Leuthold Funds NCSR Certified annual shareholder report (management investment company)

0001000351 lcr:C000002462Member 2020-11-30

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 811-09094

Leuthold Funds, Inc.

(Exact name of registrant as specified in charter)

150 South Fifth Street, Suite 1700, Minneapolis, MN 55402
(Address of principal executive offices) (Zip code)

John Mueller

Leuthold Weeden Capital Management

150 South Fifth Street, Suite 1700, Minneapolis, MN 55402
(Name and address of agent for service)

612-332-9141

Registrant's telephone number, including area code

Date of fiscal year end: September 30

Date of reporting period: September 30, 2024

Item 1. Reports to Stockholders.

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Leuthold Core ETF

LCR (Principal U.S. Listing Exchange: NYSE Arca, Inc.) Annual Shareholder Report | September 30, 2024

This annual shareholder report contains important information about the Leuthold Core ETF for the period of October 1, 2023, to September 30, 2024. You can find additional information about the Fund at https://funds.leutholdgroup.com. You can also request this information by contacting us at 866-306-8117.

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Fund Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Leuthold Core ETF	$68	0.66%

POSITIONING

The Fund invests in stocks, bonds, alternatives, and cash; it adjusts exposure based on the adviser’s quantitative analysis of stock market health. Third-party ETFs, rather than individual securities, are employed to achieve the desired investment allocations.

Although there were signs last fall that a U.S. recession might be in prospect for 2024, persistently rising stock prices suggested that our caution was either premature or just plain wrong. Due to that, we maintained an above-neutral weight (>50%) to equities during the fiscal year.

• Long-stock average allocation = 56.96% • Fixed income average allocation = 23.86%

• Equity hedge average = 5.84% • Cash equivalents average = 13.34%

• Net equity average exposure = 51.12%

LAST TWELVE MONTHS’ PERFORMANCE VS. BENCHMARK

For the twelve months ended September 30th, the Fund’s total return trailed both the S&P 500 Index and a blended benchmark composed of 50% domestic equities (S&P 500) and 50% fixed income (Bloomberg Global Aggregate).

• Average net allocation to equities (51%) largely accounted for the performance disparity with the S&P 500, which is 100% invested in the securities of 500 of the largest companies listed on U.S. exchanges.

• Measured against the 50/50 benchmark, the return gap was attributable to three strategy characteristics: (1) less exposure to fixed income (24% vs. 50%), (2) a portfolio weighting system that moderates the influence from the performance of securities with the largest market capitalization, (3) actively managed security selection that favors value attributes.

LAST TWELVE MONTHS’ KEY PERFORMANCE DYNAMICS

• At the sub-asset class level, the equity hedge detracted nearly 1.4% from performance.

• As stocks surged, our quantitative work advised less aggressive equity exposure because of pricey valuations, declining investor sentiment, and worsening economic conditions.

• All of the Fund’s Energy sector holdings had losses; most were ETFs with broad exposure across the range of energy industries, which are swayed by performance from securities with the largest market capitalization.

• Although Financials exposure was a solid performance positive on the whole, the portion dedicated to regional bank stocks was a drag.

• Info-Tech concentrations were decidedly the best-performing equity allocations, which included a diversified Technology ETF and holdings specifically targeting semiconductors and software equities.

• Holdings associated with equities from homebuilding/construction businesses and the Communication Services sector were collectively value-added.

• Fixed-income subsets all provided positive results.

Leuthold Core ETF

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HOW DID THE FUND PERFORM SINCE INCEPTION?*

The $10,000 chart reflects a hypothetical $10,000 investment in the class of shares noted and assumes the maximum sales charge. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including 12b-1 fees, management fees and other expenses were deducted.

CUMULATIVE PERFORMANCE (Initial Investment of $10,000)

ANNUAL AVERAGE TOTAL RETURN (%)

	Leuthold Core ETF	Bloomberg Global Aggregate	S&P 500 TR	50% S&P 500 / 50% Bloomberg Global Aggregate
1/3/2020	10000	10000	10000	10000
1/31/2020	9981	10094	9981	10037
2/29/2020	9645	10161	9160	9658
3/31/2020	9069	9934	8028	8953
4/30/2020	9654	10129	9057	9615
5/31/2020	9954	10173	9489	9865
6/30/2020	10102	10264	9678	10007
7/31/2020	10511	10591	10223	10449
8/31/2020	10854	10575	10958	10816
9/30/2020	10652	10537	10542	10591
10/31/2020	10495	10547	10261	10456
11/30/2020	11019	10739	11385	11123
12/31/2020	11361	10883	11822	11412
1/31/2021	11425	10787	11703	11304
2/28/2021	11510	10601	12026	11362
3/31/2021	11694	10397	12552	11502
4/30/2021	12045	10529	13222	11881
5/31/2021	12190	10628	13315	11979
6/30/2021	12159	10534	13625	12066
7/31/2021	12273	10674	13949	12289
8/31/2021	12459	10630	14373	12450
9/30/2021	12099	10441	13705	12050
10/31/2021	12536	10416	14665	12458
11/30/2021	12465	10385	14563	12397
12/31/2021	12715	10371	15216	12666
1/31/2022	12340	10158	14429	12208
2/28/2022	12308	10037	13997	11953
3/31/2022	12366	9732	14516	11993
4/30/2022	11828	9198	13250	11141
5/31/2022	11958	9224	13275	11167
6/30/2022	11335	8928	12179	10527
7/31/2022	11826	9117	13302	11124
8/31/2022	11602	8758	12759	10678
9/30/2022	11090	8308	11584	9912
10/31/2022	11619	8251	12522	10279
11/30/2022	12027	8639	13222	10808
12/31/2022	11772	8686	12460	10526
1/31/2023	12162	8971	13243	11029
2/28/2023	11869	8672	12920	10711
3/31/2023	12069	8947	13394	11077
4/30/2023	12088	8986	13603	11188
5/31/2023	12077	8811	13663	11103
6/30/2023	12591	8810	14565	11470
7/31/2023	12879	8871	15033	11693
8/31/2023	12677	8749	14794	11520
9/30/2023	12313	8494	14089	11077
10/31/2023	12152	8392	13792	10895
11/30/2023	12768	8816	15052	11667
12/31/2023	13260	9182	15736	12174
1/31/2024	13307	9055	16000	12193
2/29/2024	13617	8941	16854	12442
3/31/2024	13912	8991	17397	12676
4/30/2024	13436	8764	16686	12257
5/31/2024	13795	8879	17514	12641
6/30/2024	13915	8891	18142	12877
7/31/2024	14263	9137	18363	13133
8/31/2024	14447	9353	18808	13448
9/30/2024	14611	9512	19210	13706

	1 Year	Since Inception (01/03/2020)
Leuthold Core ETF NAV	18.67	8.32
S&P 500 TR	36.35	14.76
Bloomberg Global Aggregate	11.99	-1.05
50% S&P 500 / 50% Bloomberg Global Aggregate	23.73	6.87

Visit https://funds.leutholdgroup.com for more recent performance information.
*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of September 30, 2024)
Net Assets	$88,464,543
Number of Holdings	26
Net Advisory Fee	$358,423
Portfolio Turnover	39.78%
Visithttps://funds.leutholdgroup.com for more recent performance Information

WHAT DID THE FUND INVEST IN? (as of September 30, 2024)*

Security Type	(%)
Exchange Traded Funds	90.1%
Money Market Funds	9.8%
Cash & Other	0.1%

Industry	(%)
Semiconductors	3.9%
Internet Content & Information	3.7%
Residential Construction	3.7%
Health Care Plans	3.3%
Software - Infrastructure	3.2%
Insurance - Property & Casualty	2.5%
Banks - Diversified	2.3%
Telecom Services	2.3%
Credit Services	2.3%
Cash & Other	72.8%

Top Sectors	(%)
Financials	15.7%
Information Technology	12.9%
Communication Services	9.6%
Consumer Discretionary	8.6%
Health Care	8.4%
Industrials	3.8%
Materials	0.9%
Cash & Other	40.1%

Percentages are stated as a percent of net assets.

Leuthold Core ETF

Page 2

TSR-AR-527289789

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://funds.leutholdgroup.com

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Leuthold Weeden Capital Management documents not be householded, please contact Leuthold Weeden Capital Management at 866-306-8117, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Leuthold Weeden Capital Management or your financial intermediary.

Leuthold Core ETF

Page 3

TSR-AR-527289789

qr_leu202410040805403_c1155

Leuthold Core Investment Fund

Institutional | LCRIX

Annual Shareholder Report | September 30, 2024

This annual shareholder report contains important information about the Leuthold Core Investment Fund for the period of October 1, 2023, to September 30, 2024. You can find additional information about the Fund at https://funds.leutholdgroup.com. You can also request this information by contacting us at 800-273-6886.

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Institutional	$133	1.31%

POSITIONING

The Fund invests in stocks, bonds, alternatives, and cash; it adjusts exposure based on the adviser’s quantitative analysis of stock market health.

• Long-stock average allocation = 67.57% • Equity hedge average = 13.13%

• Net equity average exposure = 54.44% • Fixed income average allocation = 15.31%

• Cash equivalents average = 3.99%

LAST TWELVE MONTHS’ PERFORMANCE VS. BENCHMARK

• Average net allocation to equities (54%) largely accounted for the performance disparity with the S&P 500, which is 100% invested in the securities of 500 of the largest companies listed on U.S. exchanges.

• Measured against the 50/50 benchmark, the underperformance was attributable to three strategy characteristics: (1) notably less exposure to fixed income (15% vs. 50%), (2) a stock-weighting system not dominated by the performance of the biggest stocks, (3) actively managed equity selection that favors value attributes.

LAST TWELVE MONTHS’ KEY PERFORMANCE DYNAMICS

• At the sub-asset class level, the equity hedge detracted 3% from performance.

• As stocks surged, our quantitative work advised less aggressive equity exposure because of pricey valuations, declining investor sentiment, and worsening economic conditions.

• Equity concentrations in oil & gas equipment, cable & satellite, and auto retailers dragged down results.

• Homebuilding and construction-related stocks were the biggest gainers on an absolute basis and outpaced the S&P 500’s associated exposure.

• Equities from Info Tech and Communication Services sectors were additive: semiconductors, software, hardware/storage/peripherals, interactive media, and internet services.

• Fixed-income subsets provided positive results, with developed market sovereign debt being the best performer.

Leuthold Core Investment Fund

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HOW DID THE FUND PERFORM OVER THE PAST 10 YEARS?*

The $1,000,000 chart reflects a hypothetical $1,000,000 investment in the class of shares noted and assumes the maximum sales charge. The chart uses total return NAV performance and assumes reinvestment of dividends and capital gains. Fund expenses, including 12b-1 fees, management fees and other expenses were deducted.

