.58 0.56 0.11 %
Class I Shares 1,000.00 1,024.58 0.56 0.11 %
Class Y Shares 1,000.00 1,024.58 0.56 0.11 %
____________________
 
*       Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).

58       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Board of Trustees and Offi cers (Unaudited)

MANAGEMENT OF THE TRUST

     The following table contains information regarding the HSBC Investor Family of Funds’ Board of Trustees (“Trustees”). Asterisks indicate those Trustees who are “interested persons,” as defined in the Investment Company Act of 1940, as amended, of the HSBC Investor Family of Funds. The HSBC Investor Family of Funds’ Statement of Additional Information includes additional information about the Trustees and is available, without charge, upon request by calling (888) 525-5757.

Portfolios in
Position(s) Term of Office Fund Complex Other
Name, Held with and Length of Principal Occupation(s) Overseen By Directorships
Address, Age       Funds       Time Served       During Past 5 Years       Trustee*       Held by Trustee
NON-INTERESTED
TRUSTEES
 

MARCIA L. BECK
P.O. Box 182845
Columbus, OH
43218-3035
Age: 57

Trustee

Indefinite;
2008 to present

Private Investor (June 1999 – present); Executive Vice President, Prudential Investments (1997 – 1999); President and Trustee, The Goldman Sachs Mutual Funds (1992 – 1996)

23

None

 

SUSAN S. HUANG
P.O. Box 182845
Columbus, OH
43218-3035
Age: 58

 

Trustee

Indefinite;
2008 to present

Private Investor (2000- present); Senior Vice President, Schroder Investment Management (2001 – 2004); Managing Director, Chase Asset Management (1995-2000)

23

None

 

ALAN S. PARSOW
P.O. Box 182845
Columbus, OH
43218-3035
Age: 62

 

Trustee

 

Indefinite;
1987 to present

 

General Partner, Elkhorn Partners, L.P. (a private investment partnership) (1989 – present)

23

None

 

THOMAS F. ROBARDS
P.O. Box 182845
Columbus, OH
43218-3035
Age: 66

Trustee

Indefinite;
2005 to present

Partner, Robards & Co. LLC (investment and advisory services) (2005-present); Chief Financial Officer, American Museum of Natural History (2003- 2004); Chief Financial Officer, Datek Online Holdings (2000-2003); Previously EVP and CFO Republic New York Corporation

 

23

 

Overseas Shipholding Group (NYSE listed energy transportation); Ellington Financial LLC (NYSE listed financial services)

 

MICHAEL SEELY
P.O. Box 182845
Columbus, OH
43218-3035
Age: 67

Chairman and
Trustee

Indefinite;
1987 to present

Private Investor (2003-present); General Partner, Global Multi Manager Partners (1999-2003); President of Investor Access Corporation (1981-2003)

23

None

 

INTERESTED TRUSTEE

 

DEBORAH HAZELL
452 Fifth Avenue
New York
NY 10018
Age: 49

Trustee

Indefinite;
2011 to present

CEO, HSBC Global Asset Management (USA) Inc. (2011-present); President and CEO, Fisher Francis Trees & Watts (“FFTW”) (investment advisor), February 2008-June 2011; Client Service, Business Development and Marketing Group, FFTW (October 1999-February 2008)

23

None

____________________
 
*       Includes the Trust, the HSBC Advisor Fund Trust and the HSBC Portfolios.

HSBC FAMILY OF FUNDS       59



HSBC FAMILY OF FUNDS
Board of Trustees and Offi cers (Unaudited) (continued)

Position(s) Held Term of Office and Principal Occupation(s)
Name, Address, Age       with Funds       Length of Time Served       During Past 5 Years
 
OFFICERS
 

RICHARD A. FABIETTI
452 Fifth Avenue
New York, NY 10018
Age: 54

President

One year;
2004 to present

Senior Vice President, Head of Product Management, HSBC Global Asset Management (USA) Inc.
(1998 - present)

 

STEPHEN SIVILLO
452 Fifth Avenue
New York, NY 10018
Age: 41

Vice President

 

One year;
2010 to present

Vice President of Product Administration, HSBC Global Asset Management (USA) Inc. (2010 - present); Chief Compliance Officer, Managers Funds (2009 – 2010); Director, Mutual Fund Compliance, AllianceBernstein (2007-2009); Assistant Vice President, Compliance, AllianceBernstein (2005-2007)

 

TY EDWARDS*
3435 Stelzer Road
Columbus, OH 43219-3035
Age: 46

 

Treasurer

 

One year;
2010 to present

 

Senior Vice President, Citi Fund Services (2010– present); Director, Product Management, Columbia Management (2007-2009); Deputy Treasurer, Columbia Funds, (2006-2007); Director, Fund Administration, Columbia Management (2004-2007)

 

JENNIFER A. ENGLISH*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

 

Secretary

One year;
2008 to present

Senior Vice President, Regulatory Administration, Citi (2005 - present)

 

DANIO MASTROPIERI*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

Assistant Secretary

One year;
December 2012
to present

Vice President, Regulatory Administration, Citi (2007 - present)

 

FREDERICK J. SCHMIDT*
1 Rexcorp Plaza
Uniondale, NY 11556
Age: 53

Chief Compliance
Officer

One year;
2004 to present

Director and Chief Compliance Officer, CCO Services, Citi (2004 - present)

____________________
 
*       Mr. Edwards, Mr. Schmidt, Ms. English and Mr. Mastropieri also are officers of other investment companies of which Citi (or an affiliate) is the administrator or sub-administrator.

60       HSBC FAMILY OF FUNDS



Other Information (Unaudited):

     Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 1-800-525-5757 for HSBC Bank USA and HSBC Brokerage (USA) Inc. clients and 1-800-782-8183 for all other shareholders; (ii) on the Funds’ website at www.investorfunds.us.hsbc.com; and (iii) on the Security and Exchange Commission’s (“Commission”) website at http://www.sec.gov.

     The Funds file their complete schedules of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Commission’s website at http://www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Funds’ Schedules of Investments will be available no later than 60 days after each period end, without charge, on the Funds’ website at www.investorfunds.us.hsbc.com.

     Each Fund will disclose on its website at www.investorfunds.us.hsbc.com, within five business days after the end of each month, a complete schedule of portfolio holdings and information regarding the weighted average maturity of the Fund. In addition, each Fund will file with the Commission on Form N-MFP, within five business days after the end of each month, more detailed portfolio holdings information. The Funds’ Forms N-MFP will be available on the Commission’s website at http://www.sec.gov, on a delayed basis, and the Funds’ website will also contain a link to these filings.

     An investment in a Fund is not a deposit of HSBC Bank USA, National Association, and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

HSBC FAMILY OF FUNDS       61



HSBC FAMILY OF FUNDS:

INVESTMENT ADVISER AND ADMINISTRATOR

HSBC Global Asset Management (USA) Inc.
452 Fifth Avenue
New York, NY 10018

SHAREHOLDER SERVICING AGENTS

For HSBC Bank USA, N.A. and
HSBC Securities (USA) Inc. Clients:
HSBC Bank USA, N.A.
452 Fifth Avenue
New York, NY 10018
1-888-525-5757

For All Other Shareholders:

HSBC Funds
P.O. Box 182845
Columbus, OH 43218
1-800-782-8183

TRANSFER AGENT

Citi Fund Services
3435 Stelzer Road
Columbus, OH 43219

DISTRIBUTOR

Foreside Distribution Services, L.P.
690 Taylor Road, Suite 150
Gahanna, Ohio 43230

CUSTODIAN

The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60603

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

KPMG LLP
191 West Nationwide Blvd., Suite 500
Columbus, OH 43215

LEGAL COUNSEL

Dechert LLP
1775 I Street, N.W.
Washington, D.C. 20006













The HSBC Family of Funds are distributed by Foreside Distribution Services, L.P. This document must be preceded or accompanied by a current prospectus for the HSBC Funds, which you should read carefully before you invest or send money.

— NOT FDIC INSURED — NO BANK GUARANTEE — MAY LOSE VALUE

HSB-AR-MMF-1212 12/12








HSBC Global Asset Management (USA) Inc.

HSBC Funds
Annual Report
October 31, 2012




EMERGING MARKET FUNDS       Class A       Class I       Class S
HSBC Emerging Markets Debt Fund HCGAX HCGIX   HBESX
HSBC Emerging Markets Local Debt Fund HBMAX HBMIX HBMSX
HSBC Frontier Markets Fund   HSFAX   HSFIX  
HSBC Total Return Fund HTRAX   HTRIX HTRSX
HSBC RMB Fixed Income Fund HRMBX HRMRX HRMSX

















Table of Contents
HSBC Family of Funds
Annual Report - October 31, 2012

Glossary of Terms
Chairman’s Message 4
President’s Message 5
Commentary From the Investment Manager 6
Portfolio Reviews 8
Portfolio Composition 18
 
Schedules of Portfolio Investments
       HSBC Emerging Markets Debt Fund 20
       HSBC Emerging Markets Local Debt Fund 24
       HSBC Frontier Markets Fund 28
       HSBC Total Return Fund 30
       HSBC RMB Fixed Income Fund 35
Statements of Assets and Liabilities 37
Statements of Operations 39
Statements of Changes in Net Assets 40
Financial Highlights 44
Notes to Financial Statements 49
Report of Independent Registered Public Accounting Firm 66
Other Federal Income Tax Information 67
Investment Adviser Contract Approval 68
Table of Shareholder Expenses 70
Board of Trustees and Officers 72
Other Information 74



Glossary of Terms

Barclays U.S. Aggregate Bond Index is an unmanaged index generally representative of investment-grade, fixed-rate debt issues, including government, corporate, asset-backed, and mortgage-backed securities, with maturities of at least one year.

Barclays U.S. High-Yield Corporate Bond Index is an unmanaged index that measures the non-investment grade, USD-denominated, fixed-rate, taxable corporate bond market. Securities are classified as high-yield if the middle rating of Moody’s, Fitch, and S&P is Ba1/BB+/BB+ or below. The index excludes emerging markets debt.

BofA Merrill Lynch 3-Month LIBOR Constant Maturity Index tracks the performance of a synthetic asset paying LIBOR to a stated maturity. The index is based on the assumed purchase at par of a synthetic instrument having exactly its stated maturity and with a coupon equal to that day’s fixing rate. That issue is assumed to be sold the following business day (priced at a yield equal to the current day fixing rate) and rolled into a new instrument.

Gross Domestic Product (“GDP”) measures the market value of the goods and services produced by labor and property in the United States.

HSBC Offshore Renminbi Bond Index tracks total return performance of renminbi-denominated and renminbi-settled bonds and certificates of deposit issued outside the People’s Republic of China.

J.P. Morgan Emerging Local Markets Index Plus is an unmanaged index that tracks total returns for local-currency-denominated money market instruments in 22 emerging markets countries with at least US$10 billion of external trade.

J.P. Morgan Emerging Markets Bond Index Global is an unmanaged index that tracks returns for USD-denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities; Brady bonds, loans, Eurobonds and local market instruments.

J.P. Morgan Government Bond Index – Emerging Markets Global Diversified is an unmanaged comprehensive global emerging markets fixed income index, and consists of regularly traded, liquid fixed-rate, domestic currency government bonds to which international investors can gain exposure.

Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index is an unmanaged free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada. The MSCI EAFE Index consists of the following 22 developed market countries: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom.

Morgan Stanley Capital International (“MSCI”) Frontier Markets Index is an unmanaged index which captures large- and mid-cap representation across 25 Frontier Markets (FM) countries. The index includes 155 securities, covering about 84% of the free float-adjusted market capitalization in each country.

Morgan Stanley Capital International (“MSCI”) Frontier Emerging Markets Capped Index is an unmanaged index and was developed for MSCI by HSBC and is a customized capped version of the MSCI Frontier Emerging Markets (FME) Index. The MSCI FME index is a free float-adjusted market capitalization index designed to measure equity market performance in all countries from the MSCI Frontier Markets Index and the lower size spectrum of the MSCI Emerging Markets Index. The Index consists of 25 frontier markets and five emerging markets.

Russell 2000 ® Index is an unmanaged index that measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 ® Index is a subset of the Russell 3000 ® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership.

Standard & Poor’s MidCap 400 Index is an unmanaged index that is the most widely used index for mid-sized companies. The S&P MidCap 400 covers 7% of the U.S. equities market, and is part of a series of S&P U.S. indices that can be used as building blocks for portfolio composition.

Standard & Poor’s 500 (“S&P 500”) Index is an unmanaged index that is widely regarded as a gauge of the U.S. equities market. This index includes 500 leading companies in leading industries of the U.S. economy. The S&P 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities.

Securities indices assume reinvestment of all distributions and interest payments and do not take in account brokerage fees or expenses. Securities in the Funds do not match those in the indices and performance of the Funds will differ. Investors cannot invest directly in an index.



Chairman’s Message

December 20, 2012

To Our Shareholders:

These are challenging times for investors.

Perhaps the central reason is the slow but remorseless unwinding of a multi-decade build-up in global debt, following the recent sharp decline in the global economy. Much of this debt has been devalued—including, for example, debt associated with U.S. housing stock or Greek government debt.

Despite these modest declines, U.S. private debt—which includes household debt from such things as credit cards and mortgages—remains high. Some historical perspective: In 1951, private sector debt stood at just 53% of the U.S. Gross Domestic Product 1 (GDP); today, that debt stands at 159%—a very high level, though down from its 2007 peak of 179%.

The turning point appears to be 2007. In that year, aggressive monetary and fiscal policies were enacted in the U.S. to stimulate the flagging economy. The result has been soaring government debt. Projections from the Congressional Budget Office suggest that the ratio of federal debt to GDP could reach 100% by the middle of the next decade—and that doesn’t reflect the increasing cost of entitlement programs.

These increasing claims on national income are worrisome, profoundly so, and have sparked intense and important debate—between Keynesians and monetarists; between free market capitalists and fans of European-style welfare economies; and, most recently, between Democrats and Republicans in the recent election.

So far, these growing claims by government on private sector income and wealth have failed to push interest rates higher. However, they have arguably, tempered the kind of growth and employment gains one would historically associate with recovery. In fact, the Federal Reserve’s Quantative Easing programs and “Operation Twist” have pushed rates to low levels, frustrating investors’ search for yield and leading our advisor and service providers to absorb about $17 million in fee waivers last year. Without these waivers our money market funds would have provided lower yields. Thus, it is no surprise that total money market fund assets have declined.

Regulators and others, parsing the entrails of the sharp recession, have proposed to change the regulation of such funds in order to prevent a future “run” on the funds during any period of economic upheaval. Proposals include a floating NAV, and variations of stable net asset value that include capital buffers.

Our other funds performed well in this difficult environment, as the following pages show.

Furthermore, the fund group continued to nourish its strategy of providing top-notch emerging market asset management products. Our most recent offering is the HSBC RMB Fixed Income Fund, which affords access to the Renminbi, the official offshore currency of the People’s Republic of China, through a portfolio of “Dim Sum” bonds. As the leading international bank in mainland China, HSBC is uniquely positioned to manage such a vehicle.

On behalf of my colleagues, I thank our investment advisor and portfolio managers, our other service providers, and you, our shareholders, for your support. We will continue to work hard to merit that confidence.

Sincerely,

Michael Seely
Chairman, HSBC Funds

1       For additional information, please refer to the Glossary of Terms.

This literature must be preceded or accompanied by an effective prospectus for the HSBC Funds. Investors should consider the investment objectives, risks, charges, and expenses of the investment company carefully before investing. The prospectus contains this and other important information about the investment company. To obtain more information, for clients of HSBC Securities (USA) Inc., please call 1-888-525-5757 or visit www.investorfunds.us.hsbc.com. For other investors and prospective investors, please call the Funds directly at 1-888-936-4722. Investors should read the prospectus carefully before investing or sending money.

4       HSBC FAMILY OF FUNDS



President’s Message

Dear Shareholder,

We are please to send to you the HSBC Funds annual report, covering the Funds’ fiscal year ended October 31, 2012. This report offers detailed information about your Funds’ investments and results. We encourage you to review it carefully.

Inside these pages you will find a letter from the Funds’ Chairman, Michael Seely, in which he comments on recent market developments. The report also includes commentary from the Funds’ portfolio managers in which they discuss the investment markets and their respective Fund’s performance. Each commentary is accompanied by the Fund’s return for the period, listed alongside the returns of its benchmark index and peer group average for comparative purposes.

On June 8 of this year we continued to expand our emerging markets funds offering by launching the HSBC RMB Fixed Income Fund. This Fund gives investors exposure to the Chinese Renminbi (“RMB”) bond market, sometimes referred to as the “dim sum” bond market. The Fund joins the HSBC Emerging Markets Local Debt Fund, HSBC Emerging Markets Debt Fund, HSBC Total Return Fund and the HSBC Frontier Markets Fund in our emerging markets segment.

In closing, we would like to thank you for investing through the HSBC Funds. We continue to focus the HSBC Fund Family investment solutions to assist our shareholders in reaching their financial goals. We appreciate the trust you place in us, and will continue working to earn it. Please contact us at any time with questions or concerns.

Sincerely,

Richard A. Fabietti
President

HSBC FAMILY OF FUNDS        5



Commentary From the Investment Manager
HSBC Global Asset Management (USA) Inc.

U.S. Economic Review

The global economy made only moderate progress in its ongoing recovery from a historic downturn during the 12-month period between November 1, 2011 and October 31, 2012. Governments around the world fueled the turnaround with aggressive monetary stimulus as policymakers struggled to revive growth against a backdrop, at least in the developed world, of bloated public debt. The Federal Reserve Board (the “Fed”) maintained the federal funds rate—a key factor in lending rates—at a historically low target range between 0.00% to 0.25%, and announced that it would keep the rate in that range until at least 2015.

The period began among concerns that the eurozone debt crisis would cause a new global recession. The situation in Europe improved somewhat during the first months of 2012, largely due to the European Central Bank’s (ECB) efforts to support liquidity. However, the prospect of another global recession loomed throughout much of the period as numerous economic indicators, such as industrial production and unemployment growth, proved disappointing. Although the U.S. economy continued to expand during the period, the pace of its growth slowed.

We believe the ECB helped to stem a liquidity crisis and alleviate fears of deepening credit problems in the eurozone. In December 2011 the ECB began distributing inexpensive loans to European banks as part of its long-term refinancing operation (LTRO) and in March 2012 began doling out an even larger amount of money in similar loans. The LTRO appeared to stabilize financial markets in the short term; nevertheless, significant uncertainties remain regarding the long-term prospects of European economies to regain their competitiveness and prevent default. The ability of Italy and Spain to reestablish market confidence remained in doubt; in addition, the long-term impact of austerity programs on economic growth raised concerns.

Slowing growth in major world economies, including the U.S. and China, presented a significant setback for the global economy. U.S. Gross Domestic Product (“GDP”) 1 increased at an annualized rate of 4.1% during the last quarter of 2011, then slowed to 2.7% or less for the remainder of the period under review. Industrial production growth was weak in both developed and emerging markets. U.S. consumer confidence improved somewhat, although real income growth and consumer savings were low. While job growth remained slow, during the last quarter of the period the unemployment rate fell below 8% for the first time in four years. During the period, the U.S. housing market showed significant signs of improvement as sales increased and inventory declined. Towards the end of the period, better economic news was seen from China, the world’s second-largest economy, leading many commentators to suggest that Chinese economic growth had turned a corner. One positive consequence of the slowdown in the global economy was a decrease in the rate of inflation in both developed and emerging economies.

Market Review

U.S. stocks posted strong gains. The first two months of the period were characterized by high volatility, as investors responded to ongoing debt problems and slowing economic growth. Equities began a strong rally in the final weeks of 2011 that continued throughout much of the period, with the exception of a pullback during the late spring. Stocks’ robust performance, despite economic setbacks, was supported in part by the actions of central banks, including the ECB’s launch of a new bond buying scheme it described as “unlimited” and the Fed’s third round of “quantitative easing.” The S&P 500 Index 1 of large-company stocks returned 15.21% for the 12 months through October 2012. Small-cap shares slightly outperformed mid- and large-caps: For the same period, the Russell 2000 ® Index 1 of small-company stocks returned 12.08%, and the S&P 400 MidCap Index 1 returned 12.11%.

The debt crisis in Europe, along with slowing growth in developing economies, led to less impressive performance for foreign stocks. The Morgan Stanley Capital International Europe Australasia and Far East (“MSCI EAFE”) Index 1 of international stocks in developed markets returned 4.61% for the 12-month period.

Fixed-income securities generated significant gains during the period, as global economic worries continued to drive demand for lower-risk assets. Yields on U.S. government bonds reached record lows as an increasing number of investors pursued a flight to safety. Low inflation, healthy corporate balance sheets, consumer and corporate deleveraging and a stabilizing housing market supported gains in corporate fixed-income markets, including both investment and high yield bonds. For the 12-month period the Barclays U.S. Aggregate Bond Index 1 , which tracks the broad investment-grade fixed-income market, returned 5.25%, while the Barclays U.S. High-Yield Corporate Bond Index 1 returned 13.61%.

1       For additional information, please refer to the Glossary of Terms.

6       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC Emerging Markets Debt Fund
(Class A Shares, Class I Shares and Class S Shares)

by Guillermo Osses, Managing Director,
Head of Emerging Markets Debt Portfolio Management

The HSBC Emerging Markets Debt Fund (the “Fund”) seeks to maximize total return (comprised of capital appreciation and income). Under normal market conditions, the Fund invests at least 80% of its net assets in fixed income instruments of issuers that economically are tied to emerging markets. The Fund will invest in instruments issued by foreign governments and corporations. Investments will generally be made in U.S. dollar denominated instruments, but the Fund will also seek to invest in emerging market local currency denominated instruments.

Investment Concerns

Equity securities (stocks) are more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities.

Bond funds will tend to experience smaller fluctuations in value than stock funds. However, investors in any bond fund should anticipate fluctuations in price, especially for longer term issues and in environments of rising interest rates. Investments in a bond fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their client obligations.

High yield, lower rated securities involve greater price volatility and present greater risk than higher rated fixed income securities. At times, due to market conditions, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price. Prices of fixed income securities are generally inversely correlated to interest rates. Investments in the Fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. These risks may increase the Fund’s share price volatility.

International investing involves increased risk and volatility. An investment in international funds entails the special risks of international investing, including currency exchange fluctuation, government regulations, and the potential for political and economic instability.

Prices of securities in emerging markets can fluctuate more significantly than the prices of companies in more developed countries. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed markets. The less developed the country, the greater affect the risks may have on an investment, and as a result, an investment may exhibit a higher degree of volatility than either the general domestic securities market or the securities markets of developed foreign countries.

Derivatives may be riskier than other types of investments and could result in losses that significantly exceed the Fund’s original investment.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 16.90% (without sales charge) for the Class A Shares and 17.19% for the Class I Shares for the year ended October 31, 2012. That compared to a 16.33% total return for the J.P. Morgan Emerging Markets Bond Index Global 1 .

Portfolio Performance

Emerging markets debt assets rallied at different times during the period as investors looked for higher yields than were available in developed markets. The Fund benefited from this strong performance, and from its positioning within select emerging markets.

For example, overweight positions in Argentina and Venezuela early in the period helped the Fund outperform its benchmark when those countries attracted investors who were willing to take on more risk in exchange for higher yields. The Fund’s overweight position in Lithuania benefited relative performance after those holdings rallied on decisions made by the European Central Bank to address the eurozone debt crisis.

The Fund’s holdings of local emerging market currencies and hard currency corporate bonds that are not included in the index also contributed to performance. The Fund actively adjusted its exposure to both those off-benchmark asset classes in accordance with our views on relative valuation and market risk expectations.*

The Fund’s performance suffered later in the period after we adopted a more cautious stance toward certain high-volatility markets. For example, the Fund moved to underweight Venezuela in the first half of the period after a rally drove up valuations in that market. However, Venezuela continued to perform well, detracting from the Fund’s relative performance. Likewise, the Fund reduced its holdings in Argentina in the third quarter of 2012 because of high valuations. Therefore, when Argentina delivered a 20% return during that quarter, the Fund’s underweight position hurt its relative return.*

*       Portfolio composition is subject to change.
1   For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

8       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC Emerging Markets Debt Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

            Average Annual       Expense
Fund Performance Total Return (%) Ratio (%) 2
Inception   1       Since      
As of October 31, 2012 Date Year Inception Gross   Net
HSBC Emerging Markets Debt Fund Class A 1 4/7/11 11.35 10.47 1.47 1.20
HSBC Emerging Markets Debt Fund Class I   4/7/11 17.19   14.36   1.12 0.85
HSBC Emerging Markets Debt Fund Class S 4/7/11 17.30 14.46 1.02 0.75
J.P. Morgan Emerging Markets Bond Index Global 16.33 14.42 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

1       Reflects the maximum sales charge of 4.75%.
2   Reflects the expense ratio as reported in the prospectus dated February 28, 2012. HSBC Global Asset Management (USA) Inc. has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investments in investment companies) to an annual rate of 1.20%, 0.85% and 0.75% for Class A Shares, Class I Shares and Class S Shares, respectively. The expense limitation shall be in effect until March 1, 2013. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.

The Fund’s performance is measured against the J.P. Morgan Emerging Markets Bond Index Global, an unmanaged index that tracks returns for USD-denominated debt instruments issued by emerging market and sovereign quasi-sovereign entities; Brady bonds, loans, Eurobonds and local market markets. The performance of the index does not reflect the deduction of expenses associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS       9



Portfolio Reviews (Unaudited)
HSBC Emerging Markets Local Debt Fund
(Class A Shares, Class I Shares and Class S Shares)

by Guillermo Osses, Managing Director,
Head of Emerging Markets Debt Portfolio Management

The HSBC Emerging Markets Local Debt Fund (the “Fund”) seeks maximum total return (comprised of capital appreciation and income). Under normal market conditions, the Fund invests at least 80% of its net assets, plus borrowings for investment purposes, in debt instruments issued by foreign governments, government agencies or corporations and denominated in local currencies of countries with emerging securities markets. The Fund may also invest in instruments denominated in U.S. dollars.