CUMULATIVE PERFORMANCE (Initial Investment of $1,000,000)

ANNUAL AVERAGE TOTAL RETURN (%)

	Leuthold Core Investment Fund (Inst)	Bloomberg Global Aggregate	S&P 500 TR	50% S&P 500 / 50% Bloomberg Global Aggregate
9/30/2014	1000000	1000000	1000000	1000000
10/31/2014	1016976	1000139	1024425	1012282
11/30/2014	1035281	996487	1051977	1024047
12/31/2014	1041340	989626	1049327	1019231
1/31/2015	1029493	988061	1017827	1003127
2/28/2015	1053750	980060	1076323	1027891
3/31/2015	1062251	970613	1059301	1014809
4/30/2015	1052092	980936	1069463	1025073
5/31/2015	1065638	963397	1083216	1022500
6/30/2015	1057736	959178	1062247	1010364
7/31/2015	1065073	961327	1084502	1022080
8/31/2015	1033465	962445	1019070	991842
9/30/2015	1040301	967350	993855	982099
10/31/2015	1048203	969394	1077691	1024558
11/30/2015	1040389	953344	1080895	1017600
12/31/2015	1032179	958412	1063848	1012280
1/31/2016	1006961	966717	1011055	991549
2/29/2016	1019863	988244	1009691	1001920
3/31/2016	1049186	1014949	1078187	1049441
4/30/2016	1042149	1028449	1082366	1058455
5/31/2016	1050946	1014652	1101804	1060859
6/30/2016	1035111	1044282	1104659	1077723
7/31/2016	1063262	1052154	1145386	1101652
8/31/2016	1064435	1047043	1146994	1099750
9/30/2016	1060329	1052808	1147211	1102882
10/31/2016	1036871	1023588	1126284	1077518
11/30/2016	1069877	982919	1167996	1076065
12/31/2016	1079893	978403	1191083	1084228
1/31/2017	1098745	989433	1213674	1100622
2/28/2017	1121722	994110	1261864	1125073
3/31/2017	1120281	995637	1263336	1126594
4/30/2017	1134432	1006860	1276310	1138728
5/31/2017	1150352	1022441	1294271	1155551
6/30/2017	1159968	1021543	1302349	1158650
7/31/2017	1178839	1038719	1329129	1180303
8/31/2017	1190044	1049009	1333198	1187956
9/30/2017	1213325	1039560	1360699	1194858
10/31/2017	1236340	1035626	1392452	1206539
11/30/2017	1253254	1047127	1435158	1231741
12/31/2017	1251432	1050756	1451115	1240722
1/31/2018	1308066	1063277	1534197	1283633
2/28/2018	1273355	1053842	1477651	1254283
3/31/2018	1263717	1065059	1440099	1245020
4/30/2018	1246648	1048000	1445625	1237438
5/31/2018	1247867	1040051	1480438	1247645
6/30/2018	1234425	1035426	1489550	1248711
7/31/2018	1254562	1033698	1544982	1270903
8/31/2018	1274088	1034782	1595326	1292276
9/30/2018	1254019	1025862	1604406	1290384
10/31/2018	1217369	1014403	1494745	1239078
11/30/2018	1221010	1017575	1525205	1253640
12/31/2018	1175289	1038148	1387493	1209717
1/31/2019	1220337	1053954	1498681	1267397
2/28/2019	1222354	1047887	1546801	1284096
3/31/2019	1225239	1061006	1576858	1304610
4/30/2019	1242078	1057865	1640704	1329091
5/31/2019	1212441	1072190	1536441	1295859
6/30/2019	1252883	1095962	1644723	1355888
7/31/2019	1263003	1092916	1668361	1363748
8/31/2019	1277846	1115141	1641934	1366813
9/30/2019	1270652	1103798	1672655	1372648
10/31/2019	1286865	1111148	1708885	1392084
11/30/2019	1293180	1102723	1770915	1412071
12/31/2019	1312791	1109153	1824365	1437498
1/31/2020	1311419	1123311	1823650	1446391
2/29/2020	1264093	1130867	1673528	1391723
3/31/2020	1168939	1105528	1466826	1290183
4/30/2020	1237660	1127233	1654864	1385545
5/31/2020	1279579	1132178	1733682	1421580
6/30/2020	1291262	1142237	1768160	1442030
7/31/2020	1343489	1178667	1867858	1505680
8/31/2020	1373039	1176870	2002121	1558647
9/30/2020	1356546	1172637	1926047	1526232
10/31/2020	1335930	1173758	1874826	1506668
11/30/2020	1411194	1195100	2080052	1602828
12/31/2020	1446284	1211153	2160026	1644406
1/31/2021	1445596	1200486	2138219	1628864
2/28/2021	1475182	1179822	2197180	1637303
3/31/2021	1535043	1157126	2293407	1657408
4/30/2021	1580454	1171744	2415803	1712104
5/31/2021	1612105	1182749	2432676	1726123
6/30/2021	1590087	1172314	2489466	1738657
7/31/2021	1616921	1187918	2548603	1770878
8/31/2021	1636187	1182978	2626095	1794119
9/30/2021	1581142	1161958	2503956	1736457
10/31/2021	1629994	1159149	2679388	1795188
11/30/2021	1626080	1155758	2660823	1786343
12/31/2021	1667255	1154145	2780070	1825124
1/31/2022	1618133	1130492	2636210	1759200
2/28/2022	1603686	1117056	2557278	1722409
3/31/2022	1598629	1083038	2652229	1728159
4/30/2022	1552397	1023700	2420949	1605468
5/31/2022	1585626	1026495	2425391	1609132
6/30/2022	1495329	993557	2225190	1516904
7/31/2022	1545173	1014679	2430362	1602960
8/31/2022	1514111	974638	2331248	1538647
9/30/2022	1453431	924561	2116543	1428265
10/31/2022	1527113	918203	2287901	1481171
11/30/2022	1588340	961414	2415758	1557411
12/31/2022	1555056	966613	2276576	1516757
1/31/2023	1593759	998346	2419622	1589306
2/28/2023	1563571	965157	2360586	1543500
3/31/2023	1576138	995677	2447253	1596238
4/30/2023	1586237	1000071	2485450	1612217
5/31/2023	1576138	980522	2496254	1599963
6/30/2023	1646753	980445	2661194	1652760
7/31/2023	1670133	987234	2746685	1685030
8/31/2023	1654546	973729	2702954	1660090
9/30/2023	1610788	945283	2574083	1596267
10/31/2023	1600628	933984	2519959	1569945
11/30/2023	1679155	981082	2750095	1681216
12/31/2023	1739297	1021857	2875033	1754342
1/31/2024	1767152	1007757	2923346	1756979
2/29/2024	1813850	995092	3079440	1792846
3/31/2024	1860302	1000570	3178520	1826623
4/30/2024	1779670	975319	3048694	1766270
5/31/2024	1828214	988101	3199863	1821634
6/30/2024	1831215	989519	3314681	1855624
7/31/2024	1898885	1016844	3355028	1892538
8/31/2024	1912914	1040902	3436410	1937880
9/30/2024	1928282	1058617	3509802	1975064

	1 Year	5 Year	10 Year
Institutional (without sales charge)	19.71	8.70	6.79
S&P 500 TR	36.35	15.98	13.38
Bloomberg Global Aggregate	11.99	-0.83	0.57
50% S&P 500 / 50% Bloomberg Global Aggregate	23.73	7.55	7.04

Visit https://funds.leutholdgroup.com for more recent performance information.

*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of September 30, 2024)
Net Assets	$571,641,676
Number of Holdings	211
Net Advisory Fee	$4,891,861
Portfolio Turnover	39.54%
Visit https://funds.leutholdgroup.com for more recent performance Information

WHAT DID THE FUND INVEST IN? (as of September 30, 2024)*

Security Type	(%)
Common Stocks	63.2%
Money Market Funds	12.6%
Exchange Traded Funds	3.0%
U.S. Treasury Bills	3.0%
U.S. Treasury Securities	1.8%
Foreign Government Debt Obligations	1.7%
Corporate Bonds	0.9%
Real Estate Investment Trusts	0.0%
Cash & Other	13.8%

Industry	(%)
Health Care Providers & Services	8.0%
Household Durables	7.2%
Software	6.3%
Banks	6.1%
Insurance	6.0%
Interactive Media & Services	5.1%
Trading Companies & Distributors	3.7%
Semiconductors & Semiconductor Equipment	3.1%
Financial Services	3.1%
Cash & Other	51.4%

Top Sectors	(%)
Financials	16.3%
Information Technology	13.7%
Consumer Discretionary	9.4%
Communication Services	8.9%
Health Care	7.3%
Industrials	4.5%
Materials	3.3%
Public Administration	1.8%
Government	1.7%
Cash & Other	33.1%

Percentages are stated as a percent of net assets.

Leuthold Core Investment Fund

PAGE 2

TSR-AR-527289409

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://funds.leutholdgroup.com

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Leuthold Weeden Capital Management documents not be householded, please contact Leuthold Weeden Capital Management at 800-273-6886, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Leuthold Weeden Capital Management or your financial intermediary.

Leuthold Core Investment Fund

PAGE 3

TSR-AR-527289409

qr_leu202410040805403_c1155

Leuthold Core Investment Fund

Retail | LCORX

Annual Shareholder Report | September 30, 2024

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Retail	$143	1.40%

POSITIONING

The Fund invests in stocks, bonds, alternatives, and cash; it adjusts exposure based on the adviser’s quantitative analysis of stock market health.

• Long-stock average allocation = 67.57% • Equity hedge average = 13.13%

• Net equity average exposure = 54.44% • Fixed income average allocation = 15.31%

• Cash equivalents average = 3.99%

LAST TWELVE MONTHS’ PERFORMANCE VS. BENCHMARK

LAST TWELVE MONTHS’ KEY PERFORMANCE DYNAMICS

• At the sub-asset class level, the equity hedge detracted 3% from performance.

• As stocks surged, our quantitative work advised less aggressive equity exposure because of pricey valuations, declining investor sentiment, and worsening economic conditions.

• Equity concentrations in oil & gas equipment, cable & satellite, and auto retailers dragged down results.

• Homebuilding and construction-related stocks were the biggest gainers on an absolute basis and outpaced the S&P 500’s associated exposure.

• Equities from Info Tech and Communication Services sectors were additive: semiconductors, software, hardware/storage/peripherals, interactive media, and internet services.

• Fixed-income subsets provided positive results, with developed market sovereign debt being the best performer.

Leuthold Core Investment Fund

PAGE 1

TSR-AR-527289102

HOW DID THE FUND PERFORM OVER THE PAST 10 YEARS?*

CUMULATIVE PERFORMANCE (Initial Investment of $10,000)

ANNUAL AVERAGE TOTAL RETURN (%)

	Leuthold Core Investment Fund (Ret)	Bloomberg Global Aggregate	S&P 500 TR	50% S&P 500 / 50% Bloomberg Global Aggregate
9/30/2014	10000	10000	10000	10000
10/31/2014	10170	10001	10244	10123
11/30/2014	10353	9965	10520	10240
12/31/2014	10419	9896	10493	10192
1/31/2015	10295	9881	10178	10031
2/28/2015	10537	9801	10763	10279
3/31/2015	10623	9706	10593	10148
4/30/2015	10521	9809	10695	10251
5/31/2015	10657	9634	10832	10225
6/30/2015	10578	9592	10622	10104
7/31/2015	10646	9613	10845	10221
8/31/2015	10330	9624	10191	9918
9/30/2015	10403	9673	9939	9821
10/31/2015	10476	9694	10777	10246
11/30/2015	10398	9533	10809	10176
12/31/2015	10316	9584	10638	10123
1/31/2016	10058	9667	10111	9915
2/29/2016	10187	9882	10097	10019
3/31/2016	10486	10149	10782	10494
4/30/2016	10410	10284	10824	10585
5/31/2016	10498	10146	11018	10609
6/30/2016	10334	10443	11047	10777
7/31/2016	10615	10522	11454	11016
8/31/2016	10627	10470	11470	10997
9/30/2016	10586	10528	11472	11029
10/31/2016	10351	10236	11263	10775
11/30/2016	10675	9829	11680	10761
12/31/2016	10781	9784	11911	10842
1/31/2017	10970	9894	12137	11006
2/28/2017	11193	9941	12619	11251
3/31/2017	11179	9956	12633	11266
4/30/2017	11315	10069	12763	11387
5/31/2017	11474	10224	12943	11555
6/30/2017	11574	10215	13023	11586
7/31/2017	11762	10387	13291	11803
8/31/2017	11868	10490	13332	11880
9/30/2017	12100	10396	13607	11949
10/31/2017	12324	10356	13925	12065
11/30/2017	12493	10471	14352	12317
12/31/2017	12481	10508	14511	12407
1/31/2018	13040	10633	15342	12836
2/28/2018	12694	10538	14777	12543
3/31/2018	12595	10651	14401	12450
4/30/2018	12425	10480	14456	12374
5/31/2018	12437	10400	14804	12476
6/30/2018	12299	10354	14896	12487
7/31/2018	12500	10337	15450	12709
8/31/2018	12695	10348	15953	12923
9/30/2018	12491	10259	16044	12904
10/31/2018	12125	10144	14947	12391
11/30/2018	12162	10176	15252	12536
12/31/2018	11706	10381	13875	12097
1/31/2019	12155	10540	14987	12674
2/28/2019	12175	10479	15468	12841
3/31/2019	12201	10610	15769	13046
4/30/2019	12369	10579	16407	13291
5/31/2019	12074	10722	15364	12959
6/30/2019	12474	10960	16447	13559
7/31/2019	12575	10929	16684	13637
8/31/2019	12723	11151	16419	13668
9/30/2019	12642	11038	16727	13726
10/31/2019	12810	11111	17089	13921
11/30/2019	12866	11027	17709	14121
12/31/2019	13061	11091	18244	14375
1/31/2020	13047	11233	18236	14464
2/29/2020	12575	11309	16735	13917
3/31/2020	11628	11055	14668	12902
4/30/2020	12313	11272	16549	13855
5/31/2020	12731	11322	17337	14216
6/30/2020	12840	11422	17682	14420
7/31/2020	13361	11787	18679	15057
8/31/2020	13655	11769	20021	15586
9/30/2020	13491	11726	19260	15262
10/31/2020	13279	11738	18748	15067
11/30/2020	14036	11951	20801	16028
12/31/2020	14378	12111	21600	16444
1/31/2021	14372	12005	21382	16289
2/28/2021	14666	11798	21972	16373
3/31/2021	15256	11571	22934	16574
4/30/2021	15709	11717	24158	17121
5/31/2021	16017	11827	24327	17261
6/30/2021	15798	11723	24895	17387
7/31/2021	16065	11879	25486	17709
8/31/2021	16257	11830	26261	17941
9/30/2021	15709	11620	25040	17365
10/31/2021	16195	11591	26794	17952
11/30/2021	16150	11558	26608	17863
12/31/2021	16560	11541	27801	18251
1/31/2022	16070	11305	26362	17592
2/28/2022	15926	11171	25573	17224
3/31/2022	15876	10830	26522	17282
4/30/2022	15415	10237	24209	16055
5/31/2022	15746	10265	24254	16091
6/30/2022	14846	9936	22252	15169
7/31/2022	15336	10147	24304	16030
8/31/2022	15026	9746	23312	15386
9/30/2022	14422	9246	21165	14283
10/31/2022	15156	9182	22879	14812
11/30/2022	15759	9614	24158	15574
12/31/2022	15435	9666	22766	15168
1/31/2023	15813	9983	24196	15893
2/28/2023	15512	9652	23606	15435
3/31/2023	15634	9957	24473	15962
4/30/2023	15735	10001	24855	16122
5/31/2023	15634	9805	24963	16000
6/30/2023	16326	9804	26612	16528
7/31/2023	16559	9872	27467	16850
8/31/2023	16404	9737	27030	16601
9/30/2023	15972	9453	25741	15963
10/31/2023	15871	9340	25200	15699
11/30/2023	16645	9811	27501	16812
12/31/2023	17241	10219	28750	17543
1/31/2024	17518	10078	29233	17570
2/29/2024	17976	9951	30794	17928
3/31/2024	18435	10006	31785	18266
4/30/2024	17632	9753	30487	17663
5/31/2024	18115	9881	31999	18216
6/30/2024	18149	9895	33147	18556
7/31/2024	18815	10168	33550	18925
8/31/2024	18947	10409	34364	19379
9/30/2024	19105	10586	35098	19751

	1 Year	5 Year	10 Year
Retail (without sales charge)	19.62	8.61	6.69
S&P 500 TR	36.35	15.98	13.38
Bloomberg Global Aggregate	11.99	-0.83	0.57
50% S&P 500 / 50% Bloomberg Global Aggregate	23.73	7.55	7.04

Visit https://funds.leutholdgroup.com for more recent performance information.

*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of September 30, 2024)
Net Assets	$571,641,676
Number of Holdings	211
Net Advisory Fee	$4,891,861
Portfolio Turnover	39.54%
Visit https://funds.leutholdgroup.com for more recent performance Information.

WHAT DID THE FUND INVEST IN? (as of September 30, 2024)*

Security Type	(%)
Common Stocks	63.2%
Money Market Funds	12.6%
Exchange Traded Funds	3.0%
U.S. Treasury Bills	3.0%
U.S. Treasury Securities	1.8%
Foreign Government Debt Obligations	1.7%
Corporate Bonds	0.9%
Real Estate Investment Trusts	0.0%
Cash & Other	13.8%

Industry	(%)
Health Care Providers & Services	8.0%
Household Durables	7.2%
Software	6.3%
Banks	6.1%
Insurance	6.0%
Interactive Media & Services	5.1%
Trading Companies & Distributors	3.7%
Semiconductors & Semiconductor Equipment	3.1%
Financial Services	3.1%
Cash & Other	51.4%

Top Sectors	(%)
Financials	16.3%
Information Technology	13.7%
Consumer Discretionary	9.4%
Communication Services	8.9%
Health Care	7.3%
Industrials	4.5%
Materials	3.3%
Public Administration	1.8%
Government	1.7%
Cash & Other	33.1%

Percentages are stated as a percent of net assets.

Leuthold Core Investment Fund

PAGE 2

TSR-AR-527289102

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://funds.leutholdgroup.com

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Leuthold Weeden Capital Management documents not be householded, please contact Leuthold Weeden Capital Management at 800-273-6886, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Leuthold Weeden Capital Management or your financial intermediary.

Leuthold Core Investment Fund

PAGE 3

TSR-AR-527289102

qr_leu202410040805403_c1155

Leuthold Global Fund

Institutional | GLBIX

Annual Shareholder Report | September 30, 2024

This annual shareholder report contains important information about the Leuthold Global Fund for the period of October 1, 2023, to September 30, 2024. You can find additional information about the Fund at https://funds.leutholdgroup.com. You can also request this information by contacting us at 800-273-6886.

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Institutional	$207	2.05%

POSITIONING

The Fund invests in stocks, bonds, alternatives, and cash traded on global exchanges; it adjusts exposure based on the adviser’s quantitative analysis of the attractiveness of global stock markets.

Although we saw signs late last year that a U.S. recession might be in prospect for 2024, persistently rising stock prices suggested that our caution was either premature or just plain wrong. Due to that, we maintained an above-neutral weight (>50%) to equities during the fiscal year.

• Long-stock average allocation = 68.51% • Developed Market (non-U.S.) equity average = 43.61%

• Equity hedge average = 13.69% • U.S. equity average allocation = 47.28%

• Net equity average exposure = 54.82% • Emerging Market average equity exposure = 6.96%

• Fixed income average allocation = 16.44% • Cash equivalents average = 1.36%

LAST TWELVE MONTHS’ PERFORMANCE VS. BENCHMARK

For the twelve months ended September 30th, the Fund’s total return trailed the MSCI All-Country World Index (ACWI) and underperformed a blended benchmark composed of 50% global equities (MSCI ACWI) and 50% fixed income(Bloomberg Global Aggregate).

• Average net allocation to equities (55%) largely accounted for the performance disparity with the MSCI ACWI, which captures large- and mid-cap stock performance across 23 developed markets and 24 emerging markets.

• Measured against the 50/50 benchmark, underperformance resulted from three strategy characteristics: (1) notably less exposure to fixed income (16% vs. 50%); (2) a stock-weighting system not dominated by the performance of the biggest stocks; and (3) actively managed equity selection that favors value attributes.

LAST TWELVE MONTHS’ KEY PERFORMANCE DYNAMICS

• At the sub-asset class level, the equity hedge detracted nearly 4% from return.

• As U.S. stocks surged, global equities followed suit. Our quantitative work advised less aggressive stock exposure due to pricey valuations, declining investor sentiment, and worsening economic conditions.

• Equity concentrations in oil & gas exploration, airlines, agricultural products, and construction & farm machinery negatively affected return, and all trailed the MSCI ACWI group holdings.

• Of the 30 country investments, none detracted from performance: 26 country allocations positively contributed to return, while the other four were flat.

• The industry positions with the biggest upside influence were homebuilding, semiconductor equipment, construction materials, and developed diversified banks. At the sector level, the best holdings were groups associated with Financials, Consumer Discretionary, and Info-Tech sectors.

• All fixed-income subsets were profitable, with developed-market sovereign debt up the most.

Leuthold Global Fund

PAGE 1

TSR-AR-527289870

HOW DID THE FUND PERFORM OVER THE PAST 10 YEARS?*

CUMULATIVE PERFORMANCE (Initial Investment of $1,000,000)

ANNUAL AVERAGE TOTAL RETURN (%)

	Leuthold Global Fund (Inst)	Bloomberg Global Aggregate	MSCI ACWI Net Total Return Index (USD)	50% MSCI ACWI / 50% BBG Global Agg
9/30/2014	1000000	1000000	1000000	1000000
10/31/2014	1004409	1000139	1007040	1003589
11/30/2014	1016262	996487	1023884	1010151
12/31/2014	1007492	989626	1004127	996927
1/31/2015	1000652	988061	988428	988345
2/28/2015	1020196	980060	1043455	1011855
3/31/2015	1020196	970613	1027287	999139
4/30/2015	1022150	980936	1057093	1018947
5/31/2015	1032899	963397	1055714	1009173
6/30/2015	1017264	959178	1030861	995084
7/31/2015	1006515	961327	1039813	1000519
8/31/2015	985017	962445	968532	966808
9/30/2015	986971	967350	933443	951759
10/31/2015	996743	969394	1006705	990113
11/30/2015	997329	953344	998392	977829
12/31/2015	991248	958412	980387	971611
1/31/2016	964896	966717	921259	946521
2/29/2016	965909	988244	914922	953804
3/31/2016	1001383	1014949	982724	1002034
4/30/2016	989221	1028449	997231	1016093
5/31/2016	990234	1014652	998488	1009918
6/30/2016	970977	1044282	992443	1021607
7/31/2016	1001383	1052154	1035211	1047470
8/31/2016	1004424	1047043	1038694	1046688
9/30/2016	1008478	1052808	1045058	1052776
10/31/2016	993275	1023588	1027319	1029231
11/30/2016	992729	982919	1035126	1012696
12/31/2016	1007944	978403	1057487	1021308
1/31/2017	1033560	989433	1086404	1041029
2/28/2017	1053608	994110	1116881	1058091
3/31/2017	1058063	995637	1130541	1065374
4/30/2017	1063631	1006860	1148163	1079681
5/31/2017	1069200	1022441	1173517	1099956
6/30/2017	1081451	1021543	1178853	1101974
7/31/2017	1107068	1038719	1211796	1126635
8/31/2017	1112636	1049009	1216439	1134374
9/30/2017	1132303	1039560	1239940	1140223
10/31/2017	1156821	1035626	1265689	1149905
11/30/2017	1167864	1047127	1290191	1167420
12/31/2017	1176455	1050756	1310992	1178853
1/31/2018	1216686	1063277	1384950	1219130
2/28/2018	1183770	1053842	1326787	1188121
3/31/2018	1170359	1065059	1298386	1181728
4/30/2018	1154511	1048000	1310784	1177906
5/31/2018	1150853	1040051	1312419	1174173
6/30/2018	1122536	1035426	1305315	1168385
7/31/2018	1128643	1033698	1344680	1185027
8/31/2018	1133529	1034782	1355240	1190302
9/30/2018	1127421	1025862	1361141	1187763
10/31/2018	1073677	1014403	1259138	1136624
11/30/2018	1069851	1017575	1277554	1146713
12/31/2018	1025298	1038148	1187560	1117917
1/31/2019	1079331	1053954	1281340	1170567
2/28/2019	1079331	1047887	1315614	1182854
3/31/2019	1077290	1061006	1332155	1197694
4/30/2019	1091794	1057865	1377138	1216142
5/31/2019	1057511	1072190	1295447	1188306
6/30/2019	1088106	1095962	1380275	1240385
7/31/2019	1093388	1092916	1384317	1240478
8/31/2019	1085465	1115141	1351480	1238378
9/30/2019	1085699	1103798	1379913	1245106
10/31/2019	1094956	1111148	1417680	1266291
11/30/2019	1104213	1102723	1452290	1276947
12/31/2019	1121295	1109153	1503430	1303153
1/31/2020	1114636	1123311	1486825	1304274
2/29/2020	1068027	1130867	1366732	1255986
3/31/2020	976139	1105528	1182219	1157134
4/30/2020	1034734	1127233	1308867	1230474
5/31/2020	1068027	1132178	1365790	1259929
6/30/2020	1073353	1142237	1409431	1285656
7/31/2020	1110641	1178667	1483971	1340154
8/31/2020	1125290	1176870	1574800	1380146
9/30/2020	1115968	1172637	1524023	1355414
10/31/2020	1090666	1173758	1486974	1339587
11/30/2020	1157251	1195100	1670263	1434326
12/31/2020	1205574	1211153	1747811	1477256
1/31/2021	1202904	1200486	1739866	1467393
2/28/2021	1250967	1179822	1780163	1471757
3/31/2021	1285679	1157126	1827713	1477258
4/30/2021	1321726	1171744	1907626	1518884
5/31/2021	1343087	1182749	1937310	1537833
6/30/2021	1335076	1172314	1962840	1541183
7/31/2021	1341752	1187918	1976366	1556749
8/31/2021	1359108	1182978	2025833	1572995
9/30/2021	1316385	1161958	1942145	1526529
10/31/2021	1344422	1159149	2041282	1563645
11/30/2021	1334839	1155758	1992125	1542531
12/31/2021	1386545	1154145	2071813	1572306
1/31/2022	1349806	1130492	1970061	1517584
2/28/2022	1347085	1117056	1919177	1488967
3/31/2022	1348446	1083038	1960747	1482421
4/30/2022	1294018	1023700	1803802	1382483
5/31/2022	1336200	1026495	1805916	1385180
6/30/2022	1236040	993557	1653685	1304574
7/31/2022	1263265	1014679	1769166	1363991
8/31/2022	1241485	974638	1704031	1311970
9/30/2022	1186001	924561	1540904	1215468
10/31/2022	1240719	918203	1633896	1247965
11/30/2022	1300178	961414	1760624	1325727
12/31/2022	1276951	966613	1691346	1303229
1/31/2023	1324193	998346	1812573	1371325
2/28/2023	1296993	965157	1760624	1328880
3/31/2023	1292699	995677	1814911	1370378
4/30/2023	1305583	1000071	1840995	1383249
5/31/2023	1271225	980522	1821275	1362321
6/30/2023	1317035	980445	1927021	1401816
7/31/2023	1345666	987234	1997566	1432329
8/31/2023	1322761	973729	1941746	1402519
9/30/2023	1295858	945283	1861455	1353037
10/31/2023	1277223	933984	1805485	1324609
11/30/2023	1335995	981082	1972127	1419135
12/31/2023	1382830	1021857	2066855	1482709
1/31/2024	1372554	1007757	2078970	1476825
2/29/2024	1394574	995092	2168186	1499233
3/31/2024	1437145	1000570	2236261	1526896
4/30/2024	1384298	975319	2162477	1482439
5/31/2024	1429805	988101	2250304	1522257
6/30/2024	1401914	989519	2300426	1540303
7/31/2024	1444485	1016844	2337523	1573989
8/31/2024	1450357	1040902	2396890	1612597
9/30/2024	1469440	1058617	2452572	1645050