Investment Concerns

Equity securities (stocks) are more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities.

Bond funds will tend to experience smaller fluctuations in value than stock funds. However, investors in any bond fund should anticipate fluctuations in price, especially for longer term issues and in environments of rising interest rates. Investments in a bond fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their client obligations.

High yield, lower rated securities involve greater price volatility and present greater risk than higher rated fixed income securities. At times, due to market conditions, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price. Prices of fixed income securities are generally inversely correlated to interest rates. Investments in the Fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. These risks may increase the Fund’s share price volatility.

International investing involves increased risk and volatility. An investment in international funds entails the special risks of international investing, including currency exchange fluctuation, government regulations, and the potential for political and economic instability.

Prices of securities in emerging markets can fluctuate more significantly than the prices of companies in more developed countries. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed markets. The less developed the country, the greater affect the risks may have on an investment, and as a result, an investment may exhibit a higher degree of volatility than either the general domestic securities market or the securities markets of developed foreign countries.

Derivatives may be riskier than other types of investments and could result in losses that significantly exceed the Fund’s original investment.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 4.36% (without sales charge) for the Class A Shares and 4.69% for the Class I Shares for the year ended October 31, 2012. That compared to a 4.39% total return for the Fund’s primary performance benchmark, a blended index, which is comprised of equal weightings in the J.P. Morgan Government Bond Index-Emerging Markets Global Diversified 1 and the J.P. Morgan Emerging Local Markets Index Plus 1 . The J.P. Morgan Government Bond Index–Emerging Markets Global Diversified returned 7.25%, and the J.P. Morgan Emerging Local Markets Index Plus returned 1.55%, for the period, respectively.

Portfolio Performance

Emerging markets debt assets rallied at different times during the period as investors looked for higher yields than were available in developed markets. The Fund benefited from this strong performance, and from its positioning within select emerging market local bonds and currencies.

The Fund’s overweight position in the Hungarian forint contributed to the relative outperformance, seen in the Class I Shares and Class S Shares, versus the benchmark early in the period, as European emerging market currencies rallied in early 2012. In addition, an overweight position in the Mexican peso contributed to the Fund’s outperformance. The peso has a close relationship to the health of the U.S. economy, so the currency benefited from stronger-than-expected growth in the U.S. economy in early 2012. Towards the end of the period, an overweight position in the Indian rupee contributed to the Fund’s relative performance as the currency strengthened following government policies to allow more foreign investment.

The Fund’s underweight positions in the Polish zloty and Russian ruble detracted from the Fund’s performance early in the year, as those currencies performed better than expected after the European Central Bank announced policies to address the eurozone debt crisis. Toward the end of the period, an overweight position in the Brazilian real, adopted due to the central bank’s prior success controlling its currency, negatively impacted the Fund’s relative return when the real weakened during the second half of September.*

*       Portfolio composition is subject to change.
1   For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

10       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC Emerging Markets Local Debt Fund


The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Expense
Fund Performance Total Return (%) Ratio (%) 3
     Inception      1      Since          
As of October 31, 2012 Date Year Inception Gross Net
HSBC Emerging Markets Local Debt Fund Class A 1   4/7/11 -0.64 -2.51 1.75 1.28
HSBC Emerging Markets Local Debt Fund Class I 4/7/11 4.69 0.91 1.40 0.93
HSBC Emerging Markets Local Debt Fund Class S 4/7/11 4.78   1.01   1.30   0.83
Emerging Markets Debt Blend Portfolio Index 2   4.39 0.63 N/A N/A
J.P. Morgan Government Bond Index–Emerging Markets Global Diversified 2 7.25 3.54 N/A N/A
J.P. Morgan Emerging Local Markets Index Plus 2 1.55 -2.25 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

1       Reflects the maximum sales charge of 4.75%.
2   For additional information, please refer to the Glossary of Terms.
3   Reflects the expense ratio as reported in the prospectus dated February 28, 2012. HSBC Global Asset Management (USA) Inc. has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investments in investment companies) to an annual rate of 1.20%, 0.85% and 0.75% for Class A Shares, Class I Shares and Class S Shares, respectively. The expense limitation shall be in effect until March 1, 2013. The expense ratios reflected include Acquired Fund fees and expenses. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.

The Fund’s performance is measured against the Emerging Markets Debt Blend Portfolio Index, which is a hypothetical combination of unmanaged broad-based indices of equal weightings in the J.P. Morgan Government Bond Index–Emerging Markets Global Diversified and J.P. Morgan Emerging Local Markets Index Plus. The performance of the indexes does not reflect the deduction of expenses associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS       11



Portfolio Reviews (Unaudited)
HSBC Frontier Markets Fund
(Class A Shares and Class I Shares)

by Andrew Brudenell, Senior Portfolio Manager

The HSBC Frontier Markets Fund (the “Fund”) seeks long-term capital appreciation. Under normal market conditions, the Fund invests at least 80% of its net assets, plus any borrowings for investment purposes, in issuers located in “frontier market countries”. The term “frontier market countries” encompasses those countries that are at an earlier stage of economic, political or financial development, even by emerging markets standards.

Investment Concerns

Equity securities (stocks) are more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities.

Foreign securities can be subject to greater risks than U.S. investments, including currency fluctuations, less liquid trading markets, greater price volatility, political and economic instability, less publicly available information, and changes in tax or currency laws or monetary policy. These risks are likely to be greater for emerging markets than in developed markets.

Frontier market countries generally have smaller economies and even less developed capital markets or legal and political systems than traditional emerging market countries. As a result, the risks of investing in emerging market countries are magnified in frontier market countries. The magnification of risks are the result of: the potential for extreme price volatility and illiquidity in frontier markets; government ownership or control of parts of private sector and of certain companies; trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled securities laws in many frontier market countries.

Prices of securities in emerging markets can fluctuate more significantly than the prices of companies in more developed countries. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed markets. The less developed the country, the greater affect the risks may have on an investment, and as a result, an investment may exhibit a higher degree of volatility than either the general domestic securities market or the securities markets of developed foreign countries.

Derivatives may be riskier than other types of investments and could result in losses that significantly exceed the Fund’s original investment.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 13.27% (without sales charge) for the Class A Shares and 13.68% for the Class I Shares for the year ended October 31, 2012. That compared to a 1.03% total return for the MSCI Frontier Markets Index 1 and a 6.61% total return for the MSCI Frontier Emerging Markets Capped Index 1 for the same period, respectively.

Portfolio Performance

Frontier markets had a positive 12 months, driven by strong performances from individual countries such as Nigeria, Colombia and Saudi Arabia. In addition, frontier markets’ low correlation to developed markets meant that frontier market shares were affected to a lesser extent by global economic concerns such as the eurozone debt crisis and slowing growth in China. Those factors helped attract investors seeking diversification for their portfolios, as well as growth opportunities presented by countries in the early stages of economic and political development.

A stock selection strategy that included several non-benchmark holdings helped the Fund outperform its benchmark during the period. For example, the Fund benefited from its non-benchmark investment in a Cambodian hotel and casino operator that rose with the growth of the Cambodian tourism industry and expansion plans. Another non-benchmark holding, an oil and gas exploration company in Mozambique, boosted the Fund’s returns when the company became the target of a takeover battle between two larger energy firms.*

The Fund’s overweight position in Pakistan helped boost relative performance, particularly due to the strength of the Fund’s investments in that country’s financial services sector. An underweight position in Eastern Europe also helped the Fund outperform its benchmark, as many Eastern European markets suffered due to the eurozone debt crisis and local economic uncertainty.*

Some of the Fund’s weightings detracted from its relative performance. For example, we held an underweight position in Colombia due to what we believed were high valuations in that market. However, Colombian shares continued to appreciate during the period on positive political and economic news. The Fund’s overweight position in Egypt diminished relative performance when a longer-than-expected period of political uncertainty weighed on share values in that country.*

* Portfolio composition is subject to change.
1      For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

12       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC Frontier Markets Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Average Annual Total Expense
Fund Performance Return (%) Ratio (%) 3
Inception Since
As of October 31, 2012       Date       1 Year       Inception       Gross       Net
HSBC Frontier Markets Fund Class A 1 9/6/11 7.59  3.36 3.07   2.20
HSBC Frontier Markets Fund Class I 9/6/11 13.68    8.49   2.72 1.85
MSCI Frontier Markets Index 2     1.03 -0.72 N/A N/A
MSCI Frontier Emerging Markets Capped Index 2 6.61  1.86 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

1 Reflects the maximum sales charge of 5.00%.
2 For additional information, please refer to the Glossary of Terms.
3       Reflects the expense ratio as reported in the prospectus dated February 28, 2012. HSBC Global Asset Management (USA) Inc. has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investments in investment companies) to an annual rate of 2.20% and 1.85% for Class A Shares and Class I Shares, respectively. The expense limitation shall be in effect until March 1, 2013. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.

The performance of the Fund is measured against the MSCI Frontier Markets Index and the MSCI Frontier Emerging Markets Capped Index. The Morgan Stanley Capital International (“MSCI”) Frontier Markets Index captures large- and mid-cap representation across 26 Frontier Markets (FM) countries. The index includes 155 securities, covering about 84% of the free float-adjusted market capitalization in each country. The MSCI Frontier Emerging Markets Capped Index was developed for MSCI by HSBC and is a customized capped version of the MSCI Frontier Emerging Markets (FEM) Index. The MSCI FEM Index is a free float-adjusted market capitalization index designed to measure equity market performance in all countries from the MSCI Frontier Markets Index and the lower size spectrum of the MSCI EM Index. The Index consists of 25 frontier markets and five emerging markets. The indexes are unmanaged and the performance of the indexes does not reflect the deduction of expenses associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        13



Portfolio Reviews (Unaudited)
HSBC Total Return Fund
(Class A Shares, Class I Shares and Class S Shares)

by Guillermo Ossés, Managing Director, Head of Emerging Markets Debt Portfolio Management
Lisa Chua, CFA, Senior Vice President, Portfolio Manager
Srinivas (Vas) Paruchuri, PhD., Vice President, Portfolio Manager
Binqi Liu, Assistant Vice President, Portfolio Manager
Phil Yuhn, Senior Vice President, Portfolio Engineer

The HSBC Total Fund (the “Fund”) seeks maximum total return (comprised of capital appreciation and income). Under normal market conditions, the Fund invests its assets (excluding U.S. cash and U.S. cash equivalents) primarily in instruments of issuers that are economically tied to emerging market countries, including in derivative instruments such as futures (including interest rate futures), forwards (including non-deliverable forwards), swaps (including interest rate and total return swaps), options (including interest rate options), swaptions and credit default swaps.

Investment Concerns

Equity securities (stocks) are more volatile and carry more risk than other forms of investments, including investments in high-grade fixed income securities.

Bond funds will tend to experience smaller fluctuations in value than stock funds. However, investors in any bond fund should anticipate fluctuations in price, especially for longer term issues and in environments of rising interest rates. Investments in a bond fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their client obligations.

High yield, lower rated securities involve greater price volatility and present greater risk than higher rated fixed income securities. At times, due to market conditions, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price. Prices of fixed income securities are generally inversely correlated to interest rates. Investments in the Fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. These risks may increase the Fund’s share price volatility.

International investing involves increased risk and volatility. An investment in international funds entails the special risks of international investing, including currency exchange fluctuation, government regulations, and the potential for political and economic instability.

Prices of securities in emerging markets can fluctuate more significantly than the prices of companies in more developed countries. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed markets. The less developed the country, the greater affect the risks may have on an investment, and as a result, an investment may exhibit a higher degree of volatility than either the general domestic securities market or the securities markets of developed foreign countries.

Derivatives may be riskier than other types of investments and could result in losses that significantly exceed the Fund’s original investment.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 3.62% (without sales charge) for the Class A Shares and 3.82% for the Class I Shares from March 30, 2012, the inception date of the Fund, through October 31, 2012. That compared to the 0.30% total return for the BofA Merrill Lynch 3-Month LIBOR Constant Maturity Index 1 .

Principal Investment Strategies

The Fund seeks to maximize total return, composed of capital appreciation and income, primarily by investing in debt instruments issued by governments of emerging markets countries, or by corporations that are economically tied to emerging markets. Many of these emerging markets rallied during the period, as investors sought higher yields than were available in developed markets.

Several key investing decisions contributed to the Fund’s performance during the period. For example, the Fund’s short position in Argentina boosted performance, as Argentina’s debt suffered in May due to continuing deterioration of that country’s economic fundamentals.*

The Fund also increased its exposure to emerging markets currencies in May, which boosted returns in June as currencies rallied. However, the Fund began reducing its currency exposure in August and September after the continuing rally caused valuations to rise among emerging markets currencies.*

The Fund’s positions in emerging markets corporate debt also boosted performance, as those bonds rallied in response to investor demand for higher yields. The Fund focused on high-quality corporate bonds and quasi-sovereign bonds in countries that offered attractive yields compared to sovereign bonds, such as Gazprom in Russia and Petrobras in Brazil. In addition, the Fund focused on sovereign bonds from Eastern European countries with improving fiscal dynamics that should benefit from stabilizing growth in the eurozone.*

* Portfolio composition is subject to change.
1       For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

14       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC Total Return Fund

The charts above represent a historical since inception performance comparison of a hypothetical $10,000 investment in the indicated share class versus a similar investment in the Fund’s benchmark and represents the reinvestment of dividends and capital gains in the Fund.

Aggregate Total Expense
Fund Performance Return (%) Ratio (%) 3
Inception Since
As of October 31, 2012       Date       Inception       Gross       Net
HSBC Total Return Fund Class A 1 3/30/12 -1.31 2.11 1.60
HSBC Total Return Fund Class I 3/30/12  3.82 1.76   1.25
HSBC Total Return Fund Class S   3/30/12    3.87 1.66 1.15
BofA Merrill Lynch 3 Month LIBOR Constant Maturity Index 2  0.30 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

1 Reflects the maximum sales charge of 4.75%.
2 For additional information, please refer to the Glossary of Terms.
3      Reflects the expense ratio as reported in the prospectus dated February 28, 2012 (as supplemented April 9, 2012). HSBC Global Asset Management (USA) Inc. has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, tax, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investment in investment companies) to an annual rate of 1.60%, 1.25% and 1.15% for the Class A Shares, Class I Shares and Class S Shares, respectively. The expense limitation agreement shall be in effect until March 1, 2013. Additional information pertaining to the October 31, 2012 expense ratios can be found in the financial highlights.

The performance of the Fund is measured against the BofA Merrill Lynch 3-Month LIBOR Constant Maturity Index which tracks the performance of a synthetic asset paying LIBOR to a stated maturity. The index is based on the assumed purchase at par of a synthetic instrument having exactly its stated maturity and with a coupon equal to that day’s fixing rate. That issue is assumed to be sold the following business day (priced at a yield equal to the current day fixing rate) and rolled into a new instrument. The indexes are unmanaged and the performance of the indexes does not reflect the deduction of expenses associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        15



Portfolio Reviews (Unaudited)
HSBC RMB Fixed Income Fund
(Class A Shares, Class I Shares and Class S Shares)

by Cecilia Chan, Jim Veneau, Alfred Mui, Gregory Suen

The HSBC RMB Fixed Income Fund (the “Fund”) seeks to maximize total return by investing principally in debt instruments that provide exposure to Renminbi (“RMB”), the official currency of the People’s Republic of China (“China”). The Fund’s portfolio management team follows a top-down approach in which country credits, currencies, and local rate curves are analyzed based on their fundamental attractiveness. The team seeks to identify risk differentiation across issuers while attempting to manage credit, liquidity and interest rate risks. This investment process allows the team to capture potential opportunities in the growing offshore RMB fixed income market and take advantage of the currency’s potential appreciation. In order to gain such exposure, the Fund may invest in RMB-denominated debt instruments, including RMB-denominated deposits in Hong Kong or US dollar-denominated instruments, as well as derivative instruments, with underlying currency exposure to RMB.

Investment Concerns

Bond funds will tend to experience smaller fluctuations in value than stock funds. However, investors in any bond fund should anticipate fluctuations in price, especially for longer term issues and in environments of rising interest rates. Investments in a bond fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their client obligations.

High yield, lower rated securities involve greater price volatility and present greater risk than higher rated fixed income securities. At times, due to market conditions, the Fund may be unable to sell certain of its portfolio securities without a substantial drop in price. Prices of fixed income securities are generally inversely correlated to interest rates. Investments in the Fund are subject to possible loss due to the financial failure of underlying securities and their inability to meet their debt obligations. These risks may increase the Fund’s share price volatility.

International investing involves increased risk and volatility. An investment in international funds entails the special risks of international investing, including currency exchange fluctuation, government regulations, and the potential for political and economic instability.

Prices of securities in emerging markets can fluctuate more significantly than the prices of companies in more developed countries. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed markets. The less developed the country, the greater affect the risks may have on an investment, and as a result, an investment may exhibit a higher degree of volatility than either the general domestic securities market or the securities markets of developed foreign countries.

Derivatives may be riskier than other types of investments and could result in losses that significantly exceed the Fund’s original investment.

For a complete description of these and other risks associated with investment in a mutual fund, please refer to the Fund’s prospectus.

Market Commentary

The Fund returned 3.24% (without sales charge) for Class A Shares and 3.40% for the Class I Shares from June 8, 2012, the inception date of the Fund, through October 31, 2012. That compared to the 3.96% return for the Fund’s benchmark, the HSBC Offshore Renminbi Bond Index 1 , during the same period.

Principal Investment Strategies

The Fund invests in offshore debt instruments denominated in Renminbi (RMB), the official currency of the People’s Republic of China. The market for offshore RMB-denominated instruments, known as “Dim Sum bonds,” performed well since the Fund’s inception because of growing investor demand for this new asset class. Investors also perceived that yields in the market were attractive compared to credit markets in other major currencies. As a result, prices for Dim Sum bonds rose.

At the same time, the offshore RMB appreciated 2.04% during the period, as China continued a policy of gradual currency appreciation that has delivered steady gains for offshore RMB since the middle of 2012. That appreciation caused the U.S. Dollar (USD) value of investments in the Fund to increase.

The Fund’s underperformance of its benchmark was caused in part by transaction costs incurred while building up the portfolio. This situation was exacerbated by a relatively inactive primary market during the period, requiring the Fund to purchase bonds from the secondary market and incur larger-than-normal transaction costs.*

The Fund’s emphasis on credit quality also caused performance to lag the benchmark when prices of certain troubled credit instruments rebounded sharply during the period. The rebound was driven by investor speculation on the credit outlook of these troubled issuers, but the Fund avoided these instruments due to their higher risk for default.*

Overall, the Fund’s relative return benefited from an overweight position in good-quality credit instruments. We believed these securities had been oversold earlier in 2012 by investors who perceived them to be expensive compared to offerings in other credit markets. These holdings recovered strongly later in the period, which boosted the Fund’s relative performance.*

The Fund maintained a higher average yield-to-maturity than its benchmark, which provided a stable source of coupon income. Also, the Fund’s exposure to short-duration financial sector bonds helped relative performance. Such bonds outperformed longer-duration bonds, which were hampered by a continued supply of new bonds issued by Chinese banks.*

* Portfolio composition is subject to change.
1       For additional information, please refer to the Glossary of Terms.

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

16       HSBC FAMILY OF FUNDS



Portfolio Reviews (Unaudited)
HSBC RMB Fixed Income Fund

Aggregate Total Expense
Fund Performance Return (%) Ratio (%) 3
Inception 3 Since
As of October 31, 2012       Date       Month       Inception       Gross       Net
HSBC RMB Fixed Income Class A 1 6/8/12 -1.75 -1.68 2.36 1.45
HSBC RMB Fixed Income Class I   6/8/12  3.21  3.40   2.01   1.10
HSBC RMB Fixed Income Class S 6/8/12    3.24    3.44 1.91   1.00
HSBC Offshore Renminbi Bond Index 2  3.96 N/A N/A

Past performance does not guarantee future results. The performance data quoted represents past performance and current returns may be lower or higher. Total return figures include change in share price, reinvestment of dividends and capital gains and do not reflect the taxes that a shareholder would pay on Fund distributions or on the redemption of Fund shares. Investment return and principal value will fluctuate so that an investor’s shares, when redeemed may be worth more or less than the original cost. To obtain performance information current to the most recent month end, please call 1-800-782-8183.

The performance above reflects any fee waivers that have been in effect during the applicable periods, as well as any expense reimbursements that have periodically been made. Absent such waivers and reimbursements, returns would have been lower. Currently, contractual fee waivers are in effect for the Fund through March 1, 2013.

1 Reflects the maximum sales charge of 4.75%.
2 For additional information, please refer to the Glossary of Terms.
3      Reflects the expense ratio as reported in the prospectus dated April 30, 2012. HSBC Global Asset management (USA) Inc. has entered into a contractual expense limitation agreement with the Fund under which it will limit total expenses of the Fund (excluding interest, taxes, brokerage commissions, extraordinary expenses and estimated indirect expenses attributable to the Fund’s investments in investment company companies) to an annual rate of 1.45%, 1.10% and 1.00% for Class A Shares, Class I Shares and Class S Shares. The expense limitation shall be in effect until April 30, 2013.

The performance of the Fund is measured against the HSBC Offshore Renminbi Bond Index tracks total return performance of renminbi-denominated and renminbi-settled bonds and certificates of deposit issued outside the People’s Republic of China. The index, which is unmanaged, and the performance of the indexes does not reflect the deduction of expenses associated with a mutual fund, such as investment management and fund accounting fees. The Fund’s performance reflects the deduction of fees for these value-added services. Investors cannot invest directly in an index.

HSBC FAMILY OF FUNDS        17



Portfolio Reviews
Portfolio Composition*
October 31, 2012 (Unaudited)

HSBC Emerging Markets Debt Fund†
Country       Percentage of Investments at Value (%)
Russian Federation                       13.5                      
Mexico 11.2
Venezuela 10.1
Turkey 9.3
Indonesia   8.4
United States 7.1
Brazil 6.6
Philippines 4.1
Colombia 3.5
Panama   3.1
South Africa 2.8
Poland 2.6
Kazakhstan 2.1
Ukraine 1.7
Romania 1.7
Lithuania 1.6
Hungary 1.4
Slovak Republic 1.1
Peru 1.1
Uruguay 1.0
Malaysia 0.8
El Salvador 0.7
Chile 0.6
Iraq 0.6
Croatia 0.6
Ireland (Republic of) 0.6
Sri Lanka 0.5
Republic of Serbia 0.5
Dominican Republic 0.3
Lebanon 0.3
China 0.3
Pakistan 0.2
100.0
 
HSBC Emerging Markets Local Debt Fund†
Country Percentage of Investments at Value (%)
Malaysia 11.7
Turkey 11.5
Poland 11.4
Mexico 11.0
Russian Federation 10.7
South Africa 9.9
Thailand 8.5
Indonesia 8.3
Hungary 5.7
Kazakhstan 4.2
Peru 3.0
Luxembourg 1.4
Brazil 1.4
United Arab Emirates 1.2
United States 0.1
  100.0
 
HSBC Frontier Markets Fund†
Country Percentage of Investments at Value (%)
Nigeria 13.1
United Arab Emirates 13.1
Qatar 11.6
Colombia 7.1
Pakistan 6.7
Kuwait 5.7
Kazakhstan 4.2
Peru 4.1
Philippines 4.1
Saudi Arabia 4.0
Oman 3.7
Kenya 3.1
Egypt 2.4
Vietnam 2.4
Slovenia 2.0
Georgia 1.7
Panama 1.6
Cambodia 1.5
Sri Lanka 1.5
Estonia 1.3
Lebanon 1.1
Croatia 1.0
Romania 0.9
Bangladesh 0.8
Argentina 0.7
Canada 0.5
Australia 0.4
100.0
 
HSBC Total Return Fund†
Country Percentage of Investments at Value (%)
United States 34.7
Turkey 13.0
Mexico 9.5
Brazil 8.8
Russian Federation 8.6
Colombia 4.5
Slovak Republic 3.6
Indonesia 3.5
South Africa 3.2
Venezuela 2.1
Namibia 1.4
Gabon 1.3
Kazakhstan 1.1
Chile 1.0
Peru 1.0
China 0.5
United Kingdom 0.5
Netherlands 0.4
Lithuania 0.4
Uruguay 0.3
Luxembourg 0.3
Dominican Republic 0.3
100.0

18        HSBC FAMILY OF FUNDS



Portfolio Reviews
Portfolio Composition*(continued)
October 31, 2012 (Unaudited)

HSBC RMB Fixed Income Fund†
Country       Percentage of Investments at Value (%)
China                       35.8                      
Hong Kong 34.5
South Korea 7.5
Singapore 7.3
Japan 5.9
France 4.5
Australia 3.0
Germany 1.5
100.0
____________________

* Portfolio composition is subject to change.
†      Excludes any instruments used for cash management.