	1 Year	5 Year	10 Year
Institutional (without sales charge)	13.40	6.64	3.92
MSCI ACWI Net Total Return Index (USD)	31.76	12.19	9.39
Bloomberg Global Aggregate	11.99	-0.83	0.57
50% MSCI ACWI / 50% BBG Global Agg	21.58	5.73	5.10

Visit https://funds.leutholdgroup.com for more recent performance information.

*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of September 30, 2024)
Net Assets	$20,890,864
Number of Holdings	229
Net Advisory Fee	$202,422
Portfolio Turnover	55.57%
Visit https://funds.leutholdgroup.com for more recent performance Information.

WHAT DID THE FUND INVEST IN? (as of September 30, 2024)*

Security Type	(%)
Common Stocks	66.8%
Money Market Funds	11.5%
Corporate Bonds	2.5%
U.S. Treasury Securities	2.5%
U.S. Treasury Bills	2.4%
Foreign Government Debt Obligations	2.3%
Real Estate Investment Trusts	0.0%
Exchange Traded Funds	-3.2%
Cash & Other	15.2%

Industry	(%)
Insurance	10.0%
Banks	9.6%
Household Durables	7.4%
Oil, Gas & Consumable Fuels	6.9%
Health Care Providers & Services	5.5%
Capital Markets	5.0%
Wireless Telecommunication Services	4.5%
Transportation Infrastructure	4.4%
Broadline Retail	4.3%
Cash & Other	42.4%

Top Sectors	(%)
Financials	24.6%
Consumer Discretionary	11.8%
Communication Services	7.5%
Energy	6.9%
Industrials	6.5%
Health Care	5.2%
Information Technology	3.7%
Materials	3.4%
Public Administration	2.5%
Cash & Other	27.9%

Percentages are stated as a percent of net assets.

Leuthold Global Fund

PAGE 2

TSR-AR-527289870

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://funds.leutholdgroup.com

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Leuthold Weeden Capital Management documents not be householded, please contact Leuthold Weeden Capital Management at 800-273-6886, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Leuthold Weeden Capital Management or your financial intermediary.

Leuthold Global Fund

PAGE 3

TSR-AR-527289870

qr_leu202410040805403_c1155

Leuthold Global Fund

Retail | GLBLX

Annual Shareholder Report | September 30, 2024

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Retail	$233	2.30%

POSITIONING

The Fund invests in stocks, bonds, alternatives, and cash traded on global exchanges; it adjusts exposure based on the adviser’s quantitative analysis of the attractiveness of global stock markets.

• Long-stock average allocation = 68.51% • Developed Market (non-U.S.) equity average = 43.61%

• Equity hedge average = 13.69% • U.S. equity average allocation = 47.28%

• Net equity average exposure = 54.82% • Emerging Market average equity exposure = 6.96%

• Fixed income average allocation = 16.44% • Cash equivalents average = 1.36%

LAST TWELVE MONTHS’ PERFORMANCE VS. BENCHMARK

LAST TWELVE MONTHS’ KEY PERFORMANCE DYNAMICS

• At the sub-asset class level, the equity hedge detracted nearly 4% from return.

• Equity concentrations in oil & gas exploration, airlines, agricultural products, and construction & farm machinery negatively affected return, and all trailed the MSCI ACWI group holdings.

• Of the 30 country investments, none detracted from performance: 26 country allocations positively contributed to return, while the other four were flat.

• All fixed-income subsets were profitable, with developed-market sovereign debt up the most.

Leuthold Global Fund

PAGE 1

TSR-AR-527289888

HOW DID THE FUND PERFORM OVER THE PAST 10 YEARS?*

CUMULATIVE PERFORMANCE (Initial Investment of $10,000)

ANNUAL AVERAGE TOTAL RETURN (%)

	Leuthold Global Fund (Ret)	Bloomberg Global Aggregate	MSCI ACWI Net Total Return Index (USD)	50% MSCI ACWI / 50% BBG Global Agg
9/30/2014	10000	10000	10000	10000
10/31/2014	10053	10001	10070	10036
11/30/2014	10163	9965	10239	10101
12/31/2014	10075	9896	10041	9969
1/31/2015	10006	9881	9884	9883
2/28/2015	10193	9801	10435	10119
3/31/2015	10193	9706	10273	9991
4/30/2015	10213	9809	10571	10189
5/31/2015	10321	9634	10557	10092
6/30/2015	10164	9592	10309	9951
7/31/2015	10056	9613	10398	10005
8/31/2015	9830	9624	9685	9668
9/30/2015	9859	9673	9334	9518
10/31/2015	9957	9694	10067	9901
11/30/2015	9964	9533	9984	9778
12/31/2015	9892	9584	9804	9716
1/31/2016	9627	9667	9213	9465
2/29/2016	9638	9882	9149	9538
3/31/2016	9984	10149	9827	10020
4/30/2016	9862	10284	9972	10161
5/31/2016	9872	10146	9985	10099
6/30/2016	9678	10443	9924	10216
7/31/2016	9974	10522	10352	10475
8/31/2016	10004	10470	10387	10467
9/30/2016	10045	10528	10451	10528
10/31/2016	9892	10236	10273	10292
11/30/2016	9887	9829	10351	10127
12/31/2016	10032	9784	10575	10213
1/31/2017	10290	9894	10864	10410
2/28/2017	10480	9941	11169	10581
3/31/2017	10525	9956	11305	10654
4/30/2017	10581	10069	11482	10797
5/31/2017	10637	10224	11735	11000
6/30/2017	10760	10215	11789	11020
7/31/2017	11018	10387	12118	11266
8/31/2017	11063	10490	12164	11344
9/30/2017	11253	10396	12399	11402
10/31/2017	11499	10356	12657	11499
11/30/2017	11610	10471	12902	11674
12/31/2017	11691	10508	13110	11788
1/31/2018	12083	10633	13850	12191
2/28/2018	11752	10538	13268	11881
3/31/2018	11629	10651	12984	11817
4/30/2018	11470	10480	13108	11779
5/31/2018	11421	10400	13124	11742
6/30/2018	11141	10354	13053	11684
7/31/2018	11203	10337	13447	11850
8/31/2018	11252	10348	13552	11903
9/30/2018	11178	10259	13611	11878
10/31/2018	10638	10144	12591	11366
11/30/2018	10599	10176	12776	11467
12/31/2018	10162	10381	11876	11179
1/31/2019	10691	10540	12813	11706
2/28/2019	10691	10479	13156	11828
3/31/2019	10665	10610	13322	11977
4/30/2019	10811	10579	13771	12161
5/31/2019	10466	10722	12954	11883
6/30/2019	10766	10960	13803	12404
7/31/2019	10819	10929	13843	12405
8/31/2019	10740	11151	13515	12384
9/30/2019	10735	11038	13799	12451
10/31/2019	10828	11111	14177	12663
11/30/2019	10921	11027	14523	12769
12/31/2019	11090	11091	15034	13031
1/31/2020	11023	11233	14868	13043
2/29/2020	10555	11309	13667	12560
3/31/2020	9633	11055	11822	11571
4/30/2020	10208	11272	13089	12305
5/31/2020	10542	11322	13658	12599
6/30/2020	10595	11422	14094	12857
7/31/2020	10956	11787	14840	13401
8/31/2020	11103	11769	15748	13801
9/30/2020	11010	11726	15240	13554
10/31/2020	10769	11738	14870	13396
11/30/2020	11424	11951	16703	14343
12/31/2020	11896	12111	17478	14773
1/31/2021	11910	12005	17399	14674
2/28/2021	12391	11798	17802	14718
3/31/2021	12698	11571	18277	14773
4/30/2021	13046	11717	19076	15189
5/31/2021	13260	11827	19373	15378
6/30/2021	13180	11723	19628	15412
7/31/2021	13246	11879	19764	15567
8/31/2021	13420	11830	20258	15730
9/30/2021	12993	11620	19421	15265
10/31/2021	13273	11591	20413	15636
11/30/2021	13177	11558	19921	15425
12/31/2021	13682	11541	20718	15723
1/31/2022	13327	11305	19701	15176
2/28/2022	13300	11171	19192	14890
3/31/2022	13314	10830	19607	14824
4/30/2022	12769	10237	18038	13825
5/31/2022	13191	10265	18059	13852
6/30/2022	12188	9936	16537	13046
7/31/2022	12461	10147	17692	13640
8/31/2022	12243	9746	17040	13120
9/30/2022	11704	9246	15409	12155
10/31/2022	12238	9182	16339	12480
11/30/2022	12819	9614	17606	13257
12/31/2022	12594	9666	16913	13032
1/31/2023	13053	9983	18126	13713
2/28/2023	12781	9652	17606	13289
3/31/2023	12738	9957	18149	13704
4/30/2023	12867	10001	18410	13832
5/31/2023	12523	9805	18213	13623
6/30/2023	12982	9804	19270	14018
7/31/2023	13254	9872	19976	14323
8/31/2023	13025	9737	19417	14025
9/30/2023	12752	9453	18615	13530
10/31/2023	12566	9340	18055	13246
11/30/2023	13154	9811	19721	14191
12/31/2023	13603	10219	20669	14827
1/31/2024	13500	10078	20790	14768
2/29/2024	13720	9951	21682	14992
3/31/2024	14117	10006	22363	15269
4/30/2024	13603	9753	21625	14824
5/31/2024	14044	9881	22503	15223
6/30/2024	13779	9895	23004	15403
7/31/2024	14191	10168	23375	15740
8/31/2024	14235	10409	23969	16126
9/30/2024	14441	10586	24526	16450

	1 Year	5 Year	10 Year
Institutional (without sales charge)	13.24	6.11	3.74
MSCI ACWI Net Total Return Index (USD)	31.76	12.19	9.39
Bloomberg Global Aggregate	11.99	-0.83	0.57
50% MSCI ACWI / 50% BBG Global Agg	21.58	5.73	5.10

Visit https://funds.leutholdgroup.com for more recent performance information.

*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of September 30, 2024)
Net Assets	$20,890,864
Number of Holdings	229
Net Advisory Fee	$202,422
Portfolio Turnover	55.57%
Visit https://funds.leutholdgroup.com for more recent performance Information.

WHAT DID THE FUND INVEST IN? (as of September 30, 2024)*

Security Type	(%)
Common Stocks	66.8%
Money Market Funds	11.5%
Corporate Bonds	2.5%
U.S. Treasury Securities	2.5%
U.S. Treasury Bills	2.4%
Foreign Government Debt Obligations	2.3%
Real Estate Investment Trusts	0.0%
Exchange Traded Funds	-3.2%
Cash & Other	15.2%

Industry	(%)
Insurance	10.0%
Banks	9.6%
Household Durables	7.4%
Oil, Gas & Consumable Fuels	6.9%
Health Care Providers & Services	5.5%
Capital Markets	5.0%
Wireless Telecommunication Services	4.5%
Transportation Infrastructure	4.4%
Broadline Retail	4.3%
Cash & Other	42.4%

Top Sectors	(%)
Financials	24.6%
Consumer Discretionary	11.8%
Communication Services	7.5%
Energy	6.9%
Industrials	6.5%
Health Care	5.2%
Information Technology	3.7%
Materials	3.4%
Public Administration	2.5%
Cash & Other	27.9%

Percentages are stated as a percent of net assets.

Leuthold Global Fund

PAGE 2

TSR-AR-527289888

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://funds.leutholdgroup.com

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Leuthold Weeden Capital Management documents not be householded, please contact Leuthold Weeden Capital Management at 800-273-6886, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Leuthold Weeden Capital Management or your financial intermediary.

Leuthold Global Fund

PAGE 3

TSR-AR-527289888

qr_leu202410040805403_c1155

Leuthold Grizzly Short Fund

Retail | GRZZX

Annual Shareholder Report | September 30, 2024

This annual shareholder report contains important information about the Leuthold Grizzly Short Fund for the period of October 1, 2023, to September 30, 2024. You can find additional information about the Fund at https://funds.leutholdgroup.com. You can also request this information by contacting us at 800-273-6886.

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Retail	$285	2.91%

POSITIONING

The Fund sells short equity securities to attempt to profit from declining prices. Over the last year, the largest exposure was Industrials sector stocks. Health Care was among the top three sector allocations, and stocks from Financials, Consumer Discretionary, and Materials had a consistent portfolio presence, as well. There was little exposure to industries associated with Utilities, Communication Services, and Real Estate.

LAST TWELVE MONTHS’ PERFORMANCE VS. BENCHMARK

For the twelve months ended September 30th, the Fund’s total return outperformed the inverse S&P 500 Index.

• The Fund’s primary advantage was a material underweight to high-flying technology stocks.

• Losses were minimized across five other equity sectors as each did better than the index’s associated sector returns: Energy, Consumer Staples, Communication Services, Consumer Discretionary, and Financials.

LAST TWELVE MONTHS’ KEY PERFORMANCE DYNAMICS

• Gains from industry allocations that measurably offset losses included electrical components & equipment, leisure facilities & products, application software, cargo ground transportation, and HR & employment services.

• From the Energy sector, smaller absolute gains were achieved with stocks linked to oil & gas drilling and integrated oil & gas.

• The largest detractor from return was a concentration in Financials stocks, primarily related to the banking industry: asset management & custody banks, regional banks, and investment banking & brokerage. Financial exchanges was another closely aligned Financials group contributing to the year’s loss.

• The second worst combination of industries came from the Health Care sector, specifically, health care equipment/services/supplies.

• Materials sector holdings also struggled. Gold, metals & mining, and metals/glass & plastic containers, in particular, all lost money.

Leuthold Grizzly Short Fund

PAGE 1

TSR AR 52728997

HOW DID THE FUND PERFORM OVER THE PAST 10 YEARS?*

CUMULATIVE PERFORMANCE (Initial Investment of $10,000)

ANNUAL AVERAGE TOTAL RETURN (%)

	Leuthold Grizzly Short Fund	S&P 500 TR	S&P MidCap 400 Total Return Index
9/30/2014	10000.0	10000.0	10000.0
10/31/2014	9687.9	10244.3	10356.4
11/30/2014	9606.5	10519.8	10547.9
12/31/2014	9620.1	10493.3	10634.9
1/31/2015	10000.0	10178.3	10515.5
2/28/2015	9185.9	10763.2	11054.2
3/31/2015	9308.0	10593.0	11200.0
4/30/2015	9050.2	10694.6	11033.0
5/31/2015	9023.1	10832.2	11229.1
6/30/2015	9172.3	10622.5	11081.1
7/31/2015	9565.8	10845.0	11096.3
8/31/2015	9905.0	10190.7	10477.1
9/30/2015	10841.2	9938.5	10139.7
10/31/2015	9837.2	10776.9	10710.9
11/30/2015	9660.8	10809.0	10855.9
12/31/2015	9986.4	10638.5	10403.5
1/31/2016	10922.7	10110.6	9811.5
2/29/2016	10868.4	10096.9	9950.0
3/31/2016	9891.5	10781.9	10797.3
4/30/2016	9620.1	10823.7	10929.5
5/31/2016	9362.3	11018.0	11182.0
6/30/2016	9213.0	11046.6	11228.5
7/31/2016	8548.2	11453.9	11710.4
8/31/2016	8534.6	11469.9	11768.7
9/30/2016	8371.8	11472.1	11693.8
10/31/2016	8751.7	11262.8	11381.0
11/30/2016	8602.4	11680.0	12292.1
12/31/2016	8548.2	11910.8	12561.1
1/31/2017	8236.1	12136.7	12771.8
2/28/2017	7937.6	12618.6	13106.8
3/31/2017	7869.7	12633.4	13056.0
4/30/2017	7788.3	12763.1	13165.1
5/31/2017	7652.6	12942.7	13101.1
6/30/2017	7611.9	13023.5	13313.2
7/31/2017	7489.8	13291.3	13430.6
8/31/2017	7544.1	13332.0	13224.4
9/30/2017	7286.3	13607.0	13742.2
10/31/2017	7191.3	13924.5	14053.1
11/30/2017	6919.9	14351.6	14569.8
12/31/2017	6852.1	14511.2	14601.5
1/31/2018	6662.1	15342.0	15021.2
2/28/2018	6879.2	14776.5	14355.4
3/31/2018	6757.1	14401.0	14488.7
4/30/2018	6662.1	14456.2	14451.1
5/31/2018	6404.3	14804.4	15047.5
6/30/2018	6207.6	14895.5	15110.8
7/31/2018	6126.2	15449.8	15377.4
8/31/2018	5895.5	15953.3	15868.7
9/30/2018	5987.1	16044.1	15694.7
10/31/2018	6540.0	14947.4	14196.5
11/30/2018	6353.5	15252.1	14639.8
12/31/2018	6886.0	13874.9	12983.1
1/31/2019	6129.6	14986.8	14341.3
2/28/2019	5712.3	15468.0	14949.2
3/31/2019	5654.7	15768.6	14864.2
4/30/2019	5400.3	16407.0	15461.8
5/31/2019	5841.2	15364.4	14229.3
6/30/2019	5424.7	16447.2	15316.8
7/31/2019	5363.2	16683.6	15498.9
8/31/2019	5728.7	16419.3	14848.8
9/30/2019	5531.1	16726.6	15303.6
10/31/2019	5315.3	17088.8	15476.5
11/30/2019	5003.7	17709.2	15937.0
12/31/2019	4859.8	18243.7	16384.7
1/31/2020	5014.0	18236.5	15956.9
2/29/2020	5339.6	16735.3	14442.2
3/31/2020	6114.2	14668.3	11518.3
4/30/2020	5055.2	16548.6	13151.9
5/31/2020	4534.2	17336.8	14113.9
6/30/2020	4290.9	17681.6	14291.2
7/31/2020	3951.6	18678.6	14950.3
8/31/2020	3626.0	20021.2	15475.5
9/30/2020	3708.3	19260.5	14973.1
10/31/2020	3694.6	18748.3	15298.5
11/30/2020	3063.9	20800.5	17482.5
12/31/2020	2851.5	21600.3	18622.7
1/31/2021	2820.6	21382.2	18902.8
2/28/2021	2656.1	21971.8	20188.5
3/31/2021	2591.0	22934.1	21131.2
4/30/2021	2450.5	24158.0	22082.6
5/31/2021	2464.2	24326.8	22126.0
6/30/2021	2402.5	24894.7	21899.4
7/31/2021	2378.5	25486.0	21975.0
8/31/2021	2344.2	26261.0	22403.1
9/30/2021	2450.5	25039.6	21513.6
10/31/2021	2303.1	26793.9	22779.9
11/30/2021	2457.3	26608.2	22110.8
12/31/2021	2399.1	27800.7	23233.7
1/31/2022	2594.4	26362.1	21558.6
2/28/2022	2601.3	25572.8	21798.8
3/31/2022	2515.6	26522.3	22100.6
4/30/2022	2776.1	24209.5	20529.9
5/31/2022	2865.2	24253.9	20683.5
6/30/2022	3074.2	22251.9	18693.7
7/31/2022	2765.8	24303.6	20722.0
8/31/2022	2865.2	23312.5	20079.1
9/30/2022	3170.2	21165.4	18233.0
10/31/2022	2964.6	22879.0	20151.0
11/30/2022	2786.3	24157.6	21383.9
12/31/2022	2937.1	22765.8	20199.2
1/31/2023	2625.3	24196.2	22063.3
2/28/2023	2687.0	23605.9	21663.4
3/31/2023	2618.6	24472.5	20968.1
4/30/2023	2625.5	24854.5	20803.9
5/31/2023	2646.4	24962.5	20140.3
6/30/2023	2451.6	26611.9	21985.3
7/31/2023	2360.0	27466.9	22892.3
8/31/2023	2486.9	27029.5	22230.3
9/30/2023	2638.5	25740.8	21061.6
10/31/2023	2813.5	25199.6	19937.5
11/30/2023	2585.0	27500.9	21633.6
12/31/2023	2389.3	28750.3	23519.4
1/31/2024	2495.0	29233.5	23116.9
2/29/2024	2414.8	30794.4	24489.9
3/31/2024	2355.7	31785.2	25860.4
4/30/2024	2456.8	30486.9	24303.7
5/31/2024	2378.1	31998.6	25370.4
6/30/2024	2393.1	33146.8	24969.4
7/31/2024	2333.2	33550.3	26419.0
8/31/2024	2310.7	34364.1	26398.3
9/30/2024	2265.5	35098.0	26703.4

	1 Year	5 Year	10 Year
Leuthold Grizzly Short Fund NAV	-14.14	-16.35	-13.80
S&P 500 TR	36.35	15.98	13.38
S&P MidCap 400 Total Return Index	26.79	11.78	10.32

Visit https://funds.leutholdgroup.com for more recent performance information.

*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of September 30, 2024)
Net Assets	$53,931,637
Number of Holdings	100
Net Advisory Fee	$943,991
Portfolio Turnover	0.00%
Visit https://funds.leutholdgroup.com for more recent performance Information.

WHAT DID THE FUND INVEST IN? (as of September 30, 2024)*

Security Type	(%)
Money Market Funds	77.3%
U.S. Treasury Bills	18.5%
Real Estate Investment Trusts	-0.6%
Exchange Traded Funds	-26.9%
Common Stocks	-70.5%
Cash & Other	102.2%

Industry	(%)**
Hotel, Restaurants, & Leisure	6.7%
Capital Markets	6.4%
Ground Transportation	5.2%
Oil, Gas, & Consumable Fuels	4.9%
Health Care Equipment & Supplies	4.8%
Life Sciences Tools & Services	3.2%
Software	3.1%
Insurance	3.0%
Chemicals	2.7%
Cash & Other	60.0%

Top Sectors	(%)**
Industrials	15.0%
Financials	10.3%
Consumer Discretionary	9.6%
Health Care	7.9%
Information Technology	7.3%
Consumer Staples	5.8%
Energy	5.8%
Materials	4.4%
Communication Services	3.4%
Cash & Other	30.5%

Percentages are stated as a percent of net assets.

Percentages are stated as a percent of net assets, based on absolute values of holdings.

Leuthold Grizzly Short Fund

PAGE 2

TSR AR 52728997

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://funds.leutholdgroup.com

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Leuthold Weeden Capital Management documents not be householded, please contact Leuthold Weeden Capital Management at 800-273-6886, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Leuthold Weeden Capital Management or your financial intermediary.

Leuthold Grizzly Short Fund

PAGE 3

TSR AR 52728997

qr_leu202410040805403_c1155

Leuthold Select Industries Fund

Retail | LSLTX

Annual Shareholder Report | September 30, 2024

This annual shareholder report contains important information about the Leuthold Select Industries Fund for the period of October 1, 2023, to September 30, 2024. You can find additional information about the Fund at https://funds.leutholdgroup.com. You can also request this information by contacting us at 800-273-6886.

WHAT WERE THE FUND COSTS FOR THE PAST YEAR? (based on a hypothetical $10,000 investment)
Class Name	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Retail	$155	1.51%

POSITIONING

The Fund targets 100% exposure to equity securities; its universe of eligible stocks represents companies of all sizes and industries. The selection process is quantitative and disciplined.

• The largest sector allocation, Info Tech, began the fiscal year as an overweight holding vs. the S&P 500 but gradually declined to end the year well below the benchmark’s concentration.

• Financials industries expanded from a minimal position to a big overweight.

• Materials stocks maintained a notably larger presence than the S&P 500’s allocation.