HSBC FAMILY OF FUNDS        19



HSBC EMERGING MARKETS DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012

Yankee Dollars – 90.2%
Principal  
      Amount ($)       Value ($)
Brazil – 6.4%  
Banco ABC Brasil SA,  
       7.88%, 4/8/20 100,000 106,750
Banco do Brasil SA, Registered,
       5.88%, 1/26/22 450,000   488,250
Banco Votorantim, Registered,
       5.25%, 2/11/16, MTN 200,000 213,500
Banco Votorantim, Registered,
       7.38%, 1/21/20 100,000 115,500
Federal Republic of Brazil,
       8.75%, 2/4/25 450,000 726,750
Petrobras International Finance Co.,
       5.75%, 1/20/20 400,000 461,392
Petrobras International Finance Co.,
       5.38%, 1/27/21 100,000 113,406
Vale Overseas Ltd.,
       6.88%, 11/21/36 100,000 123,087
Votorantim Cimentos SA, Registered,
       7.25%, 4/5/41 200,000 226,000
2,574,635
Chile – 0.6%
Empresa Nacional de Petroleo,
       Registered, 4.75%, 12/6/21 220,000 240,594
China – 0.3%
Country Garden Holdings Co. Ltd.,
       Registered, 11.25%, 4/22/17,
       Callable 4/22/14 @ 105.62 100,000 111,250
Colombia – 3.4%
Bancolombia SA, 6.13%, 7/26/20 100,000 112,000
Bancolombia SA, 5.95%, 6/3/21 100,000 115,500
Grupo Aval Ltd., Registered,
       5.25%, 2/1/17 200,000 213,658
Republic of Colombia,
       4.38%, 7/12/21 250,000 287,125
Republic of Colombia,
       8.13%, 5/21/24 300,000 449,250
Republic of Colombia,
       6.13%, 1/18/41 150,000 204,750
1,382,283
Croatia – 0.6%
Croatia, Registered,
       6.38%, 3/24/21 200,000 226,684
Dominican Republic – 0.3%
Dominican Republic,
       7.50%, 5/6/21 100,000 117,500
El Salvador – 0.7%
Republic of El Salvador,
       7.75%, 1/24/23 225,000 268,875
Hungary – 1.4%
Republic of Hungary,
       6.25%, 1/29/20 280,000 310,184
Republic of Hungary,
       6.38%, 3/29/21 130,000 144,794
Republic of Hungary,
       7.63%, 3/29/41 80,000 95,040
550,018
Indonesia – 8.1%
Majapahit Holding BV,
       8.00%, 8/7/19 225,000 285,750
PT Pertamina Tbk, Registered,
       4.88%, 5/3/22 400,000 435,000
Republic of Indonesia,
       6.88%, 1/17/18 575,000 700,063
Republic of Indonesia,
       5.88%, 3/13/20 1,350,000 1,621,687
Republic of Indonesia, Registered,
       6.63%, 2/17/37 175,000 234,500
3,277,000
Iraq – 0.6%
Republic of Iraq, Registered,
       5.80%, 1/15/28,
       Callable 12/24/12 @ 100.00 250,000 232,500
Ireland (Republic of) – 0.5%
Vnesheconombank, Registered,
       5.38%, 2/13/17 200,000 216,788
Kazakhstan – 2.0%
Development Bank of Kazakhstan,
       5.50%, 12/20/15 525,000 572,880
Kazakhstan Temir Zholy, Registered,
       6.95%, 7/10/42 200,000 244,108
816,988
Lebanon – 0.3%
Republic of Lebanon, Registered,
       Series 42, 8.25%, 4/12/21, MTN 100,000 115,350
Lithuania – 1.5%
Republic of Lithuania, Registered,
       7.38%, 2/11/20 100,000 127,000
Republic of Lithuania, Registered,
       6.63%, 2/1/22 400,000 495,000
622,000
Malaysia – 0.8%
Petronas Capital Ltd.,
       5.25%, 8/12/19 275,000 329,273
Mexico – 10.8%
BBVA Bancomer SA Texas, Registered,
       6.75%, 9/30/22 175,000 198,187
Petroleos Mexicanos,
       5.50%, 1/21/21 1,000,000 1,167,500
Petroleos Mexicanos,
       4.88%, 1/24/22 150,000 168,000
United Mexican States, Series A,
       5.13%, 1/15/20, MTN 1,370,000 1,637,150
United Mexican States,
       3.63%, 3/15/22 150,000 163,875
United Mexican States, Series A,
       7.50%, 4/8/33, MTN 100,000 151,750
United Mexican States, Series A,
       6.05%, 1/11/40 666,000 884,115
4,370,577

20        HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC EMERGING MARKETS DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Yankee Dollars, continued
Principal
      Amount ($)       Value ($)
Pakistan – 0.2%
Islamic Republic of Pakistan,  
       6.88%, 6/1/17 100,000 90,000
Panama – 3.0%
Republic of Panama,  
       5.20%, 1/30/20 875,000 1,058,750
Republic of Panama,  
       7.13%, 1/29/26 100,000 143,500
1,202,250
Peru – 1.0%
Republic of Peru,
       8.75%, 11/21/33   110,000 192,500
Republic of Peru,
       6.55%, 3/14/37 150,000 219,750
412,250
Philippines – 4.0%
Republic of Philippines,
       6.50%, 1/20/20 350,000 447,563
Republic of Philippines,
       4.00%, 1/15/21 1,050,000 1,177,312
1,624,875
Poland – 2.5%
Republic of Poland,
       6.38%, 7/15/19 150,000 186,750
Republic of Poland,
       5.13%, 4/21/21 415,000 487,683
Republic of Poland,
       5.00%, 3/23/22 290,000 337,905
1,012,338
Republic of Serbia – 0.5%
Republic of Serbia, Registered,
       7.25%, 9/28/21 200,000 213,000
Romania – 1.7%
Romania, Registered,
       6.75%, 2/7/22, MTN 580,000 669,900
Russian Federation – 13.2%
Alfa Issuance Ltd., Series E,
       8.00%, 3/18/15, MTN 100,000 108,425
Gazprom OAO, Registered,
       8.13%, 7/31/14 300,000 328,932
Gazprom OAO, Registered,
       9.25%, 4/23/19 125,000 163,125
RSHB Capital SA, 6.30%, 5/15/17 475,000 526,704
Russia Foreign Bond,
       5.00%, 4/29/20 300,000 347,250
Russia Foreign Bond, Registered,
       7.50%, 3/31/30 2,421,875 3,066,820
RZD Capital Ltd., Series E,
       5.74%, 4/3/17, MTN 500,000 555,000
Sberbank, Registered,
       5.18%, 6/28/19 200,000 212,450
5,308,706
Slovak Republic – 1.1%
Slovak Republic, Registered,
       4.38%, 5/21/22 400,000 426,956
South Africa – 2.7%
Republic of South Africa,
       6.88%, 5/27/19 350,000 435,890
Republic of South Africa,
       5.50%, 3/9/20 175,000 204,453
Republic of South Africa,
       5.88%, 5/30/22 200,000 242,074
Republic of South Africa,
       4.67%, 1/17/24 200,000 221,000
1,103,417
Sri Lanka – 0.5%
Bank of Ceylon, Registered,
       6.88%, 5/3/17 200,000 214,500
Turkey – 9.0%
Republic of Turkey,
       5.63%, 3/30/21 1,875,000 2,179,688
Republic of Turkey,
       5.13%, 3/25/22 850,000 954,125
Republic of Turkey,
       6.25%, 9/26/22 300,000 363,450
Republic of Turkey,
       7.38%, 2/5/25 100,000 130,750
3,628,013
Ukraine – 1.7%
Ukraine Government,
       6.88%, 9/23/15 475,000 474,383
Ukraine Government,
       7.75%, 9/23/20 200,000 208,724
683,107
Uruguay – 1.0%
Republic of Uruguay, PIK,
       7.88%, 1/15/33 260,000 403,000
Venezuela – 9.8%
Bolivarian Republic of Venezuela,
       7.65%, 4/21/25 125,000 98,438
Bolivarian Republic of Venezuela,
       9.25%, 5/7/28 750,000 661,875
Petroleos de Venezuela SA,
       8.50%, 11/2/17 1,565,000 1,404,587
Republic of Venezuela,
       7.00%, 12/1/18 100,000 86,000
Republic of Venezuela,
       9.25%, 9/15/27 150,000 135,375
Republic of Venezuela, Registered,
       7.75%, 10/13/19 1,600,000 1,392,000
Republic of Venezuela, Registered,
       8.25%, 10/13/24 200,000 165,000
3,943,275
 
TOTAL YANKEE DOLLARS
        (COST $32,706,624) 36,387,902

See notes to financial statements. HSBC FAMILY OF FUNDS        21



HSBC EMERGING MARKETS DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

U.S. Treasury Obligations – 6.9%
 
Shares or      
Principal
Amount ($) Value ($)
U.S. Treasury Bonds – 2.2%
       2.75%, 8/15/42 900,000 881,719
U.S. Treasury Notes – 4.7%
       1.75%, 5/15/22 400,000 403,938
       1.63%, 8/15/22 1,500,000 1,491,796
  1,895,734
TOTAL U.S. TREASURY OBLIGATIONS
       (COST $2,754,513) 2,777,453
 
Investment Company – 2.2%
 
Northern Institutional Diversified
       Assets Portfolio,
       Institutional Shares, 0.01% (a) 897,934 897,934
TOTAL INVESTMENT COMPANY
       (COST $897,934) 897,934
TOTAL INVESTMENT SECURITIES
       (COST $36,359,071) — 99.3% 40,063,289
___________________

Percentages indicated are based on net assets of $40,356,081.
(a)       The rate represents the annualized one-day yield that was in effect on October 31, 2012.
MTN — Medium Term Note
PIK — Payment-in-Kind

The Fund invested, as a percentage of net assets, in the following industries, as of October 31, 2012:

Industry Percentage of Net Assets
Sovereign Bonds 66.5 %
Oil, Gas & Consumable Fuels 11.9 %
U.S. Treasury Obligations 6.9 %
Commercial Banks 6.4 %
Diversified Financial Services 3.4 %
Investment Companies 2.2 %
Road & Rail 1.4 %
Metals & Mining 0.3 %
Real Estate Management & Development 0.3 %
Total Investments 99.3 %

22       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC EMERGING MARKETS DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Credit Default Swap Agreements - Sell Protection(a)

At October 31, 2012, the Fund’s open credit default swap agreements were as follows:

Implied Credit Upfront
Spread at Notional Premiums Unrealized
Underlying       Expiration    October 31, 2012    Amount    Fixed       Paid/    Appreciation/
Instrument Counterparty Date (%) (b) ($)(c) Rate (%) Value ($) (Received) ($) (Depreciation) ($)
Federative Barclays
Republic of Brazil Bank PLC 09/20/16 0.92 550,000 1.00 3,936 (11,666 ) 15,602
 
Peoples Republic JPMorgan                
of China Chase
Bank N.A. 09/20/16 0.45 500,000 1.00 12,111 (3,227 ) 15,338
 
Peoples Republic JPMorgan
of China Chase
Bank N.A. 09/20/16 0.45 500,000 1.00 12,111 (4,641 ) 16,752
 
Markit CDX JPMorgan
Emerging Chase
Markets Index Bank N.A. 06/20/17 2.29 775,000 5.00 96,294 74,400 21,894
124,452 54,866 69,586

(a)        When a credit event occurs as defined under the terms of the swap agreement, the Fund as a seller of credit protection will either (i) pay to the buyer of protection an amount equal to the par value of the defaulted reference entity and take delivery of the reference entity or (ii) pay a net amount equal to the par value of the defaulted reference entity less its recovery value.
(b) Implied credit spread, represented in absolute terms, utilized in determining the fair value of the credit default swap agreements as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Generally, wider credit spreads represent a perceived deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the swap agreement.
(c) The notional amount represents the maximum potential amount the Fund could be required to make as a seller of credit protection if a credit event occurs, as defined under the terms of the swap agreement.

At October 31, 2012, the Fund’s open forward foreign currency exchange contracts were as follows:

Contract Unrealized
Amount Contract Appreciation/
            Delivery       (Local       Value       Value       (Depreciation)
Short Contracts Counterparty Date Currency) ($) ($) ($)
JPMorgan
Mexican Peso Chase Bank N.A. 12/7/12 222,230 16,757 16,911 (154 )
16,757 16,911 (154 )

See notes to financial statements. HSBC FAMILY OF FUNDS       23



HSBC EMERGING MARKETS LOCAL DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012

Foreign Bonds – 48.5%†
   
Principal
Amount ($)       Value ($)
Hungary – 3.1%
Hungary Government Bond,
       Series 17/A, 6.75%, 11/24/17 120,000,000 555,408
Hungary Government Bond,
       Series 22/A, 7.00%, 6/24/22 100,000,000 458,996
  1,014,404
Indonesia – 4.5%
Indonesia Government,
       Series FR28, 10.00%, 7/15/17 9,100,000,000 1,124,977
Indonesia Government,
       Series FR56, 8.38%, 9/15/26 2,855,000,000 356,889
1,481,866
Malaysia – 6.4%
Malaysian Government,
       Series 0409, 3.74%, 2/27/15 4,500,000 1,500,844
Malaysian Government,
       Series 0111, 4.16%, 7/15/21 780,000 268,372
Malaysian Government,
       Series 0112, 3.42%, 8/15/22 1,000,000 327,018
2,096,234
Mexico – 6.0%
Mexican Bonos Desarr, Series M,
       5.00%, 6/15/17 (a) 25,000,000 1,896,196
Mexican Bonos Desarr, Series M30,
       8.50%, 11/18/38 (a) 800,000 75,624
1,971,820
Peru – 1.7%
Peru Bono Soberano,
       9.91%, 5/5/15 515,000 231,123
Republic of Peru, Registered,
       6.95%, 8/12/31 650,000 305,869
536,992
Poland – 6.2%
Poland Government Bond,
       Series 0414, 5.75%, 4/25/14 4,600,000 1,479,091
Poland Government Bond,
       Series 1020, 5.25%, 10/25/20 150,000 49,559
Poland Government Bond,
       Series 1021, 5.75%, 10/25/21 840,000 286,887
Poland Government Bond,
       Series 0922, 5.75%, 9/23/22 660,000 226,507
2,042,044
Russian Federation – 4.2%
Russia Foreign Bond,
       7.85%, 3/10/18 40,000,000 1,365,949
South Africa – 5.4%
Republic of South Africa,
       Series R203, 8.25%, 9/15/17 8,000,000 1,016,435
Republic of South Africa,
       Series R186, 10.50%, 12/21/26 2,050,000 292,530
Republic of South Africa,
       Series R213, 7.00%, 2/28/31 2,400,000 243,202
Republic of South Africa,
       Series R209, 6.25%, 3/31/36 2,500,000 222,884
1,775,051
   
Shares or
Principal
Amount ($)
Thailand – 4.7%
Thailand Government Bond,
       4.13%, 11/18/16 45,000,000 1,527,847
Turkey – 6.3%
Turkey Government Bond,
       10.00%, 4/10/13 (a) 2,480,000 1,406,952
Turkey Government Bond,
       9.50%, 1/12/22 (a) 1,070,000 653,750
2,060,702
TOTAL FOREIGN BONDS
       (COST $16,123,986) 15,872,909
 
Yankee Dollars – 6.1%
 
Brazil – 0.8%
Banco Votorantim,
       4.25%, 2/8/13, MTN 250,000 251,005
Kazakhstan – 2.3%
KazMunayGas National Co.,
       Registered, Series 1,
       8.38%, 7/2/13, MTN 725,000 754,957
Luxembourg – 0.8%
TNK-BP Finance SA, Series 5,
       7.50%, 3/13/13, MTN 250,000 255,485
Russian Federation – 1.6%
AK Transneft OJSC,
       7.70%, 8/7/13 225,000 234,900
Alfa Invest Ltd.,
       9.25%, 6/24/13, MTN 100,000 104,138
Sberbank, Series E,
       6.48%, 5/15/13, MTN 200,000 205,260
544,298
United Arab Emirates – 0.6%
The Abu Dhabi National Energy Co.
       (TAQA), 6.60%, 8/1/13 200,000 207,334
TOTAL YANKEE DOLLARS
       (COST $2,006,432) 2,013,079
 
Purchased Options – 0.1%‡
 
TOTAL PURCHASED OPTIONS
       (COST $35,411) 26,021
 
Investment Company – 44.2%
 
Northern Institutional Diversified
       Assets Portfolio, Institutional
       Shares, 0.01% (b) 14,478,407 14,478,407
TOTAL INVESTMENT COMPANY
       (COST $14,478,407) 14,478,407
TOTAL INVESTMENT SECURITIES
       (COST $32,644,236) — 98.9% 32,390,416

24       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC EMERGING MARKETS LOCAL DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)
____________________
 
Percentages indicated are based on net assets of $32,756,768.
       The principal amount is disclosed in local currency and the value is disclosed in U.S. Dollars.
(a)        Variable rate security. The interest rates on these securities are adjusted periodically to reflect then-current short-term interest rates. The rates presented represent the rates in effect on October 31, 2012. The maturity dates presented reflect the final maturity dates. However, some of these securities may contain put or demand features that allow the Fund to require the issuer to repurchase the security from the fund within various time periods, including daily, weekly, monthly, or semi-annually.
(b)        The rate represents the annualized one-day yield that was in effect on October 31, 2012.

MTN — Medium Term Note


The Fund invested, as a percentage of net assets, in the following industries, as of October 31, 2012:

Industry Percentage of Net Assets
Sovereign Bonds 48.5 %
Investment Companies 44.2 %
Oil, Gas & Consumable Fuels 3.1 %
Commercial Banks 1.4 %
Energy Equipment & Services 0.7 %
Electric Utilities 0.6 %
Diversified Financial Services 0.3 %
Purchased Options 0.1 %
Total Investments 98.9 %

Purchased Currency Options

At October 31, 2012, the Fund’s open options contracts were as follows:

Strike Premium
Price Received Value
Contracts       Counterparty       Description       Expiration Date       ($)       ($)       ($)
270,000 Barclays Bank PLC Mexican Peso Currency Option (USD/MXN) 1/31/2013 14.32    7,031 1,269
  Standard Charter
3,000,000 Bank Brazilian Real Currency Option (USD/BRL) 4/26/2013 2.00 28,380 24,752
26,021

Interest Rate Swap Agreements

At October 31, 2012, the Fund’s open interest rate swap agreements were as follows:

Upfront
Pay/ Premiums Unrealized
Receive Fixed Notional Notional Paid/ Appreciation/
Floating Rate Expiration Amount Amount Value (Received)   (Depreciation)
Rate      Floating Rate Index      (%)      Date      Counterparty      (Local)      ($)      ($)      ($)      ($)
JPMorgan
Chase
Pay 1-Year BRL CDI 10.44 1/3/14 Bank N.A. 2,200,000 BRL 1,083,370 45,447 45,447
 
Barclays
Pay 1-Year BRL CDI 10.02 1/4/21 Bank PLC 2,400,000 BRL 1,181,858 55,435           55,435
 
1-Month Barclays
Pay MXN-TIIE-Banxico 6.69 12/23/21 Bank PLC 6,250,000 MXN 477,365 28,524       28,524     
129,406 129,406

See notes to financial statements. HSBC FAMILY OF FUNDS       25



HSBC EMERGING MARKETS LOCAL DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

At October 31, 2012, the Fund’s open forward foreign currency exchange contracts were as follows:

Contract Unrealized
Amount Contract Appreciation/
Delivery (Local Value Value (Depreciation)
Short Contracts     Counterparty     Date     Currency)     ($)     ($)     ($)
Brazilian Real Standard Charter Bank 11/5/12 1,304,640 640,000 642,028     (2,028 )    
Brazilian Real Standard Charter Bank 11/5/12 4,910,730 2,415,510 2,416,624 (1,114 )
Brazilian Real Standard Charter Bank 11/5/12 1,520,625 750,000 748,316 1,684
Chilean Peso JPMorgan Chase Bank N.A. 1/31/13 320,835,000 668,128 659,029 9,099
Chilean Peso Standard Charter Bank 1/31/13 19,512,000 40,000 40,080 (80 )
Czech Koruna JPMorgan Chase Bank N.A. 12/13/12 1,943,805 100,000 100,513 (513 )
Hungarian Forint Standard Charter Bank 1/4/13 155,026,991 694,254 703,901 (9,647 )
Indian Rupee Standard Charter Bank 11/15/12 53,667,900 990,000 994,688 (4,688 )
Indian Rupee Standard Charter Bank 11/15/12 64,643,140 1,201,769 1,198,105 3,664
Indonesian Rupiah JPMorgan Chase Bank N.A. 11/23/12 4,098,550,000 427,155 425,712 1,443
Indonesian Rupiah Standard Charter Bank 11/23/12 3,092,800,000 320,000 321,246 (1,246 )
Israeli New Shekel Standard Charter Bank 3/11/13 425,480 110,000 109,155 845
Malaysian Ringgit JPMorgan Chase Bank N.A. 11/26/12 398,062 125,346 130,484 (5,138 )
Malaysian Ringgit Standard Charter Bank 11/26/12 463,050 150,000 151,787 (1,787 )
Malaysian Ringgit Standard Charter Bank 11/26/12 856,940 280,000 280,904 (904 )
Mexican Peso JPMorgan Chase Bank N.A. 12/7/12 4,503,815 339,603 342,715 (3,112 )
Mexican Peso Standard Charter Bank 12/7/12 9,677,700 750,000 736,418 13,582
Mexican Peso JPMorgan Chase Bank N.A. 12/7/12 7,144,462 551,849 543,653 8,196
Mexican Peso JPMorgan Chase Bank N.A. 12/13/12 644,992 50,000 49,049 951
Peruvian Nuevo Sol Standard Charter Bank 1/28/13 65,400 25,000 25,150 (150 )
Peruvian Nuevo Sol Standard Charter Bank 1/28/13 306,387 118,000 117,824 176
Polish Zloty JPMorgan Chase Bank N.A. 12/13/12 639,364 200,000 199,319 681
Romanian Leu Standard Charter Bank 12/19/12 88,525 25,000 25,105 (105 )
Romanian Leu Standard Charter Bank 12/19/12 195,635 55,000 55,481 (481 )
Singapore Dollar JPMorgan Chase Bank N.A. 1/22/13 61,409 50,000 50,357 (357 )
Singapore Dollar Standard Charter Bank 1/22/13 67,375 55,000 55,249 (249 )
South African Rand JPMorgan Chase Bank N.A. 12/13/12 11,405,986 1,380,870 1,308,563 72,307
South African Rand JPMorgan Chase Bank N.A. 12/13/12 1,083,956 130,000 124,358 5,642
Taiwan Dollar JPMorgan Chase Bank N.A. 11/26/12 6,279,000 210,000 215,017 (5,017 )
Thai Baht Standard Charter Bank 12/17/12 12,335,600 400,000 401,647 (1,647 )
Turkish Lira Barclays Bank PLC 11/7/12 863,089 475,000 481,132 (6,132 )
Turkish Lira JPMorgan Chase Bank N.A. 11/7/12 220,522 120,000 122,930 (2,930 )
Turkish Lira JPMorgan Chase Bank N.A. 1/9/13 181,458 100,000 100,329 (329 )
Turkish Lira JPMorgan Chase Bank N.A. 1/9/13 198,569 108,383 109,790 (1,407 )
14,055,867 13,986,658 69,209

26       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC EMERGING MARKETS LOCAL DEBT FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Contract Unrealized
Amount Contract Appreciation/
Delivery (Local Value Value (Depreciation)
Long Contracts     Counterparty     Date     Currency)     ($)     ($)     ($)
Brazilian Real Standard Charter Bank 11/5/12 6,011,870 2,954,091 2,958,507        4,416
Brazilian Real Standard Charter Bank 11/5/12 203,500 100,000 100,145 145
Brazilian Real Standard Charter Bank 11/5/12 1,520,625 750,000 748,316 (1,684 )   
Brazilian Real Standard Charter Bank 1/3/13 4,910,730 2,396,764 2,397,189 425
Chinese Yuan JPMorgan Chase Bank N.A. 12/28/12 1,210,300 190,000 192,992 2,992
Chinese Yuan Standard Charter Bank 12/28/12 7,781,310 1,224,054 1,240,795 16,741
Chinese Yuan Standard Charter Bank 12/28/12 1,269,400 200,000 202,416 2,416
Chinese Yuan Standard Charter Bank 12/28/12 4,232,390 670,000 674,890 4,890
Colombian Peso JPMorgan Chase Bank N.A. 1/31/13 1,588,744,345 868,356 858,534 (9,822 )
Czech Koruna JPMorgan Chase Bank N.A. 12/13/12 12,829,396 672,138 663,402 (8,736 )
Hong Kong Dollar JPMorgan Chase Bank N.A. 12/27/12 12,338,800 1,591,487 1,592,330 843
Indian Rupee JPMorgan Chase Bank N.A. 11/15/12 71,846,240 1,282,282 1,331,608 49,326
Indian Rupee JPMorgan Chase Bank N.A. 11/15/12 34,428,400 610,000 638,101 28,101
Indian Rupee JPMorgan Chase Bank N.A. 11/15/12 6,764,400 120,000 125,372 5,372
Indian Rupee Standard Charter Bank 11/15/12 5,272,000 100,000 97,712 (2,288 )
Indian Rupee Standard Charter Bank 2/22/13 64,643,140 1,183,724 1,177,607 (6,117 )
Indonesian Rupiah JPMorgan Chase Bank N.A. 11/23/12 1,807,620,000 188,000 187,756 (244 )
Indonesian Rupiah Standard Charter Bank 11/23/12 5,457,750,000 570,000 566,891 (3,109 )
Indonesian Rupiah Standard Charter Bank 11/23/12 480,750,000 50,000 49,935 (65 )
Israeli New Shekel JPMorgan Chase Bank N.A. 3/11/13 1,397,144 348,441 358,431 9,990
Malaysian Ringgit JPMorgan Chase Bank N.A. 11/26/12 907,410 290,000 297,448 7,448
Malaysian Ringgit JPMorgan Chase Bank N.A. 11/26/12 312,100 100,000 102,306 2,306
Malaysian Ringgit Standard Charter Bank 11/26/12 306,400 100,000 100,438 438
Mexican Peso Standard Charter Bank 12/7/12 8,252,078 638,311 627,936 (10,375 )
Mexican Peso Standard Charter Bank 1/7/13 24,306,053 1,875,467 1,843,473 (31,994 )
Peruvian Nuevo Sol Standard Charter Bank 1/28/13 169,733 65,044 65,272 228
Philippine Peso Barclays Bank PLC 12/10/12 54,147,380 1,301,150 1,314,384 13,234
Polish Zloty JPMorgan Chase Bank N.A. 12/13/12 1,338,840 417,227 417,377 150
Romanian Leu JPMorgan Chase Bank N.A. 12/19/12 1,117,317 322,905 316,862 (6,043 )
Russian Ruble Standard Charter Bank 1/31/13 45,115,840 1,422,360 1,417,206 (5,154 )
Russian Ruble Standard Charter Bank 1/31/13 4,743,750 150,000 149,014 (986 )
Singapore Dollar Standard Charter Bank 1/22/13 952,735 778,744 781,262 2,518
South African Rand Standard Charter Bank 12/13/12 13,526,771 1,530,373 1,551,872 21,499
Taiwan Dollar JPMorgan Chase Bank N.A. 11/26/12 20,724,100 693,346 709,671 16,325
Taiwan Dollar JPMorgan Chase Bank N.A. 11/26/12 2,978,000 100,000 101,978 1,978
Taiwan Dollar Standard Charter Bank 11/26/12 9,376,000 320,000 321,070 1,070
Taiwan Dollar Standard Charter Bank 11/26/12 2,924,000 100,000 100,129 129
Thai Baht JPMorgan Chase Bank N.A. 12/17/12 50,370 1,590 1,640 50
Thai Baht JPMorgan Chase Bank N.A. 12/17/12 7,586,040 240,000 247,001 7,001
Thai Baht JPMorgan Chase Bank N.A. 12/17/12 2,350,673 75,000 76,538 1,538
Thai Baht Standard Charter Bank 12/17/12 10,511,780 340,000 342,263 2,263
Thai Baht JPMorgan Chase Bank N.A. 12/17/12 3,085,000 100,000 100,448 448
Turkish Lira Barclays Bank PLC 11/7/12 1,266,790 700,000 706,176 6,176
Turkish Lira Barclays Bank PLC 1/24/13 1,572,080 862,974 867,533 4,559
28,593,828 28,722,226 128,398