• Communications Services and Industrials equities had heavier average concentrations, while Health Care and Discretionary industries were about even with the benchmark.

• The Fund had zero equity exposure to Staples, Utilities, and Real Estate.

LAST TWELVE MONTHS’ PERFORMANCE VS. BENCHMARK

For the twelve months ended September 30th, the Fund’s total return underperformed the S&P 500 Index.

• The S&P 500 benefited from the surge in the prices of seven stocks. The combined weight of those equities ballooned to almost one-third of the index and accounted for 41% of its twelve-month total return.

• For risk control, the Fund’s stock positions are assigned weights using a system that avoids the possibility that a handful of the largest stocks could drive overall portfolio performance.

• The equity selection process employed by the Fund leans toward value attributes and industries poised for leadership, rather than equity segments that have already boomed and reflect expensive valuations.

LAST TWELVE MONTHS’ KEY PERFORMANCE DYNAMICS

• Homebuilding and construction-related stocks were the biggest gainers on an absolute basis and outpaced the S&P 500’s associated exposure.

• Equities from Info Tech and Communication Services sectors were additive: semiconductors, software, hardware/storage/peripherals, interactive media, and internet services.

• Equity concentrations in oil & gas equipment, cable & satellite, and auto retailers dragged down results.

• In addition to being the biggest allocation all year, Info-Tech industries were the best-performing exposures; however, the net result trailed the benchmark due to the Fund’s discipline to minimize the performance influence from the largest holdings, in contrast to the index, by capping their portfolio weighting.

Leuthold Select Industries Fund

PAGE 1

TSR AR 52728201

HOW DID THE FUND PERFORM OVER THE PAST 10 YEARS?*

CUMULATIVE PERFORMANCE (Initial Investment of $10,000)

ANNUAL AVERAGE TOTAL RETURN (%)

	Leuthold Select Industries Fund	S&P 500 TR	S&P MidCap 400 Total Return Index
9/30/2014	10000.0	10000.0	10000.0
10/31/2014	10404.6	10244.3	10356.4
11/30/2014	10784.2	10519.8	10547.9
12/31/2014	10959.0	10493.3	10634.9
1/31/2015	10674.3	10178.3	10515.5
2/28/2015	11273.7	10763.2	11054.2
3/31/2015	11438.6	10593.0	11200.0
4/30/2015	11178.8	10694.6	11033.0
5/31/2015	11498.5	10832.2	11229.1
6/30/2015	11393.6	10622.5	11081.1
7/31/2015	11528.5	10845.0	11096.3
8/31/2015	10884.1	10190.7	10477.1
9/30/2015	10624.4	9938.5	10139.7
10/31/2015	11148.9	10776.9	10710.9
11/30/2015	11144.3	10809.0	10855.9
12/31/2015	10879.6	10638.5	10403.5
1/31/2016	9978.8	10110.6	9811.5
2/29/2016	10115.5	10096.9	9950.0
3/31/2016	10749.1	10781.9	10797.3
4/30/2016	10587.0	10823.7	10929.5
5/31/2016	10825.1	11018.0	11182.0
6/30/2016	10456.3	11046.6	11228.5
7/31/2016	10922.4	11453.9	11710.4
8/31/2016	10942.7	11469.9	11768.7
9/30/2016	10846.4	11472.1	11693.8
10/31/2016	10522.2	11262.8	11381.0
11/30/2016	11272.0	11680.0	12292.1
12/31/2016	11459.4	11910.8	12561.1
1/31/2017	11697.5	12136.7	12771.8
2/28/2017	12062.3	12618.6	13106.8
3/31/2017	11996.4	12633.4	13056.0
4/30/2017	12183.9	12763.1	13165.1
5/31/2017	12366.2	12942.7	13101.1
6/30/2017	12513.1	13023.5	13313.2
7/31/2017	12720.9	13291.3	13430.6
8/31/2017	12852.6	13332.0	13224.4
9/30/2017	13333.8	13607.0	13742.2
10/31/2017	13718.9	13924.5	14053.1
11/30/2017	14041.8	14351.6	14569.8
12/31/2017	13962.1	14511.2	14601.5
1/31/2018	14855.0	15342.0	15021.2
2/28/2018	14302.2	14776.5	14355.4
3/31/2018	14047.1	14401.0	14488.7
4/30/2018	13834.5	14456.2	14451.1
5/31/2018	14031.2	14804.4	15047.5
6/30/2018	13923.6	14895.5	15110.8
7/31/2018	14423.3	15449.8	15377.4
8/31/2018	14939.0	15953.3	15868.7
9/30/2018	14519.0	16044.1	15694.7
10/31/2018	13482.3	14947.4	14196.5
11/30/2018	13721.0	15252.1	14639.8
12/31/2018	12302.0	13874.9	12983.1
1/31/2019	13454.6	14986.8	14341.3
2/28/2019	13697.9	15468.0	14949.2
3/31/2019	13721.0	15768.6	14864.2
4/30/2019	14143.8	16407.0	15461.8
5/31/2019	13419.8	15364.4	14229.3
6/30/2019	14219.1	16447.2	15316.8
7/31/2019	14520.3	16683.6	15498.9
8/31/2019	14456.6	16419.3	14848.8
9/30/2019	14491.3	16726.6	15303.6
10/31/2019	14867.8	17088.8	15476.5
11/30/2019	15220.4	17709.2	15937.0
12/31/2019	15548.1	18243.7	16384.7
1/31/2020	15357.4	18236.5	15956.9
2/29/2020	14219.2	16735.3	14442.2
3/31/2020	11769.9	14668.3	11518.3
4/30/2020	13402.7	16548.6	13151.9
5/31/2020	14451.6	17336.8	14113.9
6/30/2020	14695.9	17681.6	14291.2
7/31/2020	15637.5	18678.6	14950.3
8/31/2020	16465.9	20021.2	15475.5
9/30/2020	16126.2	19260.5	14973.1
10/31/2020	15709.0	18748.3	15298.5
11/30/2020	17580.3	20800.5	17482.5
12/31/2020	18187.4	21600.3	18622.7
1/31/2021	18181.0	21382.2	18902.8
2/28/2021	19082.0	21971.8	20188.5
3/31/2021	20558.2	22934.1	21131.2
4/30/2021	21561.5	24158.0	22082.6
5/31/2021	22123.9	24326.8	22126.0
6/30/2021	21874.7	24894.7	21899.4
7/31/2021	22354.0	25486.0	21975.0
8/31/2021	22846.0	26261.0	22403.1
9/30/2021	21631.8	25039.6	21513.6
10/31/2021	22954.7	26793.9	22779.9
11/30/2021	22597.3	26608.2	22110.8
12/31/2021	23558.9	27800.7	23233.7
1/31/2022	22272.2	26362.1	21558.6
2/28/2022	21913.3	25572.8	21798.8
3/31/2022	22075.9	26522.3	22100.6
4/30/2022	20735.1	24209.5	20529.9
5/31/2022	21175.2	24253.9	20683.5
6/30/2022	18993.4	22251.9	18693.7
7/31/2022	20593.7	24303.6	20722.0
8/31/2022	19922.4	23312.5	20079.1
9/30/2022	18126.3	21165.4	18233.0
10/31/2022	20116.2	22879.0	20151.0
11/30/2022	21481.3	24157.6	21383.9
12/31/2022	20466.9	22765.8	20199.2
1/31/2023	21638.4	24196.2	22063.3
2/28/2023	21128.5	23605.9	21663.4
3/31/2023	21342.1	24472.5	20968.1
4/30/2023	21528.2	24854.5	20803.9
5/31/2023	21349.0	24962.5	20140.3
6/30/2023	23147.6	26611.9	21985.3
7/31/2023	23767.8	27466.9	22892.3
8/31/2023	23264.8	27029.5	22230.3
9/30/2023	22155.3	25740.8	21061.6
10/31/2023	21569.5	25199.6	19937.5
11/30/2023	23510.6	27500.9	21633.6
12/31/2023	24936.6	28750.3	23519.4
1/31/2024	25395.2	29233.5	23116.9
2/29/2024	26570.3	30794.4	24489.9
3/31/2024	27623.7	31785.2	25860.4
4/30/2024	25803.6	30486.9	24303.7
5/31/2024	26892.8	31998.6	25370.4
6/30/2024	26928.6	33146.8	24969.4
7/31/2024	28268.6	33550.3	26419.0
8/31/2024	28583.9	34364.1	26398.3
9/30/2024	28949.4	35098.0	26703.4

	1 Year	5 Year	10 Year
Retail (without sales charge)	30.67	14.84	11.22
S&P 500 TR	36.35	15.98	13.38
S&P MidCap 400 Total Return Index	26.79	11.78	10.32

Visit https://funds.leutholdgroup.com for more recent performance information.

*	The Fund’s past performance is not a good predictor of how the Fund will perform in the future. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.

KEY FUND STATISTICS (as of September 30, 2024)
Net Assets	$14,772,102
Number of Holdings	98
Net Advisory Fee	$117,242
Portfolio Turnover	52.52%
Visit https://funds.leutholdgroup.com for more recent performance Information.

WHAT DID THE FUND INVEST IN? (as of September 30, 2024)*

Security Type	(%)
Common Stocks	99.2%
Money Market Funds	1.0%
Cash & Other	-0.2%

Industry	(%)
Health Care Providers & Services	11.5%
Household Durables	10.3%
Software	9.4%
Insurance	9.1%
Banks	7.5%
Interactive Media & Services	7.2%
Trading Companies & Distributors	5.3%
Semiconductors & Semiconductor Equipment	4.7%
Financial Services	4.5%
Cash & Other	30.5%

Top Sectors	(%)
Financials	23.6%
Information Technology	20.6%
Consumer Discretionary	14.6%
Communication Services	12.9%
Health Care	11.5%
Industrials	8.2%
Materials	5.3%
Energy	2.5%
Cash & Other	0.8%

Percentages are stated as a percent of net assets.

Leuthold Select Industries Fund

PAGE 2

TSR AR 52728201

For additional information about the Fund; including its prospectus, financial information, holdings and proxy information, scan the QR code or visit https://funds.leutholdgroup.com

HOUSEHOLDING

To reduce Fund expenses, only one copy of most shareholder documents may be mailed to shareholders with multiple accounts at the same address (Householding). If you would prefer that your Leuthold Weeden Capital Management documents not be householded, please contact Leuthold Weeden Capital Management at 800-273-6886, or contact your financial intermediary. Your instructions will typically be effective within 30 days of receipt by Leuthold Weeden Capital Management or your financial intermediary.

Leuthold Select Industries Fund

PAGE 3

TSR AR 52728201

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant has not made any amendments to its code of ethics during the period covered by this report. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report. A copy of the registrant’s Code of Ethics is filed herewith.

Item 3. Audit Committee Financial Expert.

The registrant’s board of directors has determined that there is at least one audit committee financial expert serving on its audit committee. Addison Piper is the “audit committee financial expert” and is considered to be “independent” as each term is defined in Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged its principal accountant to perform audit services, audit-related services, tax services and other services during the past two fiscal years. “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for the fiscal year. “Audit-related services” refer to the assurance and related services by the principal accountant that are reasonably related to the performance of the audit. “Tax services” refer to professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. There were no “Other services” provided by the principal accountant. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountant.

	FYE 9/30/2024	FYE 9/30/2023
( a ) Audit Fees	$115,000	$115,000
( b ) Audit-Related Fees	N/A	N/A
( c ) Tax Fees	$18,500	$18,500
( d ) All Other Fees	N/A	N/A

(e)(1) The audit committee has adopted pre-approval policies and procedures that require the audit committee to pre-approve all audit and non-audit services of the registrant, including services provided to any entity affiliated with the registrant.

(e)(2) The percentage of fees billed by Cohen & Company, Ltd. applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

	FYE 9/30/2024	FYE 9/30/2023
Audit-Related Fees	0%	0%
Tax Fees	0%	0%
All Other Fees	0%	0%

(f) All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full-time permanent employees of the principal accountant.

(g) The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountant for services to the registrant and to the registrant’s investment adviser (and any other controlling entity, etc.—not sub-adviser) for the last two years.

Non-Audit Related Fees	FYE 9/30/2024	FYE 9/30/2023
Registrant	N/A	N/A
Registrant’s Investment Adviser	N/A	N/A

(h) The audit committee of the board of trustees/directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser is compatible with maintaining the principal accountant's independence and has concluded that the provision of such non-audit services by the accountant has not compromised the accountant’s independence.

(i) The registrant has not been identified by the U.S. Securities and Exchange Commission as having filed an annual report issued by a registered public accounting firm branch or office that is located in a foreign jurisdiction where the Public Company Accounting Oversight Board is unable to inspect or completely investigate because of a position taken by an authority in that jurisdiction.

(j) The registrant is not a foreign issuer.

Item 5. Audit Committee of Listed Registrants.

(a) The registrant is an issuer as defined in Rule 10A-3 under the Securities Exchange Act of 1934, (the “Act”) and has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Act. The independent members of the committee are as follows: Addison Piper, Lawrence Horsch, and Steven Schroll.

(b) Not applicable

Item 6. Investments.

(a)

Schedule of Investments is included within the financial statements filed under Item 7 of this Form.

(b)

Not applicable.

Item 7. Financial Statements and Financial Highlights for Open-End Investment Companies.

(a)

Core Financial Statements
September 30, 2024

LEUTHOLD FUNDS

Leuthold Core Investment Fund

Retail Class Shares LCORX
Institutional Class Shares LCRIX

Leuthold Global Fund

Retail Class Shares GLBLX
Institutional Class Shares GLBIX

Leuthold Select Industries Fund

LSLTX

Leuthold Grizzly Short Fund

GRZZX

Leuthold Core ETF

LCR

Leuthold Funds, Inc.

Table of Contents

	Page
Schedules of Investments and Schedules of Securities Sold Short	1
Statements of Assets and Liabilities	28
Statements of Operations	30
Statements of Changes in Net Assets	32
Financial Highlights	37
Notes to the Financial Statements	44
Report of Independent Registered Public Accounting Firm	56
Other Non-Audited Information	57

Schedule of Investments	Leuthold Core Investment Fund
September 30, 2024

COMMON STOCKS - 69.2%	Shares		Value
Banks - 5.2%
Bank of America Corp.		114,489	$	4,542,924
Cadence Bank		56,059		1,785,479
Canadian Imperial Bank of Commerce		57,822		3,546,802
Citizens Financial Group, Inc.		66,002		2,710,702
Columbia Banking System, Inc.		79,329		2,071,280
Huntington Bancshares, Inc./OH		187,217		2,752,090
JPMorgan Chase & Co.		22,697		4,785,889
M&T Bank Corp.		17,629		3,140,077
Old National Bancorp/IN		103,022		1,922,391
Sumitomo Mitsui Financial Group, Inc. - ADR		201,467		2,544,528
				29,802,162

Capital Markets - 1.7%
Goldman Sachs Group, Inc.		10,217		5,058,539
Morgan Stanley		46,816		4,880,100
				9,938,639

Chemicals - 0.0%^(a)
China Lumena New Materials Corp. ^(b)(c)		20,950		0

Construction Materials - 2.6%
CRH PLC		60,220		5,584,803
Eagle Materials, Inc.		13,186		3,792,953
Martin Marietta Materials, Inc.		5,500		2,960,375
Summit Materials, Inc. - Class A ^(c)		69,669		2,719,181
				15,057,312

Distributors - 0.4%
LKQ Corp.		55,495		2,215,360

Diversified Telecommunication Services - 1.1%
AT&T, Inc.		173,890		3,825,580
Verizon Communications, Inc.		47,668		2,140,770
				5,966,350

Electronic Equipment, Instruments & Components - 2.5%
Flex, Ltd. ^(c)		145,261		4,856,075
Jabil, Inc.		43,931		5,264,252
TE Connectivity PLC		28,488		4,301,403
				14,421,730

Entertainment - 2.0%
Netflix, Inc. ^(c)		10,577		7,501,949
Walt Disney Co.		37,834		3,639,252
				11,141,201

Financial Services - 3.2%
Berkshire Hathaway, Inc. - Class B ^(c)		8,955		4,121,628
Mastercard, Inc. - Class A		11,071		5,466,860
NMI Holdings, Inc. - Class A ^(c)		57,047		2,349,766
Radian Group, Inc.		59,797		2,074,358
Visa, Inc. - Class A		14,738		4,052,213
				18,064,825

Health Care Providers & Services - 8.0%
Cardinal Health, Inc.		44,777		4,948,754

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Core Investment Fund
September 30, 2024

Cencora, Inc.	21,930	4,936,004
Centene Corp. ^(c)	40,969	3,084,146
Elevance Health, Inc.	8,250	4,290,000
Encompass Health Corp.	22,001	2,126,177
HCA Healthcare, Inc.	11,494	4,671,507
Humana, Inc.	4,795	1,518,768
McKesson Corp.	11,353	5,613,150
Select Medical Holdings Corp.	55,143	1,922,836
Tenet Healthcare Corp. ^(c)	21,154	3,515,795
UnitedHealth Group, Inc.	10,648	6,225,673
Universal Health Services, Inc. - Class B	13,257	3,035,986
		45,888,796

Household Durables - 7.2%
D.R. Horton, Inc.	46,117	8,797,740
KB Home	34,270	2,936,596
Lennar Corp. - Class A	27,571	5,169,011
Meritage Homes Corp.	19,674	4,034,547
PulteGroup, Inc.	69,880	10,029,876
Taylor Morrison Home Corp. ^(c)	52,675	3,700,946
Toll Brothers, Inc.	42,450	6,558,101
		41,226,817

Insurance - 6.3%
Allstate Corp.	13,816	2,620,204
Arch Capital Group, Ltd. ^(c)	23,828	2,665,877
Assurant, Inc.	12,340	2,453,932
Chubb Ltd.	12,904	3,721,385
Everest Group Ltd.	10,436	4,089,138
Hartford Financial Services Group, Inc.	23,411	2,753,368
Markel Group, Inc. ^(c)	1,249	1,959,156
Reinsurance Group of America, Inc.	28,065	6,114,521
RenaissanceRe Holdings, Ltd.	19,744	5,378,266
Travelers Cos., Inc.	11,485	2,688,868
White Mountains Insurance Group Ltd.	845	1,433,289
		35,878,004

Interactive Media & Services - 5.1%
Alphabet, Inc. - Class A	49,643	8,233,291
Cargurus, Inc. ^(c)	97,452	2,926,484
IAC, Inc. ^(c)	39,418	2,121,477
Match Group, Inc. ^(c)	81,515	3,084,528
Meta Platforms, Inc. - Class A	21,789	12,472,895
		28,838,675

Machinery - 2.0%
Allison Transmission Holdings, Inc.	26,796	2,574,292
Caterpillar, Inc.	8,603	3,364,805
Cummins, Inc.	4,725	1,529,908
PACCAR, Inc.	27,078	2,672,057
Terex Corp.	27,289	1,443,861
		11,584,923

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Core Investment Fund
September 30, 2024

Metals & Mining - 1.0%
Barrick Gold Corp.	112,749	2,242,578
IAMGOLD Corp. ^(c)	367,476	1,921,899
Kinross Gold Corp.	165,089	1,545,233
		5,709,710

Oil, Gas & Consumable Fuels - 1.7%
Exxon Mobil Corp.	46,469	5,447,096
Shell PLC - ADR	66,707	4,399,327
		9,846,423

Semiconductors & Semiconductor Equipment - 3.3%
Applied Materials, Inc.	34,341	6,938,599
KLA Corp.	5,641	4,368,447
Lam Research Corp.	9,378	7,653,198
		18,960,244

Software - 6.6%
Adobe, Inc. ^(c)	6,346	3,285,832
Check Point Software Technologies, Ltd. ^(c)	21,789	4,201,137
Fortinet, Inc. ^(c)	45,341	3,516,194
Microsoft Corp.	36,879	15,869,034
Oracle Corp.	49,502	8,435,141
Qualys, Inc. ^(c)	17,206	2,210,283
		37,517,621

Specialty Retail - 2.6%
American Eagle Outfitters, Inc.	93,855	2,101,414
Caleres, Inc.	44,495	1,470,560
Gap, Inc.	88,567	1,952,902
Ross Stores, Inc.	22,706	3,417,480
TJX Cos., Inc.	37,091	4,359,676
Urban Outfitters, Inc. ^(c)	42,027	1,610,054
		14,912,086

Technology Hardware, Storage & Peripherals - 2.0%
Apple, Inc.	50,136	11,681,688

Trading Companies & Distributors - 3.7%
AerCap Holdings NV	42,591	4,034,220
Boise Cascade Co.	14,456	2,038,007
GMS, Inc. ^(c)	20,520	1,858,496
Rush Enterprises, Inc. - Class A	37,443	1,978,114
United Rentals, Inc.	10,013	8,107,826
WESCO International, Inc.	18,828	3,162,727
		21,179,390

Wireless Telecommunication Services - 1.0%
T-Mobile US, Inc.	26,866	5,544,068
TOTAL COMMON STOCKS (Cost $229,892,381)		395,376,024

EXCHANGE TRADED FUNDS - 10.7%
Invesco CurrencyShares Japanese Yen Trust ^(c)	52,225	3,358,068
iShares 5-10 Year Investment Grade Corporate Bond ETF	221,837	11,917,084
iShares Core Japan Government Bond ETF	215,000	3,552,080
iShares International Treasury Bond ETF ^(c)	176,215	7,369,311
iShares MBS ETF	63,040	6,039,863
Simplify MBS ETF	162,832	8,382,591

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Core Investment Fund
September 30, 2024

SPDR Bloomberg International Treasury Bond ETF			256,917		6,001,581
SPDR Portfolio Intermediate Term Corporate Bond ETF			319,792		10,780,188
VanEck J. P. Morgan EM Local Currency Bond ETF			160,715		4,082,161
TOTAL EXCHANGE TRADED FUNDS (Cost $58,537,895)					61,482,927

U.S. TREASURY SECURITIES - 1.8%			Par
United States Treasury Note, 3.88%, 08/15/2033			10,300,000		10,372,824
TOTAL U.S. TREASURY SECURITIES (Cost $9,959,410)					10,372,824

FOREIGN GOVERNMENT DEBT OBLIGATIONS - 1.7%
French Republic Government Bond OAT, 3.00%, 05/25/2033 ^(d)	EUR		8,500,000		9,609,386
TOTAL FOREIGN GOVERNMENT DEBT OBLIGATIONS (Cost $8,904,390)					9,609,386

CORPORATE BONDS - 0.9%
Banks - 0.9%
JPMorgan Chase & Co., 1.50%, 01/27/2025	EUR		4,600,000		5,089,950
TOTAL CORPORATE BONDS (Cost $5,173,344)					5,089,950

SHORT-TERM INVESTMENTS - 15.6%
Money Market Funds - 12.6%		Shares
Fidelity Government Portfolio - Class Institutional, 4.83% ^(e)(g)			72,210,207		72,210,207

U.S. Treasury Bills - 3.0%		Par
5.19%, 10/15/2024 ^(f)(g)			17,000,000		16,966,096
TOTAL SHORT-TERM INVESTMENTS (Cost $89,176,303)					89,176,303

TOTAL INVESTMENTS - 99.9% (Cost $401,643,723)					571,107,414
Other Assets in Excess of Liabilities - 0.1%					534,262
TOTAL NET ASSETS - 100.0%				$	571,641,676

Percentages are stated as a percent of net assets.

Par amount is in USD unless otherwise indicated.

The Global Industry Classification Standard (“GICS®“) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.

ADR - American Depositary Receipt
NV - Naamloze Vennootschap
PLC - Public Limited Company
EUR - Euro

(a)

Represents less than 0.05% of net assets.

(b)

Fair value determined using significant unobservable inputs in accordance with procedures established by and under the supervision of the Adviser, acting as Valuation Designee. These securities represented $0 or 0.0% of net assets as of September 30, 2024.

(c)

Non-income producing security.

(d)

Security is exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended. These securities may only be resold in transactions exempt from registration to qualified institutional investors. As of September 30, 2024, the value of these securities total $9,609,386 or 1.7% of the Fund’s net assets.

(e)

The rate shown represents the 7-day annualized effective yield as of September 30, 2024.

(f)

The rate shown is the effective yield as of September 30, 2024.

(g)

All of a portion of the assets have been pledged as collateral for open securities sold short.