See notes to financial statements. HSBC FAMILY OF FUNDS       27



HSBC FRONTIER MARKETS FUND
Schedule of Portfolio Investments—as of October 31, 2012

Common Stocks – 80.9%
 
Shares       Value ($)
Argentina – 0.6%
Telecom Argentina SA ADR 11,770 115,817
Australia – 0.3%
Centamin plc* 66,197 61,949
Bangladesh – 0.8%
Prime Bank Ltd. 322,800 135,560
Cambodia – 1.4%
NagaCorp Ltd. 448,000 249,152
Canada – 0.5%
EastCoal, Inc.* 360,500 92,066
Colombia – 3.2%
Ecopetrol SA 190,581 567,103
Croatia – 1.0%
Hrvatski Telekom dd 4,881 172,410
Egypt – 2.3%
Commercial International Bank 22,939 142,289
Orascom Construction
       Industries (OCI)* 1,808 76,407
Orascom Telecom Holding SAE 233,200 138,928
Six of October Development &
       Investment Co.* 14,500 53,111
410,735
Estonia – 1.2%
Tallink Group Ltd.* 246,500 216,598
Georgia – 1.6%
Bank of Georgia Holdings plc 15,170 291,029
Kazakhstan – 4.0%
KazMunaiGas Exploration
       Production GDR 40,463 718,218
Kenya – 3.0%
Kenya Commercial Bank Ltd. 858,000 300,300
Safaricom Ltd. 4,520,000 233,976
534,276
Kuwait – 5.4%
Kuwait Projects Co. (Holding) KSC 177,500 246,265
Mabanee Co. SAKC 80,500 326,467
Mobile Telecommunications Co. 67,500 177,695
National Bank of Kuwait 62,000 211,740
962,167
Lebanon – 1.1%
Banque Audi SAL - Audi Saradar Group 12,000 65,520
Solidere, Class A 10,117 124,343
189,863
Nigeria – 12.5%
Dangote Cement plc 232,840 178,119
First Bank of Nigeria plc 4,264,500 440,275
Guaranty Trust Bank plc 3,585,000 452,092
Guinness Nigeria plc 92,200 154,680
Nestle Foods Nigeria plc 47,200 202,917
Nigerian Breweries plc 482,277 372,282
Zenith Bank plc 3,622,000 415,696
  2,216,061
Oman – 3.3%
Bank Muscat SAOG 301,426 429,826
Renaissance Services SAOG 108,700 155,003
584,829
Pakistan – 6.4%
MCB Bank Ltd. 133,550 263,282
Pakistan Petroleum Ltd. 163,075 294,331
The Hub Power Co. Ltd. 719,692 344,828
United Bank Ltd. 310,600 243,904
1,146,345
Panama – 1.6%
Copa Holdings SA, Class A 3,014 279,759
Peru – 3.9%
Cia de Minas Buenaventura SA ADR 5,635 201,508
Credicorp Ltd. 3,800 491,492
693,000
Philippines – 3.9%
Metropolitan Bank & Trust Co. 44,560 102,798
Security Bank Corp. 67,900 266,950
SM Investments Corp. 16,500 321,746
691,494
Qatar – 11.0%
Gulf International Services QSC 14,100 116,380
Industries Qatar QSC 7,613 317,845
Qatar Electricity & Water Co. 4,564 166,980
Qatar Insurance Co. 5,650 107,081
Qatar Islamic Bank 7,050 148,525
Qatar National Bank 12,908 474,739
Qatar Telecom (QTEL) QSC 16,131 467,886
The Commercial Bank of Qatar QSC 7,588 149,855
1,949,291
Romania – 0.9%
SIF 5 Oltenia Craiova 390,000 158,021
Slovenia – 1.9%
KrKa dd Novo Mesto 5,477 340,715
Sri Lanka – 1.4%
John Keells Holdings plc 157,300 248,101
United Arab Emirates – 7.7%
DP World Ltd. 10,924 129,559
Dragon Oil plc 27,578 246,959
Emaar Properties PJSC 558,975 549,402
First Gulf Bank PJSC 37,913 107,869
National Bank of Abu Dhabi 46,904 126,426
NMC Health plc* 59,182 172,837
Union National Bank PJSC 42,000 35,449
1,368,501
TOTAL COMMON STOCKS
       (COST $13,000,233) 14,393,060

28       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FRONTIER MARKETS FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Preferred Stock – 3.5%
 
Shares or
Principal
Amount ($)       Value ($)
Colombia – 3.5%
Bancolombia SA, Preferred Shares 38,900 620,606
TOTAL PREFERRED STOCK
       (COST $617,322) 620,606
 
Convertible Corporate Bond – 0.2%
 
Oman – 0.2%
Renaissance Services SAO,
       3.75%, 7/25/17 142,800 39,316
TOTAL CONVERTIBLE CORPORATE
       BOND (COST $41,206) 39,316
 
Warrants – 0.0%
 
Canada – 0.0%
EastCoal, Inc., strike price CAD 0.55,
       Expires 5/31/15*(a) 360,500
TOTAL WARRANTS
       (COST $—)
 
Participatory Notes – 10.9%
 
Saudi Arabia – 3.9%
Samba Financial Group, 12/3/12,
       (Deutsche Bank AG) 12,700 148,971
Yanbu National Petrochemicals Co.,
       12/3/12, (Deutsche Bank AG) 6,521 75,839
Etihad Etisalat Co., 12/3/12,
       (Deutsche Bank AG)(b) 14,524 279,877
United Electronics Co., 2/13/15,
       (Citigroup Global Markets
       Holding, Inc.)* 7,660 190,581
695,268
United Arab Emirates – 4.7%
Abu Dhabi Commercial Bank,
       4/22/13, (Citigroup Global
       Markets Holding, Inc.)* 110,000 98,010
Dana Gas, 3/1/17,
       (Deutsche Bank AG)* 361,907 39,810
First Gulf Bank PJSC, 2/11/19,
       (Deutsche Bank AG)* 131,729 368,841
National Bank of Abu Dhabi,
       11/29/13, (Citigroup Global
       Markets Holding, Inc.)* 95,875 253,781
Union National Bank of Abu Dhabi,
       9/27/13, (Citigroup Global Markets
       Holding, Inc.)* 92,500 77,238
837,680
Vietnam – 2.3%
PetroVietnam Drilling & Well Services
       JSC, 9/6/16, (JPMorgan Chase) 104,599 174,680
Vietnam Dairy Products JSC,
       1/20/15, (Citigroup Global
       Markets Holding, Inc.)* 37,800 226,611
401,291
TOTAL PARTICIPATORY NOTES
       (COST $1,866,921) 1,934,239
 
Investment Company – 3.3%
 
Shares
Northern Institutional Diversified
       Assets Portfolio, Institutional
       Shares, 0.01% (c) 578,427 578,427
TOTAL INVESTMENT COMPANY
       (COST $578,427) 578,427
TOTAL INVESTMENT SECURITIES
       (COST $16,104,109) — 98.8% 17,565,648
____________________

Percentages indicated are based on net assets of $17,784,545.
*        Represents non-income producing security.
(a)        Security was valued in good faith pursuant to procedures approved by the Board of Trustees as of October 31, 2012. The total of all such securities represent 0.00% of the net assets of the fund.
(b)        Rule 144A security or other security which is restricted as to resale to institutional investors. This security has been deemed liquid by the Investment Adviser based on procedures approved by the Board of Trustees.
(c)        The rate represents the annualized one-day yield that was in effect on October 31, 2012.

ADR — American Depositary Receipt
GDR — Global Depositary Receipt


The Fund invested, as a percentage of net assets, in the following industries, as of October 31, 2012:

Industry Percent of Net Assets
Commercial Banks 36.3 %
Oil, Gas & Consumable Fuels 12.4 %
Diversified Financial Services 6.9 %
Diversified Telecommunication Services 4.3 %
Real Estate Management & Development 3.8 %
Industrial Conglomerates 3.5 %
Wireless Telecommunication Services 3.4 %
Investment Companies 3.1 %
Energy Equipment & Services 3.0 %
Beverages 3.0 %
Hotels, Restaurants & Leisure 2.6 %
Food Products 2.4 %
Metals & Mining 2.0 %
Pharmaceuticals 1.9 %
Independent Power Producers &
Energy Traders 1.9 %
Marine 1.7 %
Airlines 1.6 %
Health Care Providers & Services 1.0 %
Construction Materials 1.0 %
Exchange Traded Fund 0.9 %
Multi-Utilities 0.9 %
Insurance 0.6 %
Construction & Engineering 0.4 %
Transportation Infrastructure 0.2 %
Total Investments 98.8 %

See notes to financial statements. HSBC FAMILY OF FUNDS       29



HSBC TOTAL RETURN FUND
Schedule of Portfolio Investments—as of October 31, 2012

Corporate Bond – 0.3%
 
Principal      
Amount ($) Value ($)
United States – 0.3%
Reliance Holdings USA, Inc.,
       Registered, 5.40%, 2/14/22 850,000 945,163
TOTAL CORPORATE BOND
       (COST $874,405) 945,163
 
Foreign Bonds – 14.2%†
  
Mexico – 6.7%
Mexican Bonos Desarr, Series M,
       6.50%, 6/10/21 (a) 1,000,000 81,441
Mexican Bonos Desarr, Series M30,
       10.00%, 11/20/36 (a) 711,800 76,915
Mexican Cetes, Series BI,
       0.00%, 11/29/12 (b) 1,350,000,000 10,275,207
Mexican Cetes, Series BI,
       0.00%, 2/21/13 (b) 1,700,000,000 12,801,905
23,235,468
Turkey – 7.5%
Turkey Government Bond,
       6.92%, 11/7/12 (b) 22,000,000 12,262,036
Turkey Government Bond,
       10.00%, 1/9/13 (a) 25,000,000 14,067,905
26,329,941
TOTAL FOREIGN BONDS
       (COST $49,466,800) 49,565,409
 
Yankee Dollars – 38.4%
 
Brazil – 7.1%
Banco do Brasil SA, Registered,
       5.38%, 1/15/21 1,800,000 1,921,500
Banco do Brasil SA, Registered,
       5.88%, 1/26/22 200,000 217,000
Banco do Estado do Rio Grande
       do Sul SA, Registered,
       7.38%, 2/2/22 1,300,000 1,483,690
Banco Santander Brasil SA,
       Registered, 4.63%, 2/13/17 500,000 527,500
Banco Santander Brasil SA,
       Registered, 4.63%, 2/13/17 300,000 316,500
Banco Votorantim, Registered,
       5.25%, 2/11/16, MTN 200,000 213,500
Centrais Eletricas Brasileiras SA,
       Registered, 6.88%, 7/30/19 2,000,000 2,365,000
Centrais Eletricas Brasileiras SA,
       Registered, 5.75%, 10/27/21 1,950,000 2,184,000
Oi SA, Registered,
       5.75%, 2/10/22 1,500,000 1,620,000
Petrobras International Finance Co.,
       7.88%, 3/15/19 2,400,000 3,038,472
Petrobras International Finance Co.,
       5.75%, 1/20/20 4,500,000 5,190,664
Vale Overseas Ltd.,
       4.38%, 1/11/22 3,200,000 3,406,240
Voto-Votorantim Ltd., Registered,
       6.75%, 4/5/21 1,700,000 2,027,250
Votorantim Cimentos SA,
       Registered, 7.25%, 4/5/41 200,000 226,000
24,737,316
Chile – 0.8%
Codelco, Inc., Registered,
       7.50%, 1/15/19 1,300,000 1,689,366
Empresa Nacional de Petroleo,
       Registered, 4.75%, 12/6/21 1,100,000 1,202,972
2,892,338
China – 0.4%
CITIC Resources Holdings Ltd.,
       Registered, 6.75%, 5/15/14 1,400,000 1,466,150
Colombia – 3.6%
Bancolombia SA, 6.13%, 7/26/20 3,750,000 4,200,000
Country Garden Holdings Co. Ltd.,
       Registered, 11.13%, 2/23/18,
       Callable 2/23/15 @ 105.56 1,275,000 1,431,187
Grupo Aval Ltd., Registered,
       5.25%, 2/1/17 5,410,000 5,779,449
Grupo Aval Ltd., Registered,
       4.75%, 9/26/22 800,000 800,000
Republic of Colombia,
       7.38%, 1/27/17 400,000 497,000
12,707,636
Dominican Republic – 0.2%
Dominican Republic,
       7.50%, 5/6/21 600,000 705,000
Gabon – 1.0%
Gabonese Republic, Registered,
       8.20%, 12/12/17 2,925,000 3,546,563
Indonesia – 2.9%
PT Pertamina Tbk, Registered,
       4.88%, 5/3/22 2,300,000 2,501,250
Republic of Indonesia, Registered,
       7.25%, 4/20/15 1,580,000 1,785,400
Republic of Indonesia, Registered,
       7.50%, 1/15/16 2,320,000 2,714,400
Republic of Indonesia, Registered,
       4.88%, 5/5/21 1,300,000 1,482,000
Republic of Indonesia, Registered,
       3.75%, 4/25/22 1,400,000 1,480,500
9,963,550
Kazakhstan – 0.9%
KazMunayGas National Co.,
       Registered, Series 1,
       8.38%, 7/2/13, MTN 3,000,000 3,123,960
Lithuania – 0.3%
Republic of Lithuania, Registered,
       6.63%, 2/1/22 800,000 990,000

30       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC TOTAL RETURN FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Yankee Dollars, continued
 
Principal      
Amount ($) Value ($)
Luxembourg – 0.2%
TNK-BP Finance SA, Series 5,
       7.50%, 3/13/13, MTN 500,000 510,970
VTB Bank OJSC (VTB Capital SA),
       Registered, 6.00%, 4/12/17 200,000 208,750
719,720
Mexico – 1.0%
BBVA Bancomer SA Texas,
       Registered, 6.75%, 9/30/22 1,000,000 1,132,500
Mexichem SAB de CV, Registered,
       4.88%, 9/19/22 250,000 264,375
Petroleos Mexicanos,
       4.88%, 3/15/15 2,000,000 2,140,000
3,536,875
Namibia – 1.1%
Namibia International Bond,
       Registered, 5.50%, 11/3/21 3,400,000 3,808,000
Netherlands – 0.3%
Kazakhstan Temir Zholy, Registered,
       6.38%, 10/6/20 (a) 850,000 1,019,159
Peru – 0.8%
Banco de Credito del Peru,
       Registered, 5.38%, 9/16/20 780,000 861,900
Continental Senior Trust,
       Registered, 5.75%, 1/18/17 1,500,000 1,665,090
Corp. Financiera de Desarrollo SA,
       Registered, 4.75%, 2/8/22 200,000 223,500
2,750,490
Russian Federation – 7.0%
AK Transneft OAO, Registered,
       5.67%, 3/5/14 400,000 422,332
Alfa Bank OJSC, Registered,
       7.88%, 9/25/17 1,200,000 1,308,000
Gazprom OAO, Registered,
       8.13%, 7/31/14 2,200,000 2,412,168
Gazprom OAO, Registered,
       9.25%, 4/23/19 3,600,000 4,698,000
Gazprom OAO, Registered,
       6.51%, 3/7/22, MTN 1,850,000 2,178,375
Russia Foreign Bond, Registered,
       7.50%, 3/31/30 5,793,125 7,335,834
Sberbank of Russia (SB Capital SA),
       Registered, 4.95%, 2/7/17 5,600,000 5,935,888
24,290,597
Slovak Republic – 2.9%
Slovak Republic, Registered,
       4.38%, 5/21/22 9,400,000 10,033,466
South Africa – 2.6%
Republic of South Africa,
       6.88%, 5/27/19 6,100,000 7,596,940
Republic of South Africa,
       5.50%, 3/9/20 1,300,000 1,518,790
9,115,730
 
Shares or
Principal
Amount ($)
Turkey – 2.9%
Republic of Turkey, 7.25%, 3/15/15 5,400,000 6,029,100
Republic of Turkey, 7.50%, 11/7/19 100,000 126,950
Republic of Turkey, 5.13%, 3/25/22 2,200,000 2,469,500
Republic of Turkey, 6.25%, 9/26/22 1,250,000 1,514,375
10,139,925
United Kingdom – 0.4%
Vedanta Resources plc, Registered,
       6.75%, 6/7/16 1,400,000 1,428,000
Uruguay – 0.3%
Republica Oriental del Uruguay,
       6.88%, 9/28/25 700,000 966,000
Venezuela – 1.7%
Republic of Venezuela,
       9.38%, 1/13/34 2,550,000 2,263,125
Republic of Venezuela, Registered,
       7.75%, 10/13/19 500,000 435,000
Republic of Venezuela, Registered,
       11.95%, 8/5/31 3,100,000 3,169,750
5,867,875
TOTAL YANKEE DOLLARS
       (COST $130,757,054) 133,808,350
 
U.S. Treasury Obligations – 27.8%
 
U.S. Treasury Bills – 25.8%
       0.11%, 11/15/12(c) 75,000,000 74,998,275
       0.10%, 11/23/12(c) 15,000,000 14,999,250
89,997,525
U.S. Treasury Notes – 2.0%
       1.63%, 8/15/22. 6,950,000 6,911,991
TOTAL U.S. TREASURY
       OBLIGATIONS
       (COST $96,927,769) 96,909,516
 
Purchased Options – 0.0%‡
 
TOTAL PURCHASED OPTIONS
       (COST $12,985) 2,350
 
Investment Company – 18.7%
 
Northern Institutional Diversified
       Assets Portfolio, Institutional
       Shares, 0.01% (d) 65,349,205 65,349,205
TOTAL INVESTMENT COMPANY
       (COST $65,349,205) 65,349,205
TOTAL INVESTMENT SECURITIES
       (COST $343,388,218) — 99.4% 346,579,993

See notes to financial statements. HSBC FAMILY OF FUNDS       31



HSBC TOTAL RETURN FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

____________________
 
Percentages indicated are based on net assets of $348,802,919.
      The principal amount is disclosed in local currency and the value is disclosed in U.S. Dollars.
(a)   Variable rate security. The interest rates on these securities are adjusted periodically to reflect then-current short-term interest rates. The rates presented represent the rates in effect on October 31, 2012. The maturity dates presented reflect the final maturity dates. However, some of these securities may contain put or demand features that allow the Fund to require the issuer to repurchase the security from the fund within various time periods, including daily, weekly, monthly, or semi-annually.
(b)   Zero-Coupon Security.
(c)   Discount note. Rate presented represents the effective yield at time of purchase.
(d)   The rate represents the annualized one-day yield that was in effect on October 31, 2012.
LIBOR — Represents the London InterBank Offered Rate
MTN — Medium Term Note

The Fund invested, as a percentage of net assets, in the following industries, as of October 31, 2012:

Industry Percentage of Net Assets
Sovereign Bonds 31.8 %
U.S. Treasury Obligations 27.8 %
Investment Companies 18.7 %
Oil, Gas & Consumable Fuels 8.0 %
Commercial Banks 5.3 %
Diversified Financial Services 3.1 %
Metals & Mining 1.9 %
Electric Utilities 1.3 %
Diversified Telecommunication Services 0.5 %
Energy Equipment & Services 0.5 %
Real Estate Management & Development 0.4 %
Chemicals 0.1 %
Purchased Options 0.0 %
Total Investments 99.4 %

Purchased Currency Options

At October 31, 2012, the Fund’s open options contracts were as follows:

Strike Premium
Price Received   Value
Contracts          Counterparty       Description       Expiration Date       ($)       ($)       ($)
JPMorgan Chase  
500,000 Bank N.A.   Mexican Peso Currency Option (USD/MXN) 1/31/13 14.32 12,985 2,350
  2,350

Interest Rate Swap Agreements

At October 31, 2012, the Fund’s open interest rate swap agreements were as follows:

Upfront
Premiums Unrealized
Pay/Receive   Fixed Notional Notional Paid/ Appreciation/
Floating     Rate Expiration Amount Amount Value (Received)   (Depreciation)
Rate      Floating Rate Index    (%)    Date    Counterparty    (Local)    ($)    ($)    ($)    ($)
3-Month Standard                      
Pay   LIBOR BBA   1.96%   5/17/22   Charter Bank   1,200,000 USD 1,200,000 (41,877 )       (41,877 )
3-Month Barclays Capital                
Pay LIBOR BBA 1.77% 8/10/22 Group 13,000,000 USD    13,000,000 (123,542 ) (123,542 )
(165,419 ) (165,419 )

Credit Default Swap Agreements - Sell Protection(e)

At October 31, 2012, the Fund’s open credit default swap agreements were as follows:

Upfront
Implied Credit Premiums Unrealized
Spread at Notional  Fixed Paid/ Appreciation/
Expiration October 31,   Amount Rate Value (Received) (Depreciation)
Underlying Instrument     Counterparty   Date   2012 (%) (f)   ($)(g)   (%)   ($)   ($)   ($)
JPMorgan              
Peoples Republic of China Chase Bank N.A. 09/20/17 0.56 100,000 1.00 1,816 (941 ) 2,757
JPMorgan    
Republic of Peru Chase Bank N.A. 06/20/17 0.93 100,000 1.00 383 (3,224 ) 3,607
Federative Republic of Brazil Barclays Bank PLC 09/20/17 1.06 3,000,000 1.00   (4,271 ) (74,684 ) 70,413
JPMorgan            
Federative Republic of Brazil   Chase Bank N.A. 09/20/17 1.09 3,000,000 1.00   (4,271 )   (74,684 )   70,413
JPMorgan      
Peoples Republic of China Chase Bank N.A. 09/20/17 0.61 5,000,000   1.00 90,791 (2,417 ) 93,208
Republic of South Africa Barclays Bank PLC 12/20/17 1.48 3,500,000 1.00 (81,730 )   (88,148 ) 6,418
JPMorgan
Republic of South Africa Chase Bank N.A. 12/20/17 1.48 3,500,000 1.00 (81,730 ) (99,897 ) 18,167
(79,012 ) (343,995 ) 264,983

32       HS BC FAMILY OF FUNDS See notes to financial statements.



HSBC TOTAL RETURN FUND
Schedule of Portfolio Investments — as of October 31, 2012 (continued)

Credit Default Swap Agreements - Buy Protection(e)

At October 31, 2012, the Fund’s open credit default swap agreements were as follows:

Upfront
Implied Credit Premiums Unrealized
Spread at Notional Fixed Paid/ Appreciation/
Expiration   October 31, Amount Rate Value (Received) (Depreciation)
Underlying Instrument   Counterparty   Date   2012 (%) (f)   ($)(g)   (%)   ($)   ($)   ($)
JPMorgan            
Republic of Korea Chase Bank N.A. 09/20/17 0.58 100,000 1.00 (1,832 ) 1,211   (3,043 )
State of Qatar Barclays Bank PLC   09/20/17 0.95 6,250,000 1.00 (27,398 )   74,259 (101,657 )
  JPMorgan    
Republic of the Philippines Chase Bank N.A. 09/20/17 1.01   1,700,000 1.00   (7,571 ) 38,756 (46,327 )
JPMorgan        
Republic of Korea Chase Bank N.A. 09/20/17 0.63 5,000,000 1.00   (91,598 )     12,067   (103,665 )
Republic of Turkey Barclays Bank PLC 12/20/17 1.64 3,500,000   1.00 98,791 93,237   5,554
JPMorgan  
Republic of Turkey Chase Bank N.A. 12/20/17 1.64 3,500,000 1.00 98,791 89,748 9,043
69,183 309,278 (240,095 )

(e)       When a credit event occurs as defined under the terms of the swap agreement, the Fund as a seller of credit protection will either (i) pay to the buyer of protection an amount equal to the par value of the defaulted reference entity and take delivery of the reference entity or (ii) pay a net amount equal to the par value of the defaulted reference entity less its recovery value.
(f)   Implied credit spread, represented in absolute terms, utilized in determining the fair value of the credit default swap agreements as of period end serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for the credit derivative. The implied credit spread of a referenced entity reflects the cost of buying/selling protection and may include upfront payments required to be made to enter into the agreement. Generally, wider credit spreads represent a perceived deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the swap agreement.
(g)   The notional amount represents the maximum potential amount the Fund could be required to make as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs, as defined under the terms of the swap agreement.

At October 31, 2012, $550,000 of cash was segregated for forward foreign currency contracts:

Contract Unrealized
Amount Contract Appreciation/
Delivery (Local Value Value (Depreciation)
Short Contracts         Counterparty       Date       Currency)       ($)       ($)       ($)
Chinese Yuan JPMorgan Chase Bank N.A. 12/28/12 62,411,250 9,790,000 9,951,995     (161,995 )    
Chinese Yuan Standard Charter Bank 12/28/12 4,504,430 708,578 718,269 (9,691 )  
European Euro Standard Charter Bank 1/15/13 10,368,480 13,481,346 13,448,140 33,206
European Euro Barclays Bank PLC 1/15/13 1,376,586 1,800,000 1,785,461   14,539
Mexican Peso JPMorgan Chase Bank N.A. 11/29/12 135,000,000 10,115,390 10,281,487 (166,097 )
Mexican Peso Standard Charter Bank 12/7/12 5,839,600 451,702 444,360   7,342
Mexican Peso   Barclays Bank PLC 12/7/12 8,395,765 650,000 638,870 11,130
Mexican Peso Standard Charter Bank 1/7/13 182,379,907 14,072,525 13,832,459 240,066  
Mexican Peso JPMorgan Chase Bank N.A.   2/21/13   170,000,000   12,595,392   12,834,409 (239,017 )
Russian Ruble JPMorgan Chase Bank N.A. 1/31/13 164,996,000 5,200,000 5,182,954 17,046
Russian Ruble Barclays Bank PLC 1/31/13 20,517,445 650,000 644,506 5,494
Turkish Lira JPMorgan Chase Bank N.A. 11/7/12 22,000,000 12,186,340 12,263,971 (77,631 )
Turkish Lira Standard Charter Bank 1/9/13 25,000,000 13,777,900 13,822,689 (44,789 )
95,479,173 95,849,570 (370,397 )

See notes to financial statements. HSBC FAMILY OF FUNDS       33



HSBC TOTAL RETURN FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

Contract Unrealized
Amount Contract Appreciation/
Delivery (Local Value Value (Depreciation)
Long Contracts         Counterparty       Date       Currency)       ($)       ($)       ($)
Chinese Yuan JPMorgan Chase Bank N.A. 12/28/12 3,194,500 500,000 509,390 9,390
Chinese Yuan JPMorgan Chase Bank N.A. 12/28/12 18,502,000 2,900,000 2,950,298 50,298
Chinese Yuan JPMorgan Chase Bank N.A. 12/28/12   18,486,050 2,900,000 2,947,755 47,755
Chinese Yuan   JPMorgan Chase Bank N.A. 12/28/12 26,754,000   4,200,000 4,266,149 66,149  
Chinese Yuan Standard Charter Bank 12/28/12 92,228,200 14,600,000 14,706,554   106,554
Chinese Yuan Barclays Bank PLC 12/28/12 6,309,400 1,000,000 1,006,087 6,087
Mexican Peso JPMorgan Chase Bank N.A.   12/7/12 8,027,570 605,306   610,852   5,546
Turkish Lira Standard Charter Bank 11/7/12 629,000 348,361 350,638 2,277
Turkish Lira Barclays Bank PLC 1/24/13 76,710 42,109 42,331 222
27,095,776 27,390,054 294,278

34       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC RMB FIXED INCOME FUND
Schedule of Portfolio Investments—as of October 31, 2012

Foreign Bonds – 73.2%†
Principal
      Amount ($)       Value ($)
Australia – 2.7%
Australia & New Zealand Banking  
       Group Ltd., Series E, 2.90%,
       8/14/15, MTN (a) 2,000,000 318,075
China – 25.6%
Baosteel Group Corp. Ltd., Registered,
       4.15%, 3/1/17 (a) 2,000,000 325,228
Beijing Enterprises Water Group Ltd.,
       3.75%, 6/30/14 (a) 3,000,000 478,731
Big Will Investments Ltd., Registered,
       7.00%, 4/29/14 (a) 2,000,000 313,523
China Guangdong Nuclear Power
       Holding Co. Ltd., Registered,
       3.75%, 11/1/15 (a) 1,000,000 160,913
China Shanshui Cement Group Ltd.,
       6.50%, 7/22/14 (a) 2,000,000 317,345
Intime Department Store (Group) Co.
       Ltd., Registered, 4.65%, 7/21/14 (a) 2,000,000 311,018
Melco Crown Entertainment Ltd.,
       3.75%, 5/9/13 (a) 3,000,000 478,287
Right Century Ltd., 1.85%, 6/3/14 (a) 2,000,000 310,142
The Export-Import Bank of China,
       2.70%, 4/7/14 (a) 2,000,000   318,651
3,013,838
France – 4.1%
Veolia Environnement SA, Series E,
       4.50%, 6/28/17, MTN (a) 3,000,000 483,120
Germany – 1.4%
BSH Bosch und Siemens
       Hausgerate GmbH, Registered,
       3.80%, 7/24/17 (a) 1,000,000 159,709
Hong Kong – 27.2%
BECL Investment Holding Ltd.,
       4.75%, 2/21/14 (a) 3,000,000 478,618
China Resources Power Holdings Co.
       Ltd., Series A, 2.90%, 11/12/13 (a) 2,000,000 318,757
Eastern Air Overseas (Hong Kong)
       Corp. Ltd., 4.00%, 8/8/14 (a) 2,000,000 320,482
Galaxy Entertainment Group Ltd.,
       4.63%, 12/16/13 (a) 3,000,000 481,502
Gemdale International Holdings Ltd.,
       9.15%, 7/26/15 (a) 2,000,000 336,822
Lafarge Shui On Cement Ltd.,
       Registered, 9.00%, 11/14/14 (a) 2,000,000 340,032
Rainbow Days Ltd., Registered,
       3.00%, 6/30/16 (a) 2,000,000 307,655
Silvery Castle Ltd., 2.75%, 7/14/14 (a) 2,000,000 312,457
Singamas Container Holdings Ltd.,
       Registered, 4.75%, 4/14/14 (a) 2,000,000 309,148
3,205,473
Japan – 2.7%
Mitsui & Co. Ltd., Series E,
       4.25%, 3/1/17, MTN (a) 2,000,000 323,818
Singapore – 2.7%
Global Logistic Properites Ltd.,
       Registered, 3.37%, 5/11/16 (a) 2,000,000 314,164
South Korea – 6.8%
Shinhan Bank, Series G,
       2.50%, 3/15/13, MTN (a) 2,000,000 319,354
The Export-Import Bank of Korea,
       Series E, 3.40%, 1/18/13, MTN (a) 1,000,000 160,292
The Korea Development Bank, Series E,
       2.75%, 11/14/13, MTN 2,000,000 318,881
798,527
TOTAL FOREIGN BONDS
       (COST $8,398,304) 8,616,724
 
Certificates of Deposit – 17.4%
 
China – 6.8%
Bank of Communications Co. Ltd.,
       1.00%, 3/4/13 (a) 1,000,000 158,806
China Construction Bank Corp.,
       2.95%, 2/21/13 (a) 2,000,000 320,569
China Development Bank Corp.,
       2.90%, 6/25/14 (a) 2,000,000 318,790
798,165
Hong Kong – 4.0%
ICBC Asia Ltd., 1.05%, 5/13/13 (a) 3,000,000 474,280
Japan – 2.6%
Sumitomo Mitsui Banking Corp.,
       1.10%, 4/22/14 (a) 2,000,000 309,788
Singapore – 4.0%
Oversea-Chinese Banking Corp. Ltd.,
       1.10%, 3/28/14 (a) 3,000,000 465,983
TOTAL CERTIFICATES OF DEPOSIT
       (COST $2,011,158) 2,048,216
 
Investment Company – 5.3%
 
Northern Institutional Diversified
       Assets Portfolio, Institutional
       Shares, 0.01% (b) 625,195 625,195
TOTAL INVESTMENT COMPANY
       (COST $625,195) 625,195
TOTAL INVESTMENT SECURITIES
       (COST $11,034,657) — 95.9% 11,290,135
____________________

Percentages indicated are based on net assets of $11,767,367.

      The principal amount is disclosed in local currency and the value is disclosed in U.S. Dollars.
(a)   Variable rate security. The interest rates on these securities are adjusted periodically to reflect then-current short-term interest rates. The rates presented represent the rates in effect on October 31, 2012. The maturity dates presented reflect the final maturity dates. However, some of these securities may contain put or demand features that allow the Fund to require the issuer to repurchase the security from the fund within various time periods, including daily, weekly, monthly, or semi-annually.
(b)   The rate represents the annualized one-day yield that was in effect on October 31, 2012.
MTN — Medium Term Note

See notes to financial statements. HSBC FAMILY OF FUNDS       35



HSBC RMB FIXED INCOME FUND
Schedule of Portfolio Investments—as of October 31, 2012 (continued)

The Fund invested, as a percentage of net assets, in the following industries, as of October 31, 2012:

Industry Percentage of Net Assets
Commercial Banks 26.7 %
Real Estate Management & Development 9.6 %
Hotels, Restaurants & Leisure 8.2 %
Water Utilities 8.2 %
Diversified Financial Services 8.0 %
Construction Materials 5.6 %
Investment Companies 5.3 %
Electric Utilities 4.1 %
Energy Equipment & Services 2.8 %
Metals & Mining 2.8 %
Airlines 2.7 %
Diversified Consumer Services 2.7 %
Food Products 2.6 %
Industrial Conglomerates 2.6 %
Multiline Retail 2.6 %
Household Durables 1.4 %
Total Investments 95.9 %

36       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Assets and Liabilities – as of October 31, 2012

Emerging Emerging Frontier Total RMB Fixed
Markets Markets Local Markets Return Income
    Debt Fund     Debt Fund     Fund     Fund     Fund
Assets:                              
       Investment securities, at value $ 40,063,289 $ 32,390,416 $ 17,565,648 $ 346,579,993 $ 11,290,135
       Cash 2,356
       Segregated cash for collateral 550,000
       Foreign currency, at value 14,249 225,740 209,517 63,998 483,154
       Unrealized appreciation on forward foreign currency
       exchange contracts 333,285 623,101
       Unrealized appreciation on swap agreements 69,586 129,406 279,580
       Interest and dividends receivable 492,135 302,602 29,272 2,022,111 117,927
       Premiums paid on swap agreements 74,400 309,278  
       Receivable for capital shares issued 158,654 36,065 19,340 2,652,070 34,292
       Reclaims receivable 45,231 513 115
       Receivable from Investment Adviser 15,537 33,685 19,609 27,042
       Prepaid expenses and other assets 10,452 14,087 13,598 42,154 39,934
       Total Assets 40,898,302 33,510,517 17,859,853 353,122,285 11,992,599
Liabilities:
       Cash overdraft 540,000 370,000
       Interest and dividends payable 148,725 33,156 335,105 35,061
       Unrealized depreciation on forward foreign currency exchange
       contracts 154     135,678     699,220
       Unrealized depreciation on swap agreements   420,111    
       Premiums received on swap agreements 19,534         343,995
       Payable for investments purchased 335,202   32,683   1,673,479     160,244
       Payable for capital shares redeemed 6,784 4,952 151,341
       Accrued expenses and other liabilities:  
              Investment Management     247,402
              Administration   1,675 1,362 717 13,001 423
              Shareholder Servicing 96 435 175 77 374
              Compliance Service 51 54 48 517 49
              Accounting 282 51 67 91 54
              Custodian 4,760 17,064 17,250 22,710 14,865
              Transfer Agent 1,986 2,187 2,050 456 887
              Trustee 119 104 45 2,882 51
              Other 22,853 18,706 22,273 38,979 13,224
       Total Liabilities 542,221 753,749 75,308 4,319,366 225,232
Net Assets $ 40,356,081 $ 32,756,768 $ 17,784,545 $ 348,802,919 $ 11,767,367
 

See notes to financial statements. HSBC FAMILY OF FUNDS       37



HSBC FAMILY OF FUNDS
Statements of Assets and Liabilities – as of October 31, 2012 (continued)

Emerging Emerging Frontier Total RMB Fixed
Markets Markets Local Markets Return Income
    Debt Fund     Debt Fund     Fund     Fund     Fund
Composition of Net Assets:                              
       Capital $ 35,604,266 $ 32,580,636 $ 16,314,515 $ 344,400,866 $ 11,482,155
       Accumulated net investment income (loss) 156,381 (98,794 ) 568,629 209,007 26,606
       Accumulated net realized gains (losses)
       from investments 821,161 199,633 (561,094 ) 1,228,159 6
       Unrealized appreciation/depreciation on investments 3,774,273 75,293 1,462,495 2,964,887 258,600
Net Assets $ 40,356,081 $ 32,756,768 $ 17,784,545 $ 348,802,919 $ 11,767,367
 
Net Assets:
       Class A Shares $ 481,639 $ 2,052,841 $ 1,409,153 $ 256,469 $ 1,530,085
       Class I Shares 39,750,804 30,602,326 16,375,392 348,442,557 10,133,834
       Class S Shares 123,638 101,601 103,893 103,448
  $ 40,356,081 $ 32,756,768 $ 17,784,545 $ 348,802,919 $ 11,767,367
Shares Outstanding
       ($0.001 par value, unlimited number of
       shares authorized):  
       Class A Shares 42,184 208,228 128,921 24,860 149,384
       Class I Shares 3,474,534 3,100,117 1,493,150 33,717,169 988,619
       Class S Shares 10,806   10,292 10,055 10,091
Net Asset Value, Offering Price and Redemption Price  
per share:  
       Class A Shares   $ 11.42 $ 9.86   $ 10.93 $ 10.32 $ 10.24
       Class I Shares $ 11.44   $ 9.87   $ 10.97     $ 10.33     $ 10.25
       Class S Shares   $ 11.44 $ 9.87     $ $ 10.33 $ 10.25
Maximum Sales Charge - Class A Shares 4.75% 4.75% 5.00% 4.75%     4.75%
Maximum Offering Price per share (Net Asset Value/    
(100%-maximum sales charge)) - Class A Shares $ 11.99 $ 10.35 $ 11.51 $ 10.83 $ 10.75
Total Investments, at cost $ 36,359,071 $ 32,644,236 $ 16,104,109 $ 343,388,218 $ 11,034,657
Foreign currency, at cost $ 13,626 $ 223,026 $ 207,748 $ 63,979 $ 481,816

38       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Operations—For the period ended October 31, 2012

Emerging RMB
Emerging Markets Frontier Total Fixed
Markets Local Debt Markets Return Income
    Debt Fund     Fund     Fund     Fund(a)     Fund(b)
Investment Income:                              
       Interest $ 2,074,116 $ 972,703 $ 6,689 $ 1,876,122 $ 155,520
       Dividends 65 1,475 743,574 1,791 24
       Foreign tax withholding (30,067 ) (36,570 ) (3,154 )
       Total Investment Income (Loss) 2,074,181 944,111 713,693 1,877,913 152,390  
Expenses:
       Investment Management 187,612 142,123 190,981 695,979 23,521
       Advisory Services:
              Operational Support - Class A Shares 823 3,735 439 185 576
              Operational Support - Class I Shares 36,997 26,459 15,059 81,727 3,948
       Administration:  
              Class A Shares 202 916 81 29 88
              Class I Shares 18,144 12,977 7,000 39,659 1,184
              Class S Shares 55 47 12 12
       Shareholder Servicing:
              Class A Shares 708 4,348 305 77 724
       Accounting 63,925 57,217 58,045 23,616 10,815
       Audit 21,404 21,357 21,468 21,367 21,245
       Compliance Service 785 607 339 1,670 103
       Custodian     17,493   74,477   69,209 25,326 16,526
       Printing 36,059     27,831       13,141   22,249     6,147
       Transfer Agent 27,700 27,423 22,322   36,804 2,760
       Trustee 2,139   1,615   766     4,740   184
       Registration fees 52,413 54,858 22,720 10,327     10,372  
       Other 13,041   10,205 6,897   16,930 1,532
              Total expenses before fee reductions   479,500 466,195 428,772 980,697 99,737
              Fees contractually reduced/reimbursed by
              Investment Adviser (159,226 ) (218,089 ) (145,285 ) (207 ) (51,659 )
       Net Expenses 320,274 248,106 283,487 980,490 48,078
 
Net Investment Income (Loss) 1,753,907 696,005 430,206 897,423 104,312
 
Net Realized/Unrealized Gains (Losses) from Investments:
Net realized gains (losses) from investment securities and
foreign currency transactions 778,237 (577,161 ) (295,483 ) 272,391 9,748
Net realized gains (losses) from swap agreements 48,333 64,855 1,191,188
Net realized gains (losses) from options transactions 20,535 (2,043 )
Net realized gains (losses) from forward foreign currency
exchange contracts 163,964 472,480 (9,194 ) 188,920 (141 )
Change in unrealized appreciation/depreciation on investments 3,109,845 986,694 1,859,842 2,964,887 258,600
Net realized/unrealized gains from investments 4,100,379 967,403 1,555,165 4,615,343 268,207
Change In Net Assets Resulting From Operations $ 5,854,286 $ 1,663,408 $ 1,985,371 $ 5,512,766 $ 372,519
____________________

(a)       Represents period from March 30, 2012 (commencement of operations) to October 31, 2012.
(b)   Represents period from June 8, 2012 (commencement of operations) to October 31, 2012.

See notes to financial statements. HSBC FAMILY OF FUNDS       39



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets

Emerging Markets Debt Fund Emerging Markets Local Debt Fund
For the year For the period For the year For the period
ended ended ended ended
October 31, October 31, October 31, October 31,
    2012     2011(a)     2012     2011(a)
Investment Activities:                          
Operations:
       Net investment income (loss) $ 1,753,907 $ 936,346 $ 696,005 $ 357,731
       Net realized gains (losses) from investments 990,534 20,688 (19,291 ) (303,861 )
       Change in unrealized appreciation/depreciation  
              on investments 3,109,845 664,428 986,694 (911,401 )
Change in net assets resulting from operations 5,854,286 1,621,462 1,663,408 (857,531 )
 
Dividends:
Net investment income:
       Class A Shares (18,843 ) (6,868 ) (19,827 ) (7,609 )
       Class I Shares (1,790,370 ) (901,845 ) (364,422 ) (247,296 )
       Class S Shares (5,580 ) (2,868 ) (1,447 ) (1,037 )
Net realized gains:
       Class A Shares (82 )
       Class I Shares (7,859 )
       Class S Shares (24 )
From tax return of capital:
       Class A Shares (2,600 )
       Class I Shares (84,499 )
       Class S Shares (354 )
Change in net assets resulting from shareholder dividends (1,822,758 ) (911,581 ) (385,696 ) (343,395 )
Change in net assets resulting from capital transactions 1,607,083 34,007,589 5,488,843 27,191,139
Change in Net Assets 5,638,611 34,717,470 6,766,555 25,990,213
 
Net Assets:
       Beginning of period   34,717,470   25,990,213  
       End of period   $ 40,356,081       $ 34,717,470         $ 32,756,768       $ 25,990,213
       Accumulated net investment income (loss) $ 156,381 $ 53,317 $ (98,794 ) $ (206,471 )
____________________

 
(a)       Commenced operations on April 7, 2011.

40       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

Emerging Markets Debt Fund Emerging Markets Local Debt Fund
For the year For the period For the year For the period
ended ended ended ended
October 31, October 31, October 31, October 31,
    2012     2011(a)     2012     2011(a)
CAPITAL TRANSACTIONS:                          
Class A Shares:
       Proceeds from shares issued $ 114,676 $ 345,825 $ 317,157 $ 1,871,102
       Dividends reinvested 18,862 6,868 19,823 10,209
       Value of shares redeemed (53,069 ) (165,752 )
Class A Shares capital transactions 80,469 352,693 171,228 1,881,311
 
Class I Shares:
       Proceeds from shares issued 4,722,544 34,302,757 5,310,513 24,876,657
       Dividends reinvested 1,789,564 901,809 363,845 331,795
       Value of shares redeemed (4,991,098 ) (1,652,538 ) (358,190 ) (15 )
Class I Shares capital transactions 1,521,010 33,552,028 5,316,168 25,208,437
 
Class S Shares:
       Proceeds from shares issued 100,000 39 100,000
       Dividends reinvested 5,604 2,868 1,447 1,391
       Value of shares redeemed (39 )
Class S Shares capital transactions 5,604 102,868   1,447   101,391
Change in net assets resulting from capital transactions $ 1,607,083   $ 34,007,589 $ 5,488,843 $ 27,191,139
     
SHARE TRANSACTIONS:        

 

Class A Shares:    
       Issued 10,704   33,986 34,067 188,305
       Reinvested 1,763 676     2,080 1,054
       Redeemed (4,945 )     (17,278 )
Change in Class A Shares 7,522 34,662 18,869 189,359
   
Class I Shares:
       Issued 439,010 3,417,116 577,774 2,487,763
       Reinvested 167,373 88,707 38,045 33,541
       Redeemed (475,609 ) (162,063 ) (37,005 ) (1 )
Change in Class I Shares 130,774 3,343,760 578,814 2,521,303
 
Class S Shares:
       Issued 10,000 4 10,000
       Reinvested 524 282 151 141
       Redeemed (4 )
Change in Class S Shares 524 10,282 151 10,141
____________________

(a)       Commenced operations on April 7, 2011.

See notes to financial statements. HSBC FAMILY OF FUNDS       41



HSBC FAMILY OF FUNDS
Statements of Changes in Net Assets (continued)

Frontier Markets Fund Total Return Fund RMB Fixed
Income Fund
For the year For the period For the period For the period
ended ended ended ended
October 31, October 31, October 31, October 31,
    2012     2011(a)     2012(b)     2012(c)
Investment Activities:                                
Operations:
       Net investment income (loss) $ 430,206 $ 1,837 $ 897,423 $ 104,312
       Net realized gains (losses) from investments (304,677 ) (100,622 ) 1,650,456 9,607
       Change in unrealized appreciation/depreciation on investments 1,859,842 (397,347 ) 2,964,887 258,600
Change in net assets resulting from operations 1,985,371 (496,132 ) 5,512,766 372,519
     
Dividends:  
Net investment income:    
       Class A Shares   (102 )   (872 ) (9,438 )
       Class I Shares (28,979 )     (1,117,289 )   (87,437 )
       Class S Shares (566 )   (926 )
Change in net assets resulting from shareholder dividends   (29,081 ) (1,118,727 )   (97,801 )
Change in net assets resulting from capital transactions 1,324,387       15,000,000   344,408,880   11,492,649
Change in Net Assets 3,280,677 14,503,868 348,802,919 11,767,367
       
Net Assets:
       Beginning of period 14,503,868
       End of period $ 17,784,545 $ 14,503,868 $ 348,802,919 $ 11,767,367
       Accumulated net investment income (loss) $ 568,629 $ (7,276 ) $ 209,007 $ 26,606
____________________

(a)       Commenced operations on September 6, 2011.
(b)   Commenced operations on March 30, 2012.
(c)   Commenced operations on June 8, 2012.

42       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS

Statements of Changes in Net Assets (continued)

RMB Fixed
Frontier Markets Fund Total Return Fund Income Fund
For the year For the period For the period For the period
ended ended ended ended
October 31, October 31, October 31, October 31,
    2012     2011(a)     2012(b)     2012(c)
CAPITAL TRANSACTIONS:                                      
Class A Shares:                                
       Proceeds from shares issued $ 1,295,654 $ 100,000 $ 251,147 $ 1,496,245
       Dividends reinvested 102 858 8,041  
       Value of shares redeemed (348 )
Class A Shares capital transactions 1,295,408 100,000 252,005 1,504,286
                                           
Class I Shares:
       Proceeds from shares issued 14,900,000 355,170,152 9,800,000
       Dividends reinvested 28,979 53,217 87,437
       Value of shares redeemed (11,167,060 )
Class I Shares capital transactions 28,979 14,900,000 344,056,309 9,887,437
Change in net assets resulting from capital transactions
                                           
Class S Shares:
       Proceeds from shares issued 100,000 100,000
       Dividends reinvested 566 926
Class S Shares capital transactions 100,566 100,926
Change in net assets resulting from capital transactions $ 1,324,387 $ 15,000,000 $ 344,408,880 $ 11,492,649
                                           
SHARE TRANSACTIONS:
Class A Shares:
       Issued 118,945 10,000 24,776 148,592
       Reinvested 11 84 792
       Redeemed (35 )
Change in Class A Shares 118,921 10,000 24,860 149,384
                                           
Class I Shares:
       Issued 1,490,000 34,798,480 980,000
       Reinvested 3,150 5,198 8,619
       Redeemed (1,086,509 )
Change in Class I Shares 3,150 1,490,000 33,717,169 988,619
                                           
Class S Shares:
       Issued 10,000 10,000
       Reinvested 55 91
Change in Class S Shares 10,055 10,091
____________________

(a)      Commenced operations on September 6, 2011.
(b) Commenced operations on March 30, 2012.
(c) Commenced operations on June 8, 2012.

See notes to financial statements. HSBC FAMILY OF FUNDS        43



HSBC EMERGING MARKETS DEBT FUND
Financial Highlights

Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Net Realized Ratios of
and Net Ratio of Net Expenses
Net Asset Net Unrealized Net Realized Assets   Ratio of Net   Investment   to Average
  Value,   Investment Gains Total from Net Gains from Net Asset at End of Expenses to Income to Net Assets Portfolio
Beginning  Income (Losses) from Investment Investment Investment Total Value, End Total Period Average Net Average Net (Excluding Fee Turnover
    of Period     (Loss)     Investments     Activities     Income     Transactions     Dividends     of Period     Return(a)     (000’s)     Assets(b)     Assets(b)     Reductions)(b)     (a)(c)
CLASS A SHARES                  
Period Ended October 31, 2011(d) $10.00 0.25 0.25 0.50 (0.27) (0.27) $10.23 5.02 % $355 1.20% 4.81% 1.38% 10%
Year Ended October 31, 2012 $10.23 0.47 1.21 1.68 (0.49) (e) (0.49) $11.42 16.90 % $482 1.20% 4.32% 1.55% 54%
CLASS I SHARES
Period Ended October 31, 2011(d) $10.00 0.29 0.24 0.53 (0.28) (0.28) $10.25 5.34 % $34,257 0.85% 5.07% 1.12% 10%
Year Ended October 31, 2012 $10.25 0.51 1.20 1.71 (0.52) (e) (0.52) $11.44 17.19 % $39,751 0.85% 4.68% 1.28% 54%
CLASS S SHARES
Period Ended October 31, 2011(d) $10.00 0.30 0.23 0.53 (0.28) (0.28) $10.25 5.39 % $105 0.75% 5.14% 1.02% 10%
Year Ended October 31, 2012 $10.25 0.52 1.20 1.72 (0.53) (e) (0.53) $11.44 17.30 % $124 0.75% 4.78% 1.18% 54%

(a) Not annualized for periods less than one year. Total return calculations do not include any redemption charges.
(b) Annualized for periods less than one year.
(c) Portfolio turnover rate is calculated on the basis of the Fund as a whole without the distinguishing between the classes of shares issued.
(d) Commenced operations on April 7, 2011.
(e)      Represents less than $0.005 or $(0.005).

44       HSBC FAMILY OF FUNDS See notes to financial statements.  



HSBC EMERGING MARKETS LOCAL DEBT FUND
Financial Highlights

Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Ratios of
Expenses
Net Realized to Average
and Ratio of Net Net Assets
  Net Asset Net Unrealized Net Assets   Ratios of   Investment     (Excluding
Value, Investment Gains Total from Net Net Asset at End of   Expenses to Income to Fee Portfolio
Beginning Income (Losses) from Investment Investment   Return of Total Value, End Total Period Average Net   Average Net   Reductions)   Turnover
    of Period     (Loss)     Investments     Activities     Income     Capital     Dividends     of Period     Return(a)     (000’s)     Assets(b)     Assets(b)     (b)     (a)(c)
CLASS A SHARES                                    
Period Ended October 31, 2011(d) $10.00 0.12 (0.46 ) (0.34 ) (0.09) (0.03 ) (0.12) $9.54 (3.43 )% $1,807 1.20% 2.29% 1.66% 66%
Year Ended October 31, 2012 $9.54 0.21 0.21 0.42 (0.10) (0.10) $9.86 4.47 % $2,053 1.20% 2.13% 1.94% 43%
CLASS I SHARES
Period Ended October 31, 2011(d) $10.00 0.13 (0.45 ) (0.32 ) (0.10) (0.03 ) (0.13) $9.55 (3.21 )% $24,086 0.85% 2.46% 1.32% 66%
Year Ended October 31, 2012 $9.55 0.24 0.21 0.45 (0.13) (0.13) $9.87 4.80 % $30,602 0.85% 2.47% 1.62% 43%
CLASS S SHARES
Period Ended October 31, 2011(d) $10.00 0.14 (0.45 ) (0.31 ) (0.11) (0.03 ) (0.14) $9.55 (3.16 )% $97 0.75% 2.58% 1.22% 66%
Year Ended October 31, 2012 $9.55 0.25 0.21 0.46 (0.14) (0.14) $9.87 4.89 % $102 0.75% 2.59% 1.51% 43%

(a) Not annualized for periods less than one year. Total return calculations do not include any redemption charges.
(b) Annualized for periods less than one year.
(c) Portfolio turnover rate is calculated on the basis of the Fund as a whole without the distinguishing between the classes of shares issued.
(d)      Commenced operations on April 7, 2011.

See notes to financial statements. HSBC FAMILY OF FUNDS       45  



HSBC FRONTIER MARKETS FUND
Financial Highlights

Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
  Net Realized Ratios of
and Ratio of Net Expenses
Net Asset Net Unrealized Net Assets   Ratio of Net Investment to Average
Value, Investment Gains Total from Net Net Asset at End of   Expenses to Income (Loss) Net Assets Portfolio
Beginning Income (Losses) from Investment Investment Total Value, End Total Period Average Net to Average Net (Excluding Fee Turnover
    of Period     (Loss)     Investments     Activities     Income     Dividends     of Period     Return(a)     (000’s)     Assets(b)     Assets(b)     Reductions)(b)     (a)(c)
CLASS A SHARES                                                      
Period Ended October 31, 2011(d) $10.00 (e) (0.34 ) (0.34 ) $9.66 (3.40 )% $97 2.30% (0.26 )% 2.57% 6 %
Year Ended October 31, 2012 $9.66 0.16 (f) 1.12 1.28 (0.01 ) (0.01 ) $10.93 13.27 % $1,409 2.20% 1.51 % 3.79% 26 %
CLASS I SHARES
Period Ended October 31, 2011(d) $10.00 (e) (0.33 ) (0.33 ) $9.67 (3.30 )% $14,407 1.96% 0.09 % 2.23% 6 %
Year Ended October 31, 2012 $9.67 0.29 (f) 1.03 1.32 (0.02 ) (0.02 ) $10.97 13.68 % $16,375 1.85% 2.83 % 2.79% 26 %

(a)      Not annualized for periods less than one year. Total return calculations do not include any redemption charges.
(b) Annualized for periods less than one year.
(c) Portfolio turnover rate is calculated on the basis of the Fund as a whole without the distinguishing between the classes of shares issued.
(d) Commenced operations on September 6, 2011.
(e) Represents less than $0.005 or $(0.005).
(f) Calculated based on average shares outstanding.

46       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC TOTAL RETURN FUND
Financial Highlights

Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Net Realized Ratios of
and Ratio of Net Expenses
  Net Asset Net Unrealized Net Assets   Ratio of Net   Investment to Average
Value, Investment Gains Total from Net Net Asset at End of   Expenses to   Income (Loss)   Net Assets Portfolio
Beginning Income (Losses) from Investment Investment Total Value, End Total Period Average Net   to Average   (Excluding Fee   Turnover
    of Period     (Loss)(a)     Investments     Activities     Income     Dividends     of Period     Return(b)     (000’s)     Assets(c)      Net Assets(c)      Reductions)(c)      (b)(d)
CLASS A SHARES    
Period Ended October 31, 2012(e) $10.00 0.03 0.33 0.36 (0.04) (0.04) $10.32 3.62% $256 1.60% 0.56% 1.61% 83%
CLASS I SHARES
Period Ended October 31, 2012(e) $10.00 0.07 0.31 0.38 (0.05) (0.05) $10.33 3.82% $348,443 1.18% 1.08% 1.18% 83%
CLASS S SHARES
Year Ended October 31, 2012(e) $10.00 0.05 0.34 0.39 (0.06) (0.06) $10.33 3.87% $104 1.15% 0.91% 1.48% 83%

(a)      Calculated using average share method.
(b) Not annualized for periods less than one year. Total return calculations do not include any sales or redemption charges.
(c) Annualized for periods less than one year.
(d) Portfolio turnover rate is calculated on the basis of the Fund as a whole without the distinguishing between the classes of shares issued.
(e) Commenced operations on March 30, 2012.

See notes to financial statements. HSBC FAMILY OF FUNDS       47



HSBC RMB FIXED INCOME FUND
Financial Highlights

Selected data for a share outstanding throughout the periods indicated.

Investment Activities Dividends Ratios/Supplementary Data
Net Realized Ratios of
and Net Ratio of Ratio of Net Expenses
  Net Asset Net Unrealized Assets Net Investment to Average
Value, Investment Gains Total from Net Net Asset at End of   Expenses to   Income (Loss) Net Assets Portfolio
Beginning of Income (Losses) from Investment Investment Total Value, End Total Period   Average Net   to Average (Excluding Fee   Turnover
    Period     (Loss)(a)     Investments     Activities     Income     Dividends       of Period     Return(b)     (000’s)     Assets(c)      Net Assets(c)     Reductions)(c)     (b)(d)
CLASS A SHARES
Period Ended October 31, 2012(e) $10.00 0.10 0.22 0.32 (0.08) (0.08) $10.24 3.24% $1,530 1.45% 2.54% 3.26% —%
CLASS I SHARES
Period Ended October 31, 2012(e) $10.00 0.10 0.24 0.34 (0.09) (0.09) 10.25 3.40% $10,134 1.10% 2.43% 2.26% —%
CLASS S SHARES
Period Ended October 31, 2012(e) $10.00 0.10 0.24 0.34 (0.09) (0.09) 10.25 3.44% $103 1.00% 2.53% 2.16% —%

(a)      Calculated based on average shares outstanding.
(b) Not annualized for periods less than one year. Total return calculations do not include any sales or redemption charges.
(c) Annualized for periods less than one year.
(d) Portfolio turnover rate is calculated on the basis of the Fund as a whole without the distinguishing between the classes of shares issued.
(e) Commenced operations on June 8, 2012.

48       HSBC FAMILY OF FUNDS See notes to financial statements.



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012

1. Organization:

      The HSBC Funds (formerly, HSBC Investor Funds) (the “Trust’’), a Massachusetts business trust organized on April 22, 1987, is registered under the Investment Company Act of 1940, as amended (the “Act’’), as an open-end management investment company. As of October 31, 2012, the Trust is comprised of 17 separate operational funds, each a series of the HSBC Family of Funds (formerly, HSBC Investor Family of Funds), which also includes the HSBC Advisor Fund Trust and the HSBC Portfolios (formerly, HSBC Investor Portfolios) (the “Trusts’’). The accompanying financial statements are presented for the following 5 funds (individually a “Fund,’’ collectively the “Funds’’ or the “Emerging Markets Funds’’):

Fund       Short Name
HSBC Emerging Markets Debt Fund Emerging Markets Debt Fund
 
HSBC Emerging Markets Local Debt Fund Emerging Markets Local Debt Fund
 
HSBC Frontier Markets Fund   Frontier Markets Fund
 
HSBC Total Return Fund Total Return Fund
 
HSBC RMB Fixed Income Fund RMB Fixed Income Fund

      Each of the Funds is a non-diversified fund. Financial statements for all other funds of the Trusts are published separately.

      The Funds are authorized to issue an unlimited number of shares of beneficial interest with a par value of $0.001 per share. The Emerging Markets Debt Fund, the Emerging Markets Local Debt Fund, the Total Return Fund and the RMB Fixed Income Fund (“Debt Funds’’) are authorized to issue three classes of shares: Class A Shares, Class I Shares, and Class S Shares. Class A Shares of the Debt Funds have a maximum sales charge of 4.75% as a percentage of the original purchase price. The Frontier Markets Fund is authorized to issue two classes of shares: Class A Shares and Class I Shares. Class A Shares of the Frontier Markets Fund has a maximum sales charge of 5.00% as a percentage of the original purchase price. Each class of shares in each Fund has identical rights and privileges, except with respect to arrangements pertaining to shareholder servicing and/or distribution, class-related expenses, voting rights on matters affecting a single class of shares, and exchange privileges of each class of shares.

      Under the Trust’s organizational documents, the Funds’ officers and Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Trust may enter into contracts with its service providers, which also provide for indemnifications by the Funds. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds. However, based on experience, the Trust expects the risk of loss to be remote.

2. Significant Accounting Policies:

      The following is a summary of the significant accounting policies followed by the Funds in the preparation of their financial statements. The policies are in conformity with U.S. generally accepted accounting principles (“GAAP’’). The preparation of financial statements requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Securities Valuation:

      The Funds record their investments at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The valuation techniques used to determine fair value are further described in Note 3 below.

HSBC FAMILY OF FUNDS        49



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

Investment Transactions and Related Income:

      Investment transactions are accounted for not later than on the business day after trade date. However, for financial reporting purposes, investment transactions are accounted for on trade date. Investment gains and losses are calculated on the identified cost basis. Interest income is recognized on the accrual basis and includes, where applicable, the amortization or accretion of premium or discount. Dividend income is recorded on the ex-dividend date except in the case of foreign securities, in which case dividends are recorded as soon as such information becomes available.

Foreign Currency Translation:

      The accounting records of the Funds are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at the current rate of exchange to determine the value of investments, assets and liabilities. Purchases and sales of securities, and income and expenses are translated at the prevailing rate of exchange on the respective dates of such transactions. The Funds do not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments and foreign currencies.

      Income received by the Funds from sources within foreign countries may be subject to withholding and other income or similar taxes imposed by such countries. The Funds accrue such taxes, as applicable, based on their current interpretation of tax rules in the foreign markets in which they invest.

Restricted and Illiquid Securities:

      A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933 (the “1933 Act’’) or pursuant to the resale limitations provided by Rule 144 under the 1933 Act, or another exemption from the registration requirements of the 1933 Act. Certain restricted securities may be resold in transactions exempt from registration, normally to qualified institutional buyers, and may be deemed liquid by the Investment Adviser (as defined in Note 4) based on procedures established by the Board of Trustees (the “Board’’). Therefore, not all restricted securities are considered illiquid. At October 31, 2012, the Funds did not hold any restricted securities that were deemed illiquid.

Participation Notes and Participatory Notes:

      The Frontier Markets Fund may invest in participation notes or participatory notes (“P-notes”). P-notes are participation interest notes that are issued by banks or broker-dealers and are designed to offer a return linked to a particular underlying equity, debt, currency or market. If the P-note were held to maturity, the issuer would pay to, or receive from, the purchaser the difference between the nominal value of the underlying instrument at the time of purchase and that instrument’s value at maturity. The holder of a P-note that is linked to a particular underlying security or instrument may be entitled to receive any dividends paid in connection with that underlying security or instrument, but typically does not receive voting rights as it would if it directly owned the underlying security or instrument. P-notes involve transaction costs. Investments in P-notes involve the same risks associated with a direct investment in the underlying securities, instruments or markets that they seek to replicate. In addition, there can be no assurance that there will be a trading market for a P-note or that the trading price of a P-note will equal the underlying value of the security, instrument or market that it seeks to replicate. Due to liquidity and transfer restrictions, the secondary markets on which a P-note is traded may be less liquid than the market for other securities, or may be completely illiquid, which may also affect the ability of a fund to accurately value a P-note. P-notes typically constitute general unsecured contractual obligations of the banks or broker- dealers that issue them, which subjects the Fund that holds them to counterparty risk (and this risk may be amplified if the Fund purchases P-notes from only a small number of issuers).

Derivative Instruments:

      All open derivative positions at period end are reflected on the Funds’ Schedule of Portfolio Investments. The following is a description of the derivative instruments utilized by the Funds, including the primary underlying risk exposure related to each instrument type.

50       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

Forward Foreign Currency Exchange Contracts:

      Each Fund may enter into forward foreign currency exchange contracts. The Funds may enter into forward foreign currency exchange contracts in connection with planned purchases or sales of securities, to hedge the U.S. dollar value of securities denominated in a particular currency or to enhance return. The forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any gains or losses are recorded for financial statement purposes as unrealized gains or losses until the contract settlement date.

      The Funds could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.

      The Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks by generally requiring the posting of collateral to a Fund at prearranged exposure levels to cover a Fund’s exposure to the counterparty.

      During the period ended October 31, 2012, the Funds entered into forward foreign currency exchange contracts to gain exposure to certain markets and for hedging purposes. The notional amount of forward foreign currency exchange contracts outstanding as of October 31, 2012 and the monthly average notional amount for these contracts during the period ended October 31, 2012 were as follows:

Outstanding Monthly Average
      Notional Amount ($)       Notional Amount ($)
Forward Foreign Currency Exchange Contracts:                      
Emerging Markets Debt Fund 16,757     1,981,316
Emerging Markets Local Debt Fund 42,649,695 38,267,867
Total Return Fund 122,574,949 56,459,032

Options Contracts:

      The Funds may purchase or write put and call options on securities, indices, foreign currencies and derivative instruments. When purchasing options, the Funds pay a premium which is recorded as the cost basis in the investment and which is subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options that expire are treated as realized losses. When an option is exercised or closed, premiums paid for purchasing options are offset against proceeds to determine the realized gain or loss on the transaction. When writing options, the Funds receive a premium which is recorded as a liability and which is subsequently marked to market to reflect the current value of the option written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are either exercised or closed are offset against the proceeds received or the amount paid on the transaction to determine the realized gains or losses.

      The Funds may purchase or write put and call options on foreign currencies for the purpose of protecting against declines in the dollar value of foreign portfolio securities and against increases in the U.S. dollar cost of foreign securities to be acquired. The Funds could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar.

      The Funds may enter into interest rate swaption agreements for hedging purposes. A swaption is an option to enter into a pre-defined swap agreement by some specified date in the future. The writer of the swaption becomes the counterparty to the swap if the buyer exercises their option. The interest rate swaption agreement will specify whether the buyer of the swaption will be a fixed rate receiver or a fixed rate buyer. The Funds could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts and from unanticipated movements in interest rates.

HSBC FAMILY OF FUNDS        51



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

      During the period ended October 31, 2012, the Emerging Markets Local Debt Fund and the Total Return Fund invested in options on foreign currencies for the purpose of protecting against declines in the dollar value of foreign portfolio securities and against increases in the U.S. dollar cost of foreign securities to be acquired. The Emerging Markets Local Debt Fund also entered into interest rate swaption agreements for hedging purposes.

      The Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks by generally requiring the posting of collateral to an Emerging Markets Fund at prearranged exposure levels to cover an Emerging Markets Fund’s exposure to the counterparty.

      As of October 31, 2012, the Emerging Markets Local Debt Fund and the Total Return Fund invested in options on foreign currencies for the purpose of protecting against declines in the dollar value of foreign portfolio securities and against increases in the U.S. dollar cost of foreign securities to be acquired. The Emerging Markets Local Debt Fund and Total Return Fund entered into interest rate swaption agreements for hedging purposes.

      The Emerging Markets Local Debt Fund and the Total Return Fund had the following transactions in purchased call and put options during the period ended October 31, 2012:

Number of
Emerging Markets Local Debt Fund       Contracts       Cost ($)
Options outstanding at October 31, 2011  
Options purchased 6,273,540   93,046
Options exercised (500,000 )   (6,500 )
Options expired (2,503,540 ) (51,135 )
Options outstanding at October 31, 2012 3,270,000 35,411
 
  Number of
Total Return Fund Contracts Cost ($)
Options outstanding at October 31, 2011
Options purchased 1,201,340 30,073
Options expired (701,340 ) (17,088 )
Options outstanding at October 31, 2012 500,000 12,985

      The Emerging Markets Local Debt Fund and the Total Return Fund had the following transactions in written call and put options during the period ended October 31, 2012:

Number of Premiums
Emerging Markets Local Debt Fund       Contracts       Received ($)
Options outstanding at October 31, 2011  
Options written (2,706,440 )     (97,496 )
Options exercised   1,425,000   20,075
Options expired 1,280,340 73,879
Options closed 1,100 3,543
Options outstanding at October 31, 2012
 
Number of Premiums
Total Return Fund Contracts Received ($)
Options outstanding at October 31, 2011
Options written (502,680 )     (15,046 )
Options expired 502,680 15,046
Options outstanding at October 31, 2012

52       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

Futures Contracts:

      The Funds may invest in futures contracts for the purpose of hedging existing portfolio securities or securities they intend to purchase against fluctuations in fair value caused by changes in prevailing market interest conditions. Upon entering into futures contracts, the Funds are required to pledge to the broker an amount of cash and/or other assets equal to a certain percentage of the contract amount (initial margin deposit). Subsequent payments, known as “variation margin”, are made or received each day, depending on the daily fluctuations in the fair value of the underlying security. The Funds recognize a gain or loss equal to the daily variation margin. Should market conditions move unexpectedly, the Funds may not achieve the anticipated benefits of the futures contracts and may realize a loss. Futures contracts involve, to varying degrees, elements of market risk (generally equity price risk related to stock futures, interest rate risk related to bond futures, and foreign currency risk related to currency futures) and exposure to loss in excess of the variation margin. The primary risks associated with the use of futures contracts are the imperfect correlation between the change in market value of the securities held by the Funds and the prices of futures contracts, the possibility of an illiquid market, and the inability of the counterparty to meet the terms of the contract. During the period ended October 31, 2012, the Funds did not enter into any futures contracts.

Swap Agreements:

      The Funds may enter into swap contracts and other similar instruments in accordance with their investment objectives and policies. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The payment streams are calculated by reference to a specified index and agreed upon notional amount. The term specified index includes currencies, fixed interest rates, prices and total return on interest rate indices, fixed income indices, stock indices and commodity indices.

      The Funds will usually enter into swaps on a net basis, which means that the two return streams are netted out in a cash settlement on the payment date or dates specified in the instrument, with a Fund receiving or paying only the net amount of the two returns. Upfront receipts and payments are recorded as deferred income (liability) or deferred expense (asset), as the case may be. These upfront receipts and payments are amortized to income or expense over the life of the swap agreement. Until a swap agreement is settled in cash, the gain or loss on the notional amount plus income on the instruments, less the interest paid by the Fund on the notional amount, is recorded as “unrealized appreciation or depreciation on swap agreements” and, when cash is exchanged, the gain or loss realized is recorded as “realized gains or losses on swap agreements”. A Fund’s obligations under a swap agreement will be accrued daily (offset against any amounts owing to the Fund) and any accrued but unpaid net amounts owed to a swap counterparty will be covered by the maintenance of a segregated account consisting of cash, U.S. government securities, or other liquid securities or by pledging such securities as collateral.

      Interest rate swaps involve the exchange of commitments to pay and receive interest based on a notional amount and are subject to interest rate risk exposure. Interest rate swaps do not involve the delivery of securities, other underlying assets or principal. Accordingly, the risk of loss with respect to interest rate swaps is limited to the net amount of interest payments that a Fund is contractually obligated to make. If the other party to an interest rate swap defaults, a Fund’s risk of loss consists of the net amount of interest payments that the Fund is contractually entitled to receive.

      Credit default swap agreements involve one party making a stream of payments (referred to as the buyer of protection) to another party (the seller of protection) in exchange for the right to receive a specified return in the event of a default or other credit event for the referenced entity, obligation or index and are subject to credit risk exposure. The maximum potential amount of future payments that a Fund as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. Notional amounts of each individual credit default swap agreement outstanding as of October 31, 2012 for which a Fund is the seller of protection are disclosed in the Schedules of Portfolio Investments. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement, or net amounts received from the settlement of buy protection credit default swap agreements entered into by a Fund for the same referenced entity or entities.

HSBC FAMILY OF FUNDS        53



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     The Funds remain subject to credit risk with respect to the amount they expect to receive from counterparties. However, the Funds have sought to mitigate these risks by generally requiring the posting of collateral to a Fund at pre-arranged exposure levels to cover a Fund’s exposure to the counterparty.

     The use of swaps is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio securities transactions. If the Investment Adviser is incorrect in its forecasts of market values, interest rates and currency exchange rates, the investment performance of a Fund would be less favorable than it would have been if this investment technique were not used.

     During the period ended October 31, 2012, the Emerging Markets Local Debt Fund and the Total Return Fund entered into interest rate swap agreements to manage their exposure to interest rates and as a substitute for investing directly in securities. The Emerging Markets Debt Fund and Total Return Fund also entered into credit default swap agreements primarily to manage and/or gain exposure to credit risk. The notional amount of swap agreements outstanding as of October 31, 2012 and the monthly average notional amount for these agreements during the period ended October 31, 2012 were as follows:

Outstanding Monthly Average
Notional Amount ($)       Notional Amount ($)
Interest Rate Swap Agreements:
Emerging Markets Local Debt Fund 2,742,593 4,032,405
Total Return Fund 14,200,000     5,775,000
 
Credit Default Swap Agreements:
Emerging Markets Debt Fund 2,325,000 2,237,500
Total Return Fund 1,850,000 8,337,500

Summary of Derivative Instruments:

     Fair Values of Derivative Instruments on the Statements of Assets and Liabilities as of October 31, 2012:

Assets Liabilities
Unrealized Unrealized
Appreciation Investment Depreciation
on Forward Securities Unrealized on Forward Unrealized
Foreign Currency at Value Appreciation   Foreign Currency Depreciation
Exchange (Purchased on Swap Exchange on Swap
Fund     Contracts ($)     Options) ($)     Agreements ($)     Contracts ($)     Agreements ($)
Foreign Exchange Rate Risk Exposure:
Emerging Markets Debt Fund 154
Emerging Market Local Debt Fund 333,285      26,021     135,678
Total Return Fund          623,101       2,350              699,220     
 
Credit Contracts Risk Exposure:
Emerging Markets Debt Fund 69,586
Total Return Fund         279,580              254,692     
 
Interest Rate Risk Exposure:
Emerging Market Local Debt Fund 129,406
Total Return Fund 165,419

54       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     The Effect of Derivative Instruments on the Statements of Operations for the year ended October 31, 2012:

Net Change in Unrealized
Appreciation/Depreciation
Realized Gain (Loss) on Derivatives on Derivatives Recognized
Recognized as a Result from Operations as a Result from Operations
Net Realized
Gains (Losses) Net Realized Net Realized Change in
from Forward Gains (Losses) Gains (Losses) Unrealized
Foreign Currency from Swap from Options Appreciation/Depreciation
Fund     Exchange Contracts ($)     Agreements ($)     Transactions ($)     on Investments ($)
Foreign Exchange Rate Risk Exposure:
Emerging Markets Debt Fund 163,964      (13,451 )
Emerging Market Local Debt Fund 472,480              20,535 64,707
Frontier Markets Fund (9,194 )
Total Return Fund          188,920 (2,043 ) (86,754 )
RMB Fixed Income Fund (141 )
 
Credit Contracts Risk Exposure:
Emerging Markets Debt Fund      33,829 69,285
Total Return Fund    1,145,718 24,888
 
Interest Rate Risk Exposure:
Emerging Markets Debt Fund 14,504
Emerging Market Local Debt Fund 64,855 77,174
Total Return Fund 45,470 (165,419 )

Allocations:

     Expenses directly attributable to a Fund are charged to that Fund. Expenses not directly attributable to a Fund are allocated proportionately among the applicable series within the Trusts in relation to the net assets of each fund or on another reasonable basis. Class specific expenses are charged directly to the class incurring the expense. In addition, income, expenses (other than class specific expenses), and unrealized and realized gains and losses are allocated to each class based on relative net assets on a daily basis.

Dividends to Shareholders:

     Dividends from net investment income, if any, are declared and distributed monthly in the case of the Emerging Markets Debt Fund, Emerging Markets Local Debt Fund, Total Return Fund and the RMB Fixed Income Fund, and annually in the case of Frontier Markets Fund. Distributions from net realized gains, if any, are declared and paid at least annually by the Funds. Additional distributions are also made to the Funds’ shareholders to the extent necessary to avoid the federal excise tax on certain undistributed income and net realized gains of regulated investment companies.

     The amount and character of net investment income and net realized gains distributions are determined in accordance with federal income tax regulations which may differ from GAAP. These “book/tax’’ differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature (e.g., certain gain/loss, differing treatment on certain swap agreements, and certain distributions), such amounts are reclassified within the composition of net assets; temporary differences (e.g., wash losses and the realization for tax purposes of unrealized gains/losses on investments in passive foreign investment companies) do not require reclassification. The Funds may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares,

HSBC FAMILY OF FUNDS       55



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

as a part of the dividends paid deduction for income tax purposes. To the extent distributions to shareholders from net investment income and net realized gains exceed net investment income and net realized gains for tax purposes, they are reported as distributions of capital.

Redemption Fee:

     Prior to June 29, 2012, a redemption fee of 2.00% was charged and recorded as paid-in-capital for any shares redeemed or exchanged after holding them for less than 30 days. This fee did not apply to shares purchased through reinvested dividends or capital gains or in other circumstance described in the Funds’ Prospectuses. Effective June 29, 2012, the 2.00% redemption/exchange fee relating to redemptions or exchanges of shares of the Funds held for less than 30 days was eliminated. For the year ended October 31, 2012, no redemption fees were collected.

Federal Income Taxes:

     Each Fund is a separate taxable entity for federal income tax purposes. Each Fund has qualified and intends to continue to qualify each year as a “regulated investment company’’ under Subchapter M of the Internal Revenue Code, as amended, and to distribute substantially all of its taxable net investment income and net realized gains, if any, to its shareholders. Accordingly, no provision for federal income or excise tax is required.

     Management of the Funds has reviewed tax positions taken in tax years that remain subject to examination by all major tax jurisdictions, including federal (i.e., the last four tax year ends and the interim tax period since then, as applicable). Management believes that there is no tax liability resulting from unrecognized tax benefits related to uncertain tax positions taken.

3. Investment Valuation Summary:

     The valuation techniques employed by the Funds, as described below, maximize the use of observable inputs and minimize the use of unobservable inputs in determining fair value. The inputs used for valuing the Funds’ investments are summarized in the three broad levels listed below:

  • Level 1: quoted prices in active markets for identical assets
     
  • Level 2: other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
     
  • Level 3: significant unobservable inputs (including a Fund’s own assumptions in determining the fair value of investments)

     Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The Funds determine transfers between fair value hierarchy levels at the reporting period end. The inputs or methodology used for valuing investments is not necessarily an indication of the risk associated with investing in those investments.

     Bonds and other fixed income securities (other than short-term obligations but including listed issues) are valued at the bid price as of the time net asset value is determined on the basis of valuations furnished by a pricing service, the use of which has been approved by the Funds’ Board of Trustees. In making such valuations, the pricing service utilizes both dealer-supplied valuations and matrix techniques which take into account appropriate factors such as the institutional-size trading in similar groups of securities, yield, quality, coupon rate, maturity, type of issue, trading characteristics other than market data and without exclusive reliance upon quoted prices or exchanges or over-the-counter prices, since such valuations are believed to reflect more accurately the fair value of such securities and are typically categorized as Level 2 in the fair value hierarchy.

56       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     Exchange traded, domestic equity securities are valued at the last sale price on a national securities exchange, or in the absence of recorded sales, at the readily available closing bid price on such exchanges, or at the quoted bid price in the over-the-counter market and are typically categorized as Level 1 in the fair value hierarchy.

     Exchange traded, foreign equity securities are valued in the appropriate currency on the last quoted sale price and are typically categorized as Level 1 in the fair value hierarchy. Foreign equity securities that are not exchange traded are valued in the appropriate currency at the average of the quoted bid and asked prices in the over-the-counter market and are typically categorized as Level 2 in the fair value hierarchy.

     Mutual funds are valued at their net asset values, as reported by such companies and are typically categorized as Level 1 in the fair value hierarchy.

     Exchange traded futures contracts are valued at their settlement price on the exchange on which they are traded and are typically categorized as Level 1 in the fair value hierarchy.

     Forward foreign currency exchange contracts are valued at the current day’s interpolated foreign exchange rate, as calculated using the current day’s spot rate, and the 30 to 720 day forward rates and converted to U.S. dollars at the exchange rate of such currencies against the U.S. dollar, as of the close of regular trading on the New York Stock Exchange, as provided by an approved pricing service, and are typically categorized as Level 2 in the fair value hierarchy. Non-exchange traded derivatives, such as swaps and options, are generally valued by using a valuation provided by an approved independent pricing service and are typically categorized as Level 2 in the fair value hierarchy.

     Securities or other assets for which market quotations are not readily available, or are deemed unreliable due to a significant event, are valued pursuant to procedures adopted by the Trusts’ Board (“Procedures”). Depending on the source and relative significance of valuation inputs, these instruments may be classified as Level 2 or Level 3 in the fair value hierarchy. Examples of potentially significant events that could affect the value of an individual security and thus require pricing under the Procedures include corporate actions by the issuer, announcements by the issuer relating to its earnings or products, regulatory news, natural disasters, and litigation. Examples of potentially significant events that could affect multiple securities held by a Fund include governmental actions, natural disasters, and armed conflicts.

     In addition, if events materially affecting the value of foreign securities occur between the time when the exchange on which they are traded closes and the time when the Funds’ net assets are calculated, such securities may be valued using fair value pricing in accordance with procedures adopted by the Board. Management identifies possible fluctuations in foreign securities by monitoring the rise or fall in the value of a designated benchmark index. In the event of a rise or fall greater than predetermined levels, the Funds may use a systematic valuation model provided by an independent third party to value its foreign securities, rather than local market closing prices. When a Fund uses such a valuation model, the value assigned to the Fund’s foreign securities may not be the quoted or published prices of the investment on their primary markets or exchanges and are typically categorized as Level 2 in the fair value hierarchy. The valuation of these securities may represent a transfer between Levels 1 and 2. The number of days on which fair value prices will be used will depend on market activity and it is possible that fair value prices will be used by the Funds to a significant extent.

HSBC FAMILY OF FUNDS       57



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     The following is a summary of the valuation inputs used as of October 31, 2012 in valuing the Funds’ investments based upon the three levels defined above:

      LEVEL 1($)       LEVEL 2($)       LEVEL 3($)       Total($)
Emerging Markets Debt Fund
Investment Securities:
     Yankee Dollars(a) 36,387,902 36,387,902
     U.S. Treasury Obligations 2,777,453 2,777,453
     Investment Company 897,934 897,934
          Total Investment Securities 897,934 39,165,355 40,063,289
Other Financial Instruments:(b)
     Credit Default Swap Agreements 69,586 69,586
     Forward Foreign Currency Exchange
     Contracts (154) (154)
          Total Investments 897,934 39,234,787 40,132,721
Emerging Markets Local Debt Fund
Investment Securities:
     Foreign Bonds(a) 15,872,909 15,872,909
     Yankee Dollars(a) 2,013,079 2,013,079
     Purchased Options 26,021 26,021
     Investment Company 14,478,407 14,478,407
          Total Investment Securities 14,478,407 17,912,009 32,390,416
Other Financial Instruments:(b)
     Interest Rate Swap Agreements 129,406 129,406
     Forward Foreign Currency Exchange
     Contracts 197,607 197,607
          Total Investment Securities 14,478,407 18,239,022 32,717,429
Frontier Markets Fund
Investment Securities:
     Common Stocks(a) 14,393,060 14,393,060
     Preferred Stock(a) 620,606 620,606
     Convertible Corporate Bond(a) 39,316 39,316
     Warrants (c)
     Participatory Notes(a) 1,934,239 1,934,239
     Investment Company 578,427 578,427
          Total Investment Securities 15,592,093 1,973,555 17,565,648

58       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

      LEVEL 1($)       LEVEL 2($)       LEVEL 3($)       Total($)
Total Return Fund
Investment Securities:
     Corporate Bonds(a) 945,163 945,163
     Foreign Bonds(a) 49,565,409 49,565,409
     Yankee Dollars(a) 133,808,350 133,808,350
     U.S. Treasury Obligations 96,909,516 96,909,516
     Purchased Options 2,350 2,350
     Investment Company 65,349,205 65,349,205
          Total Investment Securities 65,349,205 281,230,788 346,579,993
Other Financial Instruments:(b)
     Credit Default Swap Agreements 24,888 24,888
     Interest Rate Swap Agreements (165,419 ) (165,419 )
     Forward Foreign Currency Exchange
     Contracts (76,119 ) (76,119 )
          Total Investment Securities 65,349,205 281,014,138 346,363,343
RMB Fixed Income Fund
Investment Securities:
     Foreign Bonds(a) 8,616,724 8,616,724
     Certificates of Deposit(a) 2,048,216 2,048,216
     Investment Company 625,195 625,195
          Total Investment Companies 625,195 10,664,940 11,290,135
____________________

 
(a)        For detailed country descriptions, see the accompanying Schedules of Portfolio Investments.
(b)        Other financial instruments would include any derivative instruments, such as forward foreign currency exchange contracts and swap agreements. These investments are generally recorded in the financial statements at the unrealized gain or loss on the investment.
(c)        Security was received during the period as part of a private placement offering. The underlying stock price is trading significantly below the strike price of the warrants. There have been no bidders for these warrants and none of the warrants have traded. Security valued at $0 in good faith pursuant to procedures approved by the Board of Trustees as of October 31, 2012.

     The only transfers between levels as of October 31, 2012 are related to the use of the systematic valuation model to value foreign securities in the Frontier Markets Fund.

New Accounting Pronouncements:

     In December 2011, the Financial Accounting Standards Board issued ASU No. 2011-11 “Disclosures about Offsetting Assets and Liabilities” requiring disclosure of both gross and net information related to offsetting and related arrangements enabling users of its financial statements to understand the effect of those arrangements on the entity’s financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRSs. ASU No. 2011-11 is effective for interim and annual periods beginning on or after January 1, 2013. Adoption of ASU No. 2011-11 will have no effect on the Funds’ net assets. At this time, management is evaluating any impact ASU No. 2011-11 may have on the Funds’ financial statements disclosures.

HSBC FAMILY OF FUNDS       59



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

4. Related Party Transactions and Other Agreements and Plans:

Investment Management:

     HSBC Global Asset Management (USA) Inc. (“HSBC’’ or the “Investment Adviser’’), a wholly owned subsidiary of HSBC Bank USA, N.A., a national bank organized under the laws of the United States, acts as Investment Adviser to the Funds. As Investment Adviser, HSBC manages the investments of the Funds and continuously reviews, supervises and administers the Funds’ investments pursuant to an Investment Advisory Contract. For its services in this capacity, HSBC receives a fee, accrued daily and paid monthly, based on the average daily net assets of Class A Shares, Class I Shares and Class S Shares, at annual rate of:

Fund   Fee Rate(%)
Emerging Markets Debt Fund 0.50
Emerging Markets Local Debt Fund 0.50
Frontier Markets Fund 1.25
Total Return Fund 0.85
RMB Fixed Income Fund 0.55

     HSBC Global Asset Management (UK) Limited (“AMEU”) acts as sub-adviser to the Frontier Markets Fund. The Sub-Adviser receives a fee from the Frontier Markets Fund, accrued daily and paid monthly, based on average daily net assets of the Fund at an annual rate of 0.70% from the fees paid to the Investment Adviser.

     HSBC Global Asset Management (Hong Kong) Limited (“AMHK”) acts as sub-adviser to the RMB Fixed Income Fund. AMHK receives a fee from the RMB Fixed Income Fund, accrued daily and paid monthly, based on average daily net assets of the Fund at an annual rate of 0.275% from the fees paid to the Investment Adviser.

     HSBC also provides support services to the Funds pursuant to a Support Services Agreement. For its services in this capacity, HSBC receives a fee, accrued daily and paid monthly, based on the average daily net assets of Class A Shares and Class I Shares, at an annual rate of 0.20% and 0.10%, respectively.

Administration:

     HSBC serves the Funds as Administrator. Under the terms of the Administration Agreement, HSBC receives from the Funds (as well as other funds in the Trusts) a fee, accrued daily and paid monthly, at an annual rate of:

Based on Average Daily Net Assets of         Fee Rate(%)
Up to $10 billion 0.0550
In excess of $10 billion but not exceeding $20 billion 0.0350
In excess of $20 billion but not exceeding $50 billion   0.0275
In excess of $50 billion 0.0250

     The fee breakpoints are determined on the basis of the aggregate average daily net assets of the Trusts. The fee is allocated to each series based upon its proportionate share of the aggregate net assets of the Trusts, subject to certain allocations in cases where one fund invests some or all of its assets in another fund. An amount equal to 50% of the administration fee is deemed to be class specific.

60       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     Pursuant to a Sub-Administration Agreement with HSBC, Citi Fund Services Ohio, Inc. (“Citi’’), a wholly-owned subsidiary of Citigroup, Inc., serves as Sub-Administrator for the Trusts, subject to the general supervision by the Trusts’ Board and HSBC. For these services, Citi is entitled to a fee, payable by HSBC, at an annual rate equivalent to the fee rates set forth above subject to certain reductions associated with services provided to new funds, minus 0.02%, which is retained by HSBC.

     Under a Compliance Services Agreement between the Trusts and Citi (the “CCO Agreement’’), Citi makes an employee available to serve as the Funds’ Chief Compliance Officer (the “CCO’’). Under the CCO Agreement, Citi also provides infrastructure and support in implementing the written policies and procedures comprising the Trusts’ compliance program, including support services to the CCO. For the services provided under the CCO Agreement, the Trusts paid Citi $281,280 for the year ended October 31, 2012, plus reimbursement of certain out of pocket expenses. Expenses incurred by each Fund are reflected on the Statements of Operations as “Compliance Services.’’ Citi pays the salary and other compensation earned by individuals performing these services, as employees of Citi.

Distribution Arrangements:

     Foreside Distribution Services, L.P. (“Foreside”), a wholly-owned subsidiary of Foreside Financial Group LLC, serves the Trust as Distributor (the “Distributor’’). The Trust has adopted a non-compensatory Distribution Plan and Agreement (the “Distribution Plan’’) pursuant to Rule 12b-1 of the Act. The Distribution Plan provides for reimbursement of expenses incurred by the Distributor related to distribution and marketing, at a rate not to exceed 0.25% of the average daily net assets of Class A Shares (currently not being charged). For the year ended October 31, 2012, Foreside, as Distributor, also received $346,561 in commissions from sales of HSBC Family of Funds for Class A Shares, of which $25 were reallocated to HSBC-affiliated brokers and dealers for Class A Shares.

Shareholder Servicing:

     The Trust has adopted a Shareholder Services Plan, which provides for payments to shareholder servicing agents for providing various shareholder services. For performing these services, the shareholder servicing agents receive a fee that is computed daily and paid monthly up to 0.25% of the average daily net assets of Class A Shares. The fees paid to the Distributor pursuant to the Distribution Plan and to shareholder servicing agents pursuant to the Shareholder Services Plan may not exceed, in the aggregate, 0.50% annually of each Fund’s average daily net assets of Class A Shares.

Fund Accounting and Transfer Agency:

     Citi provides fund accounting and transfer agency services for each Fund. As transfer agent, Citi receives a fee based on the number of funds and shareholder accounts, subject to certain minimums, reductions associated with services provided to new funds and reimbursement of certain expenses. As fund accountant, Citi receives an annual fee per Fund and share class, subject to minimums, reductions associated with services provided to new funds and reimbursement of certain expenses. Citi receives additional fees paid by the Trust for blue sky exemption services.

Independent Trustees:

     Prior to January 1, 2012, the Trusts, in the aggregate, paid each Independent Trustee an annual retainer of $63,000, a fee of $5,000 for each regular meeting of the Board of Trustees attended, a fee of $3,000 for each special telephonic meeting attended, and a fee of $5,000 for each special in-person meeting attended. The Trusts also paid each Independent Trustee an annual retainer of $3,000 for each Committee on which such Trustee served as a Committee member as well as a fee of $3,000 for each Committee meeting attended. Additionally, the Trusts paid each Committee Chair an annual retainer of $6,000, with the exception of the Chair of the Audit Committee, who received a retainer of $8,000. The Trusts also paid the Chairman of the Board, an additional annual retainer of $20,000, as well as an additional $4,000 for each regular meeting of the Board attended. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee was compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

HSBC FAMILY OF FUNDS       61



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     Effective January 1, 2012, the Trusts pay each Independent Trustee an annual retainer of $100,000. The Trusts pay a fee of $10,000 for each regular meeting of the Board of Trustees attended and a fee of $3,000 for each special meeting attended. The Trusts pay each Committee Chair an annual retainer of $3,000, with the exception of the Chair of the Audit Committee, who receives a retainer of $6,000. The Trusts also pay the Chairman of the Board, an additional annual retainer of $24,000. In addition, for time expended on Board duties outside normal meetings, which is authorized by the Board, a Trustee is compensated at the rate of $500 per hour, up to a maximum of $3,000 per day.

Fee Reductions:

     The Investment Adviser has agreed to contractually limit, through April 30, 2013 for the RMB Fixed Income Fund and March 1, 2013 for the other Funds, the total expenses, exclusive of interest, taxes, brokerage commissions, and extraordinary expenses, of the Funds. Each Fund Class has its own expense limitations based on the average daily net assets for any full fiscal year as follows:

Current
Contractual
Fund   Class       Expense Limitation(%)
Emerging Markets Debt Fund A 1.20
Emerging Markets Debt Fund I 0.85
Emerging Markets Debt Fund S 0.75
Emerging Markets Local Debt Fund A 1.20
Emerging Markets Local Debt Fund I 0.85
Emerging Markets Local Debt Fund S 0.75
Frontier Markets Fund A 2.20
Frontier Markets Fund I 1.85
Total Return Fund A 1.60
Total Return Fund I 1.25
Total Return Fund S 1.15
RMB Fixed Income Fund A 1.45
RMB Fixed Income Fund I 1.10
RMB Fixed Income Fund S 1.00

     Any amounts contractually waived or reimbursed by the Investment Adviser will be subject to repayment by the Fund to the Investment Adviser within three years to the extent that the repayment will not cause the Fund’s operating expenses to exceed the contractual expense limit that was in effect at the time of such waiver or reimbursement. During the year ended October 31, 2012, the Investment Adviser did not recapture any of its prior contractual waivers or reimbursements. As of October 31, 2012, the repayments that may potentially be made by the Funds are as follows:

Fund   2015($)*       2014($)*       Total($)
Emerging Markets Debt Fund 159,226 31,279 190,505
Emerging Markets Local Debt Fund 218,089 41,089 259,178
Frontier Markets Fund 145,285 5,922 151,207
Total Return Fund 207 N/A 207
RMB Fixed Income Fund 51,659 N/A 51,659
____________________

*     The year listed above the amounts is the fiscal year ending in which the amounts will no longer be able to be recoupable.

     The Administrator and Citi may voluntarily waive/reimburse fees to help support the expense limits of each Fund. In addition, HSBC, in its role as Investment Adviser and Administrator, may waive/reimburse additional fees at its discretion. Any voluntary fee waivers/reimbursements are not subject to recoupment in subsequent fiscal periods. Voluntary waivers/reimbursements may be stopped at any time. Amounts waived/reimbursed by the Investment Adviser, Administrator, and Citi are reported separately on the Statements of Operations, as applicable.

62       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

5. Investment Transactions:

     Cost of purchases and proceeds from sales of securities (excluding securities maturing less than one year from acquisition) for the year ended October 31, 2012 were as follows:

Purchases($) Sales($)
Emerging Markets Debt Fund 21,795,282       19,591,956
Emerging Markets Local Debt Fund 11,053,899 7,053,008
Frontier Markets Fund 5,343,461 3,921,723
Total Return Fund 181,876,161 48,733,230
RMB Fixed Income Fund 8,509,130

     For the year ended October 31, 2012, there were no long-term U.S. government securities held by the Funds.

6. Investment Risks:

     Foreign Securities Risk: Investments in foreign securities are generally considered riskier than investments in U.S. securities. Foreign securities, including those of emerging and frontier market issuers, are subject to additional risks, including international trade, political and regulatory risks.

     Emerging Markets Risk: The prices of securities in emerging markets can fluctuate more significantly than the prices of companies in more developed countries. Securities of emerging market issuers generally have more risk than securities issued by issuers in more developed markets. The less developed the country, the greater affect the risks may have in an investment, and as a result, an investment may exhibit a higher degree of volatility than either the general domestic securities market or the securities markets of developed foreign countries.

     Frontier Market Countries Risk: Frontier market countries generally have smaller economies and even less developed capital markets or legal and political systems than traditional emerging market countries. As a result, the risks of investing in emerging market countries are magnified in frontier market countries. The magnification of risks are the result of: the potential for extreme price volatility and illiquidity in frontier markets; government ownership or control of parts of private sector and of certain companies; trade barriers, exchange controls, managed adjustments in relative currency values and other protectionist measures imposed or negotiated by the countries with which frontier market countries trade; and the relatively new and unsettled securities laws in many frontier market countries.

     Concentration of Credit Risk: The RMB Fixed Income Fund is likely to be more volatile than the performance of other mutual funds due to its focused investment in instruments having exposure to China. Because the Fund concentrates its investments in China, the Fund’s performance is expected to be closely tied to social, political, and economic conditions within China and to be more volatile than the performance of more geographically diversified funds.

     Derivatives Risk: The term “derivatives” covers a broad range of investments, including futures and currency forwards. In general, a derivative refers to any financial instrument whose value is derived, at least in part, from the price of another security or a specified index, asset or rate. The use of derivatives presents risks different from, and possibly greater than, the risks associated with investing directly in traditional securities. The use of derivatives can lead to losses because of adverse movements in the price or value of the underlying asset, index or rate, which may be magnified by certain features of the derivatives. These risks are heightened when derivatives are used to enhance a Fund’s return or as a substitute for a position or security, rather than solely to hedge (or offset) the risk of a position or security held by a Fund. The success of the fund’s derivatives strategies will also be affected by its ability to assess and predict the impact of market or economic developments on the underlying asset, index or rate and the derivative itself, without the benefit of observing the performance of the derivative under all possible market conditions. Derivatives involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the underlying asset, index or rate. Certain derivative positions may be difficult to close out when a Fund’s portfolio manager may believe it would be appropriate to do so. Also, suitable derivative transactions may not be available in all circumstances and there can be no assurance that a Fund will engage in these transactions to reduce exposure to other risks when that would be beneficial.

HSBC FAMILY OF FUNDS       63



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     Swap Risk: The use of swap agreements, which are agreements to exchange the return generated by one instrument for the return generated by another instrument (or index), and similar instruments involves risks that are different from those associated with ordinary portfolio securities transactions. For example, a Fund bears the risk of loss of the amount expected to be received under a swap agreement in the event of the default or bankruptcy of a swap agreement counterparty. Swap agreements may also subject a Fund to the risk that the counterparty to the transaction may not meet its obligations, causing the Fund’s value to decrease. Swap agreements may also be considered illiquid.

     CFTC Regulation Risk: The Funds, as registered investment companies, are presently exempt from regulation as “commodity pool operators” under Commodity Futures Trading Commission (“CFTC”) Rule 4.5. However, the CFTC has recently adopted amendments to CFTC Rule 4.5, which, when effective, may subject a Fund to regulation by the CFTC, and a Fund may be required to operate subject to applicable CFTC requirements, including registration, disclosure and operational requirements under the Commodity Exchange Act (“CEA”). Compliance with these additional requirements may increase Fund expenses. Certain of the rules that would apply to a Fund if it becomes subject to CFTC regulation have not yet been adopted, and it is unclear what the effect of those rules would be on the Fund if they are adopted.

7. Federal Income Tax Information:

     At October 31, 2012, the cost basis of securities for federal income tax purposes, gross unrealized appreciation, gross unrealized depreciation and net unrealized appreciation/depreciation were as follows:

Net Unrealized
Tax Unrealized Tax Unrealized Appreciation/
Fund   Tax Cost($)       Appreciation($)       Depreciation($)       (Depreciation)($)*
Emerging Markets Debt Fund 36,357,989 3,727,509 (22,209 ) 3,705,300
Emerging Markets Local Debt Fund 32,626,163 421,713 (683,481 ) (261,768 )
Frontier Markets Fund 16,193,018    2,203,489    (830,859 ) 1,372,630
Total Return Fund 343,462,580 3,498,047     (382,984 )     3,115,063
RMB Fixed Income Fund 11,034,657 255,478     255,478    
____________________

 
*       The difference between book-basis unrealized appreciation (depreciation) is attributable primarily to tax deferral of losses on wash sales and the realization for tax purposes of unrealized gains/losses on investments in passive foreign investment companies.

     The tax character of dividends paid by the Funds as of the year ended October 31, 2012 was as follows:

Dividends paid from
Ordinary Total Taxable Return of Total Dividends
Income($)       Dividends($)       Capital($)       Paid($) (1)
Emerging Markets Debt Fund 1,823,427 1,823,427   1,823,427
Emerging Markets Local Debt Fund 379,720 379,720 379,720
Frontier Markets Fund 29,081 29,081 29,081    
Total Return Fund 783,622 783,622 783,622
RMB Fixed Income Fund 62,740 62,740 62,740

     The tax character of dividends paid by the Funds as of the year ended October 31, 2011 was as follows:

Dividends paid from
Ordinary Total Taxable Return of Total Dividends
Income($)       Dividends($)       Capital($)       Paid($) (1)
Emerging Markets Debt Fund 762,187 762,187     762,187
Emerging Markets Local Debt Fund 228,762    228,762     87,453   316,215    
Frontier Markets Fund
____________________

 
(1)       Total dividends paid may differ from the amount reported in the Statement of Changes in Net Assets because dividends are recognized when actually paid for tax purposes.

64       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Notes to Financial Statements — as of October 31, 2012 (continued)

     As of October 31, 2012, the components of accumulated earnings/(deficit) on a tax basis for the Funds were as follows:

Total
Undistributed Undistributed Undistributed Accumulated Unrealized Accumulated
Ordinary Tax Exempt Long Term Accumulated Dividends Capital and Appreciation/ Earnings/
  Income($)   Income($)   Capital Gains($)   Earnings($)   Payable($)   Other Losses($)   (Depreciation)($)   (Deficit)($)
Emerging Markets   
     Debt Fund         520,630                 608,591           1,129,221     (148,725 )              3,771,319          4,751,815    
Emerging Markets
     Local Debt Fund 223,635 1,154 224,789 (33,156 ) (15,501 ) 176,132
Frontier Markets
     Fund 649,626 649,626           (553,182 ) 1,373,586 1,470,030
Total Return Fund 1,701,929 1,701,929 (335,105 ) 3,035,229 4,402,053
RMB Fixed
     Income Fund 61,673 61,673 (35,061 ) 258,600 285,212

     As of the end of the tax year ended October 31, 2012, the Funds have net capital loss carryforwards (“CLCFs”) as summarized in the tables below. CLCFs subjects to expiration are applied as short-term capital loss regardless of whether the originating capital loss was short-term or long-term. CLCFs that are not subject to expiration must be utilized before those that are subject to expiration.

     CLCFs not subject to expiration:

Short Term Long Term
Fund   Amount($)       Amount($)       Total($)
Frontier Markets Fund 553,182 553,182

8. Ownership and Principal Holders

     The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a Fund creates presumptions of control of the Fund, under section 2 (a)(9) of the 1940 Act. As of October 31, 2012, the Emerging Markets Debt Fund, Emerging Markets Local Debt Fund, Frontier Markets and RMB Fixed Income Fund had individual shareholder accounts and/or omnibus shareholder accounts (comprised of a group of individual shareholders), each of which is affiliated with the Investment Adviser, and representing ownership in excess of 75% of each Fund, respectively.

9. Subsequent Events:

     Management has evaluated events and transactions through the date the financial statements were issued, for purposes of recognition or disclosure in these financial statements and there are no subsequent events to report.

HSBC FAMILY OF FUNDS       65



Report of Independent Registered Public Accounting Firm


To the Shareholders and Board of Trustees of
HSBC Funds:


We have audited the accompanying statements of assets and liabilities of HSBC Emerging Markets Debt Fund, HSBC Emerging Markets Local Debt Fund, HSBC Frontier Markets Fund, HSBC Total Return Fund and HSBC RMB Fixed Income Fund (the Funds), including the schedules of portfolio investments, as of October 31, 2012, the related statements of operations for the year or periods then ended, and the statements of changes in net assets and the financial highlights for each of the years or periods in the two-year period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2012, by correspondence with the custodian or brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Funds as of October 31, 2012, the results of their operations for the year or periods then ended, and the changes in their net assets and the financial highlights for each of the years or periods in the two-year period then ended, in conformity with U.S. generally accepted accounting principles.


Columbus, Ohio
December 21, 2012

66       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Other Federal Income Tax Information — as of October 31, 2012 (Unaudited)

     During the year ended October 31, 2012, the following Funds declared net short term capital gain distributions:

Fund   Amount
Emerging Markets Debt Fund $7,965

     During the year ended October 31, 2012, the following Funds designated the maximum amount allowable as interest-related dividends for certain non-U.S. resident investors:

Qualified
Fund   Interest Income
Emerging Markets Debt Fund 31.94%
Emerging Markets Local Debt Fund   9.06%

     For the year ended October 31, 2012, dividends paid by the Funds may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Funds intend to designate the maximum amount allowable as taxed at a maximum rate of 15%. Complete information will be reported in conjunction with your 2012 Form 1099-DIV

Qualified
Fund   Dividend Income
Frontier Markets Fund 14.98%

     The following Funds intend to elect to pass through to shareholders the income tax credit for taxes paid to foreign countries. Foreign source income and foreign tax expense per outstanding share on October 31, 2012 are as follows:

      Foreign       Foreign
Source Income Tax Expense
Fund   Per Share Per Share
Emerging Markets Local Debt Fund $0.35 $0.01
Frontier Markets Fund   0.38   0.02
RMB Fixed Income Fund   0.11   0.00

     The pass-through of this foreign tax credit will only affect those persons who are shareholders on the dividend record date in December 2012. These shareholders will receive more detailed information along with their 2012 Form 1099-DIV.

HSBC FAMILY OF FUNDS       67



HSBC FAMILY OF FUNDS
Investment Advisory Approval Contract (Unaudited)

     Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), generally requires that a majority of the trustees of a mutual fund who are not parties to an investment advisory agreement for the fund or “interested persons” of the fund, as defined in the 1940 Act (the “Independent Trustees”) review and approve the investment advisory agreement at an in person meeting for an initial period of up to two years and thereafter on an annual basis. A summary of the material factors considered by the Independent Trustees and the Board of Trustees (the “Board”) of HSBC Funds (formerly, HSBC Investor Funds) (the “Trust”) in connection with approving investment advisory and sub-advisory agreements for the HSBC RMB Fixed Income Fund and the conclusions the Independent Trustees and Board made as a result of those considerations are set forth below.

I. Approval of an Advisory Contract Supplement and Sub-Advisory Agreement for the HSBC RMB Fixed Income Fund

     On December 15, 2011, the Contracts Committee met in person and on December 15-16, 2011, the Board met in person to consider the expansion of the HSBC Family of Funds to include a new series of the Trust, the HSBC RMB Bond Fund (subsequently renamed the HSBC RMB Fixed Income Fund) (the “Fund”) and, in connection therewith, approving:

  • the Advisory Contract between HSBC Global Asset Management (USA) Inc. (the “Adviser”) and the Trust with respect to the Fund and the related Contract Supplement applicable to the Fund (“Advisory Agreement”);
     
  • a Sub-Advisory Agreement between the Adviser and HSBC Global Asset Management (Hong Kong) Limited (“AMHK”) with respect to the Fund (“Sub-Advisory Agreement”); and
     
  • the Trust’s Ancillary Agreements applicable to the Fund.

     Prior to the meetings, the Independent Trustees received and reviewed the information they thought reasonably necessary to evaluate the terms of the Advisory Agreement, the Sub-Advisory Agreement and the Ancillary Agreements applicable to the Fund (collectively, the “Agreements”). This information included, among other things, information about: (i) the services the Adviser and AMHK would provide to the Fund; (ii) personnel who provide such services; (iii) the investment management capabilities of the Adviser and AMHK; and (iv) fees proposed to be received by the Adviser and AMHK with respect to the Fund in comparison with other similar funds, based on materials provided by the Adviser from a database compiled by Lipper Inc. Counsel to the Trust and to the Independent Trustees were present at the Contracts Committee meeting and the Board meeting. In this regard, counsel to the Independent Trustees advised the Independent Trustees with respect to their deliberations during the process and their fiduciary obligations under Section 15(c) of the 1940 Act.

     At its meeting, the Contracts Committee reviewed and discussed the information provided in advance of the meeting and received a presentation about the Adviser and AMHK. Based on its deliberations, the Committee determined to recommend to the Board, including the Independent Trustees, that the Agreements be approved with respect to the Fund, subject to the Adviser providing additional information regarding the Fund in response to requests from the Independent Trustees. At the meeting of the Board, the Independent Trustees considered the recommendation of the Contracts Committee and further evaluated the proposal. As a result of this process, the Board and Independent Trustees determined to approve the Agreements with respect to the Fund, subject to the review of additional information to be provided by the Adviser, which was provided to the satisfaction the Contracts Committee.

     The Board and the Independent Trustees made these determinations on the basis of the following considerations, among others:

     Nature, Extent, and Quality of Services Provided by the Adviser and AMHK . The Independent Trustees considered the nature, quality and extent of the investment advisory services proposed to be provided by the Adviser and AMHK with respect to the Fund, as well as the quality and experience of the Adviser’s and AMHK’s personnel, including the Asia Fixed Income Team that would manage the Fund. With respect to the Adviser, the Independent Trustees considered that the services provided by the Adviser would be consistent

68       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Investment Advisory Approval Contract (Unaudited) (continued)

with those provided to other Funds, and therefore considered the same points as they did in considering the annual renewal of the Advisory Contracts in December 2011 as set forth above. The Independent Trustees further considered the Adviser’s experience in emerging markets and its stature as one of the world’s leading emerging markets asset management organizations.

     Based upon these considerations, the Independent Trustees concluded that they were satisfied with the nature, quality and extent of the services proposed to be provided by the Adviser and AMHK with respect to the Fund, and that the services proposed to be provided supported the approval of the Advisory Agreement and the Sub-Advisory Agreement.

     Investment Performance of the Adviser and AMHK . The Independent Trustees considered that the Adviser, AMHK or their affiliates currently manage similar, non-registered funds that invest in RMB denominated debt, although those funds were recently launched and do not have a meaningful performance history, as well as information that the Adviser and AMHK provided about AMHK’s investment management capabilities. Based on these considerations, and the level of the Adviser’s and AMHK’s expertise in the Asian markets, the Independent Trustees determined that the lack of directly relevant investment performance for a fund that invests in RMB denominated debt did not preclude initial approval of the Advisory Agreement and the Sub-Advisory Agreement.

     Costs of Proposed Services and Profits to be Realized by the Adviser and AMHK . The Independent Trustees considered the costs of the proposed services to be provided by the Adviser and AMHK to the Fund. In this regard, the Independent Trustees considered information pertaining to the proposed advisory and sub-advisory fees and the projected total expense ratios for the Fund as compared to other similar funds, based on materials provided by the Adviser from a database compiled by Lipper Inc. The Independent Trustees also considered the profitability information regarding the Adviser more generally that the Adviser has provided to the Independent Trustees in connection with the annual renewal of the 15(c) process. The Independent Trustees concluded that the advisory fees proposed to be payable to the Adviser are fair and reasonable in light of the factors set forth above.

     Other Relevant Considerations . The Independent Trustees also considered the extent to which the Fund’s proposed expense structure may permit economies of scale to be shared with the Fund’s shareholders and, if so, the extent to which the Fund’s shareholders may benefit from these potential economies of scale. The Independent Trustees also noted the proposed contractual caps on certain Fund expenses proposed to be provided by the Adviser with respect to the Fund in order to reduce or control the overall operating expenses of the Fund. The Independent Trustees also considered U.S. investor demand for such a product and the Adviser’s outlook with respect to China and RMB-denominated investments.

     Accordingly, in light of the above considerations and such other factors and information it considered relevant, the Board of Trustees by a unanimous vote of those present in person at the meeting (including a separate unanimous vote of the Independent Trustees present in person at the meeting) approved the Agreements.

HSBC FAMILY OF FUNDS       69



HSBC FAMILY OF FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited)

     As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases, redemption fees and exchange fees; and (2) ongoing costs, including management fees, distribution fees and other Fund expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare the cost with the ongoing costs of investing in other mutual funds.

     These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2012 through October 31, 2012.

Actual Example

     The table below provides information about actual account values and actual expenses. You may use the information below, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Beginning Annualized
Account Ending Expenses Paid Expense Ratio
Value Account Value During Period* During Period
            5/1/12       10/31/12       5/1/12 - 10/31/12       5/1/12 - 10/31/12
Emerging Markets Debt Fund Class A $1,000.00 $1,088.90 $6.30 1.20%
Class I 1,000.00   1,091.00 4.47 0.85%
Class S 1,000.00   1,091.50 3.94 0.75%
Emerging Markets Local Debt Fund Class A 1,000.00   1,016.10 6.08 1.20%
  Class I 1,000.00   1,017.70 4.31 0.85%
Class S 1,000.00   1,018.20 3.80 0.75%
Frontier Markets Fund Class A 1,000.00   1,039.00 11.28 2.20%
Class I 1,000.00   1,041.80 9.49 1.85%
Total Return Fund Class A 1,000.00   1,035.20 8.19 1.60%
Class I 1,000.00   1,037.00 6.04 1.18%
Class S 1,000.00   1,037.50 5.89 1.15%
RMB Fixed Income Fund** Class A 1,000.00   1,032.40 5.88 1.45%
Class I 1,000.00   1,034.00 4.46 1.10%
Class S 1,000.00   1,034.40 4.06 1.00%
____________________

 
*        Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).
** Expenses are equal to the average account value over the period multiplied by the Fund’s annualized expense ratio, multiplied by the number of days in the period from June 8, 2012 (date of commencement of operations) to October 31, 2012 divided by the number of days in the fiscal year (to reflect the one half year period).

70       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS
Table of Shareholder Expenses—as of October 31, 2012 (Unaudited) (continued)

Hypothetical Example for Comparison Purposes

     The table below provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

     Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annualized
Beginning Ending Expenses Paid Expense Ratio
Account Value Account Value During Period* During Period
            5/1/12       10/31/12       5/1/12 - 10/31/12       5/1/12 - 10/31/12
Emerging Markets Debt Fund Class A $1,000.00 $1,019.10 $ 6.09 1.20%
  Class I   1,000.00   1,020.86 4.32 0.85%
Class S   1,000.00   1,021.37 3.81 0.75%
Emerging Markets Local Debt Fund Class A   1,000.00   1,019.10 6.09 1.20%
Class I   1,000.00   1,020.86 4.32 0.85%
Class S   1,000.00   1,021.37 3.81 0.75%
Frontier Markets Fund Class A   1,000.00   1,014.08 11.14 2.20%
Class I   1,000.00   1,015.84 9.37 1.85%
Total Return Fund Class A   1,000.00   1,017.09 8.11 1.60%
Class I   1,000.00   1,019.20 5.99 1.18%
Class S   1,000.00   1,019.36 5.84 1.15%
RMB Fixed Income Fund** Class A   1,000.00   1,017.90 7.35 1.45%
Class I   1,000.00   1,019.66 5.58 1.10%
Class S   1,000.00   1,020.16 5.08 1.00%
____________________

 
*        Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by 184/366 (to reflect the one half year period).
**        Expenses are equal to the average account value over the period multiplied by the Fund’s annualized expense ratio, multiplied by the number of days in the most recent fiscal half-year divided by the number of days in the fiscal year (to reflect the one half year period). Information shown reflects values using the expense ratios for the 146 days of operations during the period, and has been annualized to reflect values for the period June 8, 2012 to October 31, 2012.

HSBC FAMILY OF FUNDS       71



HSBC FAMILY OF FUNDS
Board of Trustees and Officers (Unaudited)

MANAGEMENT OF THE TRUST

     The following table contains information regarding the HSBC Family of Funds’ Board of Trustees (“Trustees”). Asterisks indicate those Trustees who are “interested persons,” as defined in the Investment Company Act of 1940, as amended, of the HSBC Family of Funds. The HSBC Family of Funds’ Statement of Additional Information includes additional information about the Trustees and is available, without charge, upon request by calling (888) 525-5757.

Portfolios in
Position(s) Term of Office Fund Complex Other
Name, Held with and Length of Principal Occupation(s) Overseen By Directorships
Address, Age       Funds       Time Served       During Past 5 Years       Trustee*       Held by Trustee

NON-INTERESTED
       TRUSTEES

  

MARCIA L. BECK
P.O. Box 182845
Columbus, OH
43218-3035
Age: 57

Trustee

Indefinite;
2008 to present

Private Investor (June 1999 – present); Executive Vice President, Prudential Investments (1997 – 1999); President and Trustee, The Goldman Sachs Mutual Funds (1992 – 1996)

23

None

   

SUSAN S. HUANG
P.O. Box 182845
Columbus, OH
43218-3035
Age: 58

Trustee

Indefinite;
2008 to present

Private Investor (2000- present); Senior Vice President, Schroder Investment Management (2001 – 2004); Managing Director, Chase Asset Management (1995-2000)

23

None

 

ALAN S. PARSOW
P.O. Box 182845
Columbus, OH
43218-3035
Age: 62

Trustee

Indefinite;
1987 to present

General Partner, Elkhorn Partners, L.P. (a private investment partnership) (1989 – present)

23

None

  

THOMAS F. ROBARDS
P.O. Box 182845
Columbus, OH
43218-3035
Age: 66

Trustee

Indefinite;
2005 to present

Partner, Robards & Co. LLC (investment and advisory services) (2005-present); Chief Financial Officer, American Museum of Natural History (2003- 2004); Chief Financial Officer, Datek Online Holdings (2000-2003); Previously EVP and CFO Republic New York Corporation

23

Overseas
Shipholding Group
(NYSE listed energy
transportation); Ellington
Financial LLC (NYSE
listed financial services)

    

MICHAEL SEELY
P.O. Box 182845
Columbus, OH
43218-3035
Age: 67

Chairman and
Trustee

Indefinite;
1987 to present

Private Investor (2003-present); General Partner, Global Multi Manager Partners (1999-2003); President of Investor Access Corporation (1981-2003)

23

None

  

INTERESTED TRUSTEE

  

DEBORAH HAZELL
452 Fifth Avenue
New York
NY 10018
Age: 49

Trustee

Indefinite;
2011 to present

CEO, HSBC Global Asset Management (USA) Inc. (2011-present); President and CEO, Fisher Francis Trees & Watts (“FFTW”) (investment advisor), February 2008-June 2011; Client Service, Business Development and Marketing Group, FFTW (October 1999-February 2008)

23

None

____________________

*       Includes the Trust, the HSBC Advisor Fund Trust and the HSBC Portfolios.

72       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS

Position(s) Held Term of Office and Principal Occupation(s)
Name, Address, Age with Funds Length of Time Served During Past 5 Years

OFFICERS

                   
                     

RICHARD A. FABIETTI
452 Fifth Avenue
New York, NY 10018
Age: 54

     

President

     

One year;
2004 to present

     

Senior Vice President, Head of Product Management, HSBC Global Asset Management (USA) Inc. (1998 - present)

                     

STEPHEN SIVILLO
452 Fifth Avenue
New York, NY 10018
Age: 41

     

Vice President

     

One year;
2010 to present

     

Vice President of Product Administration, HSBC Global Asset Management (USA) Inc. (2010 - present); Chief Compliance Officer, Managers Funds (2009 – 2010); Director, Mutual Fund Compliance, AllianceBernstein (2007-2009); Assistant Vice President, Compliance, AllianceBernstein (2005-2007)

                     

TY EDWARDS*
3435 Stelzer Road
Columbus, OH 43219-3035
Age: 46

     

Treasurer

     

One year;
2010 to present

     

Senior Vice President, Citi Fund Services (2010– present); Director, Product Management, Columbia Management (2007-2009); Deputy Treasurer, Columbia Funds, (2006-2007); Director, Fund Administration, Columbia Management (2004-2007)

                      

JENNIFER A. ENGLISH*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

     

Secretary

     

One year;
2008 to present

     

Senior Vice President, Regulatory Administration, Citi (2005 - present)

                      

DANIO MASTROPIERI*
100 Summer Street
Suite 1500
Boston, MA 02110
Age: 40

     

Assistant Secretary

     

One year;
December 2012
to present

     

Vice President, Regulatory Administration, Citi (2007 - present)

                      

FREDERICK J. SCHMIDT*
1 Rexcorp Plaza
Uniondale, NY 11556
Age: 53

     

Chief Compliance
Officer

     

One year;
2004 to present

     

Director and Chief Compliance Officer, CCO Services, Citi (2004 - present)

____________________

 
*       Mr. Edwards, Mr. Schmidt, Ms. English and Mr. Mastropieri also are officers of other investment companies of which Citi (or an affiliate) is the administrator or sub-administrator.

HSBC FAMILY OF FUNDS       73



Other Information (Unaudited):

     A description of the policies and procedures the Funds use to determine how to vote proxies relating to portfolio securities of each Fund, and information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30th is available (i) without charge, upon request, by calling 1-800-525-5757 for HSBC Bank USA and HSBC Brokerage (USA) Inc. clients and 1-800-782-8183 for all other shareholders; (ii) on the Funds’ website at www.emfunds.us.hsbc.com or at www.investorfunds.us.hsbc.com ; and (iii) on the Securities and Exchange Commission’s (“Commission”) website at http://www.sec.gov .

     The Funds file their complete schedules of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Commission’s website at http://www.sec.gov . The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Funds’ Schedules of Investments will be available no later than 60 days after each period end, without charge, on the Funds’ website at www.emfunds.us.hsbc.com or at www.investorfunds.us.hsbc.com .

     An investment in a Fund is not a deposit of HSBC Bank USA, N.A., and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency.

74       HSBC FAMILY OF FUNDS



HSBC FAMILY OF FUNDS:

INVESTMENT ADVISER AND ADMINISTRATOR

HSBC Global Asset Management (USA) Inc.
452 Fifth Avenue
New York, NY 10018

SHAREHOLDER SERVICING AGENTS

For HSBC Bank USA, N.A. and
HSBC Securities (USA) Inc. Clients:
HSBC Bank USA, N.A.
452 Fifth Avenue
New York, NY 10018
1-888-525-5757

For All Other Shareholders:

HSBC Funds
P.O. Box 182845
Columbus, OH 43218
1-800-782-8183

TRANSFER AGENT

Citi Fund Services
3435 Stelzer Road
Columbus, OH 43219

DISTRIBUTOR

Foreside Distribution Services, L.P.
690 Taylor Road, Suite 150
Gahanna, Ohio 43230

CUSTODIAN

The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60603

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

KPMG LLP
191 West Nationwide Blvd., Suite 500
Columbus, OH 43215

LEGAL COUNSEL

Dechert LLP
1775 I Street, N.W.
Washington, D.C. 20006












The HSBC Family of Funds are distributed by Foreside Distribution Services, L.P. This document must be preceded or accompanied by a current prospectus for the HSBC Funds, which you should read carefully before you invest or send money.

— NOT FDIC INSURED             — NO BANK GUARANTEE             — MAY LOSE VALUE

HSB-AR-EM -1212 12/12



Item 2. Code of Ethics.

(a) The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. This code of ethics is included as an Exhibit.

(b) During the period covered by the report, with respect to the registrant's code of ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions; there have been no amendments to, nor any waivers granted from, a provision that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item 2.

Item 3. Audit Committee Financial Expert.

3(a)(1) The registrant’s board of directors has determined that the registrant has at least one audit committee financial expert serving on its audit committee.

3(a)(2) The audit committee financial expert is Thomas Robards, who is “independent” for purposes of this Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

                (a) Audit Fees ,
  2011         $244,970
2012 $220,147



               

(b) Audit-Related Fees ,

  2011        $7,000
2012 $7,000

               2011 – Fees of $7,000 relate to the consent of N-1A filing.

               2012 – Fees of $7,000 relate to the consent of N-1A filing.

                (c) Tax Fees ,
  2011        $124,855
2012 $143,400
 

Fees for both 2011 and 2012 relate to the preparation of federal income and excise tax returns and the review of excise tax distributions.


(d) All Other Fees ,
                2011        $0
2012 $0

                (e)(1) The audit committee is required to pre-approve all audit and permitted non-audit services performed by the registrant’s independent auditors in accordance with the audit committee charter and the Investment Company Act of 1940.

                    (2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

None of the services summarized in (b) – (d), above, were approved by the audit Committee pursuant to Rule 2-01(c)(7)(i)(C) of Regulation S-X.

(f) Not applicable.

 
(g) Non-Audit Fees .
                2011        $131,855
2012 $150,400

(h) The audit committee considered the nonaudit services rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser, and believes the services are compatible with the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Included as a part of the report to shareholders filed under Item 1.
(b)
Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.



Item 11. Controls and Procedures.

(a)The registrant’s principal executive officer and principal financial officer have concluded, based on their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures are adequately designed and are operating effectively to ensure that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

(b)There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the second fiscal quarter of the period covered by this report that have materially affected or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) The code of ethics that is the subject of the disclosure required by Item 2 is attached hereto.

(a)(2) Certifications pursuant to Rule 30a-2(a) are attached hereto.

(a)(3) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) are furnished herewith.



SIGNATURES

       Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)       HSBC FUNDS  

 
By (Signature and Title)      /s/ Richard A. Fabietti  
     Richard A. Fabietti
     President

Date        12/20/12  

       Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 

By (Signature and Title)      /s/ Richard A. Fabietti  
     Richard A. Fabietti
     President

Date        12/20/12  

 
By (Signature and Title)      /s/ Ty Edwards  
     Ty Edwards
     Treasurer

Date        12/20/12