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Core Investment Fund

September 30, 2024

EXCHANGE TRADED FUNDS - (7.7)%	Shares			Value
Invesco Nasdaq 100 ETF		(153,683	)	$	(30,867,231	)
Invesco QQQ Trust Series 1		(2,336	)		(1,140,131	)
iShares Expanded Tech-Software Sector ETF		(8,567	)		(765,633	)
iShares S&P 500 Growth ETF		(37,603	)		(3,600,487	)
iShares Semiconductor ETF		(4,712	)		(1,086,540	)
iShares U.S. Transportation ETF		(16,116	)		(1,110,554	)
iShares U.S. Utilities ETF		(16,958	)		(1,730,055	)
Real Estate Select Sector SPDR Fund		(15,500	)		(692,385	)
Vanguard S&P 500 ETF		(5,575	)		(2,941,760	)
TOTAL EXCHANGE TRADED FUNDS (Proceeds $43,384,110)					(43,934,776	)

COMMON STOCKS - (6.0)%
Aerospace & Defense - (0.1)%
Boeing Co.		(3,180	)		(483,487	)
Spirit AeroSystems Holdings, Inc. - Class A		(8,011	)		(260,438	)
					(743,925	)

Air Freight & Logistics - (0.2)%
CH Robinson Worldwide, Inc.		(2,980	)		(328,903	)
United Parcel Service, Inc. - Class B		(3,754	)		(511,820	)
					(840,723	)

Automobile Components - (0.1)%
Adient PLC		(12,816	)		(289,257	)
Dana, Inc.		(20,851	)		(220,187	)
					(509,444	)

Automobiles - (0.1)%
Tesla, Inc.		(2,588	)		(677,098	)

Beverages - (0.2)%
Brown-Forman Corp. - Class B		(10,550	)		(519,060	)
Monster Beverage Corp.		(10,386	)		(541,838	)
					(1,060,898	)

Capital Markets - (0.6)%
Ares Management Corp. - Class A		(3,754	)		(585,023	)
Blackstone, Inc.		(4,247	)		(650,343	)
FactSet Research Systems, Inc.		(610	)		(280,509	)
MarketAxess Holdings, Inc.		(1,438	)		(368,416	)
MSCI, Inc.		(1,054	)		(614,408	)
Nasdaq, Inc.		(8,439	)		(616,131	)
					(3,114,830	)

Chemicals - (0.2)%
Air Products and Chemicals, Inc.		(2,175	)		(647,584	)
Albemarle Corp.		(4,597	)		(435,382	)
Stepan Co.		(2,926	)		(226,034	)
					(1,309,000	)

Commercial Services & Supplies - (0.1)%
ACV Auctions, Inc. - Class A		(14,236	)		(289,418	)

Communications Equipment - (0.0)%^(a)
Viasat, Inc.		(10,132	)		(120,976	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Core Investment Fund

September 30, 2024

Electronic Equipment, Instruments & Components - (0.1)%
Cognex Corp.	(7,624	)	(308,772	)
Novanta, Inc.	(1,414	)	(252,993	)
			(561,765	)

Energy Equipment & Services - (0.1)%
Patterson-UTI Energy, Inc.	(23,208	)	(177,541	)
Valaris Ltd.	(3,969	)	(221,272	)
			(398,813	)

Entertainment - (0.2)%
ROBLOX Corp. - Class A	(13,180	)	(583,347	)
Take-Two Interactive Software, Inc.	(3,172	)	(487,568	)
			(1,070,915	)

Financial Services - (0.1)%
Remitly Global, Inc.	(14,600	)	(195,494	)
WEX, Inc.	(1,194	)	(250,418	)
			(445,912	)

Ground Transportation - (0.4)%
JB Hunt Transport Services, Inc.	(2,531	)	(436,167	)
Knight-Swift Transportation Holdings, Inc.	(4,790	)	(258,420	)
Marten Transport Ltd.	(14,884	)	(263,447	)
Norfolk Southern Corp.	(2,142	)	(532,287	)
Old Dominion Freight Line, Inc.	(2,544	)	(505,340	)
Saia, Inc.	(543	)	(237,432	)
Schneider National, Inc. - Class B	(9,527	)	(271,901	)
			(2,504,994	)

Health Care Equipment & Supplies - (0.4)%
Becton Dickinson & Co.	(2,396	)	(577,676	)
IDEXX Laboratories, Inc.	(1,132	)	(571,909	)
Intuitive Surgical, Inc.	(1,355	)	(665,671	)
Penumbra, Inc.	(1,312	)	(254,935	)
QuidelOrtho Corp.	(5,619	)	(256,226	)
			(2,326,417	)

Hotels, Restaurants & Leisure - (0.6)%
Aramark	(9,387	)	(363,558	)
DraftKings, Inc. - Class A	(14,149	)	(554,641	)
Dutch Bros, Inc. - Class A	(8,494	)	(272,063	)
Genius Sports Ltd.	(34,583	)	(271,131	)
McDonald’s Corp.	(1,757	)	(535,024	)
Restaurant Brands International, Inc.	(7,424	)	(535,419	)
Starbucks Corp.	(5,657	)	(551,501	)
Vail Resorts, Inc.	(1,163	)	(202,699	)
			(3,286,036	)

Household Products - (0.1)%
Clorox Co.	(3,917	)	(638,118	)

Independent Power and Renewable Electricity Producers - (0.0)%^(a)
Ormat Technologies, Inc.	(3,048	)	(234,513	)

Insurance - (0.3)%
Aon PLC - Class A	(1,571	)	(543,550	)
Arthur J. Gallagher & Co.	(2,108	)	(593,128	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Core Investment Fund

September 30, 2024

Ryan Specialty Holdings, Inc.	(4,800	)	(318,672	)
			(1,455,350	)

IT Services - (0.1)%
MongoDB, Inc.	(1,498	)	(404,984	)

Life Sciences Tools & Services - (0.3)%
Bio-Techne Corp.	(3,383	)	(270,403	)
Illumina, Inc.	(3,935	)	(513,163	)
Repligen Corp.	(1,809	)	(269,216	)
West Pharmaceutical Services, Inc.	(1,613	)	(484,158	)
			(1,536,940	)

Machinery - (0.1)%
Barnes Group, Inc.	(7,035	)	(284,285	)
Hillenbrand, Inc.	(5,379	)	(149,536	)
Toro Co.	(2,588	)	(224,457	)
			(658,278	)

Media - (0.1)%
Trade Desk, Inc. - Class A	(5,241	)	(574,676	)

Metals & Mining - (0.1)%
Alcoa Corp.	(6,124	)	(236,264	)
Franco-Nevada Corp.	(4,662	)	(579,253	)
			(815,517	)

Oil, Gas & Consumable Fuels - (0.4)%
California Resources Corp.	(5,425	)	(284,650	)
Chevron Corp.	(3,333	)	(490,851	)
EQT Corp.	(12,476	)	(457,121	)
Hess Corp.	(4,114	)	(558,681	)
Occidental Petroleum Corp.	(8,437	)	(434,843	)
Talos Energy, Inc.	(17,650	)	(182,677	)
			(2,408,823	)

Passenger Airlines - (0.1)%
Alaska Air Group, Inc.	(6,807	)	(307,745	)
Southwest Airlines Co.	(16,170	)	(479,117	)
			(786,862	)

Personal Care Products - (0.2)%
Estee Lauder Cos., Inc. - Class A	(2,321	)	(231,381	)
Inter Parfums, Inc.	(1,986	)	(257,147	)
Kenvue, Inc.	(26,398	)	(610,586	)
			(1,099,114	)

Professional Services - (0.2)%
Dayforce, Inc.	(4,050	)	(248,062	)
Exponent, Inc.	(3,079	)	(354,947	)
Paylocity Holding Corp.	(1,134	)	(187,076	)
TransUnion	(3,917	)	(410,110	)
			(1,200,195	)

Real Estate Management & Development - (0.0)%^(a)
Howard Hughes Holdings, Inc.	(3,297	)	(255,287	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Core Investment Fund

September 30, 2024

Semiconductors & Semiconductor Equipment - (0.2)%
Power Integrations, Inc.	(3,733	)		(239,360	)
Silicon Laboratories, Inc.	(1,861	)		(215,076	)
Texas Instruments, Inc.	(2,422	)		(500,312	)
				(954,748	)

Software - (0.3)%
Atlassian Corp. - Class A	(3,234	)		(513,591	)
Cadence Design Systems, Inc.	(2,024	)		(548,565	)
Confluent, Inc. - Class A	(9,579	)		(195,220	)
Workiva, Inc.	(3,540	)		(280,085	)
				(1,537,461	)

Specialty Retail - (0.0)%^(a)
CarMax, Inc.	(3,040	)		(235,235	)

Trading Companies & Distributors - (0.0)%^(a)
SiteOne Landscape Supply, Inc.	(1,650	)		(249,001	)
TOTAL COMMON STOCKS (Proceeds $34,316,925)				(34,306,266	)

REAL ESTATE INVESTMENT TRUSTS - (0.0)%^(a)
Rexford Industrial Realty, Inc.	(5,340	)		(268,656	)
TOTAL REAL ESTATE INVESTMENT TRUSTS (Proceeds $274,917)				(268,656	)

TOTAL SECURITIES SOLD SHORT - (13.7)% (Proceeds $77,975,952)			$	(78,509,698	)

Percentages are stated as a percent of net assets.

The Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.

(a)

Represents less than 0.05% of net assets.

The accompanying notes are an integral part of these financial statements.

Schedule of Investments

Leuthold Global Fund

September 30, 2024

COMMON STOCKS - 69.9%	Shares		Value
Automobiles - 0.6%
General Motors Co.		2,712	$	121,606

Banks - 7.1%
ABN AMRO Bank NV ^(a)		5,656		102,214
ANZ Group Holdings Ltd.		3,628		76,245
Banco Santander SA - ADR		22,120		112,812
Bank of Nova Scotia		1,089		59,340
Barclays PLC - ADR		7,791		94,661
Canadian Imperial Bank of Commerce		1,475		90,476
Citigroup, Inc.		1,195		74,807
Comerica, Inc.		1,411		84,533
Commerzbank AG		6,774		124,943
Danske Bank AS		2,478		74,535
M&T Bank Corp.		475		84,607
Mizuho Financial Group, Inc. - ADR		26,338		110,093
Nishi-Nippon Financial Holdings, Inc.		6,100		70,070
Old National Bancorp/IN		3,995		74,547
Svenska Handelsbanken AB - Class A		8,957		92,006
UniCredit SpA		1,913		83,984
United Overseas Bank Ltd.		3,200		79,878
				1,489,751

Broadline Retail - 4.3%
Dillard’s, Inc. - Class A		219		84,028
eBay, Inc.		2,324		151,316
JD.com, Inc. - ADR		4,484		179,360
Naspers Ltd.		627		152,055
Nordstrom, Inc.		4,228		95,088
PDD Holdings, Inc. - ADR ^(b)		1,103		148,695
Takashimaya Co. Ltd.		10,600		85,099
				895,641

Capital Markets - 5.3%
Daiwa Securities Group, Inc.		11,200		79,438
Deutsche Bank AG		6,744		116,739
Goldman Sachs Group, Inc.		361		178,735
Interactive Brokers Group, Inc. - Class A		572		79,714
Investec PLC		8,800		66,977
Macquarie Group Ltd.		916		146,570
Morgan Stanley		1,425		148,542
Raymond James Financial, Inc.		875		107,152
SBI Holdings, Inc.		2,600		60,171
UBS Group AG		3,969		122,682
				1,106,720

Construction Materials - 3.6%
Buzzi SpA		2,482		99,037
CRH PLC		1,860		172,496
Eagle Materials, Inc.		362		104,129
Heidelberg Materials AG		965		105,127
Holcim AG		1,418		138,869
Summit Materials, Inc. - Class A ^(b)		1,893		73,884
Wienerberger AG		2,059		68,072
				761,614

Health Care Providers & Services - 5.5%

The accompanying notes are an integral part of these financial statements.

Schedule of Investments

Leuthold Global Fund

September 30, 2024

Bangkok Dusit Medical Services PCL - NVDR	146,200	135,794
HCA Healthcare, Inc.	635	258,083
IHH Healthcare Bhd	91,600	159,053
National HealthCare Corp.	883	111,055
Select Medical Holdings Corp.	3,500	122,045
Tenet Healthcare Corp. ^(b)	1,089	180,992
Universal Health Services, Inc. - Class B	779	178,399
		1,145,421

Household Durables - 7.4%
Barratt Developments PLC	19,631	125,945
Haseko Corp.	5,400	70,829
KB Home	2,439	208,998
Lennar Corp. - Class A	1,584	296,968
Meritage Homes Corp.	1,499	307,400
Toll Brothers, Inc.	2,138	330,299
Tri Pointe Homes, Inc. ^(b)	4,715	213,637
		1,554,076

Insurance - 10.1%
Arch Capital Group, Ltd. ^(b)	681	76,190
Axis Capital Holdings Ltd.	1,480	117,823
Chubb Ltd.	258	74,405
DB Insurance Co. Ltd.	1,195	102,691
Everest Group Ltd.	605	237,057
Fairfax Financial Holdings Ltd.	95	119,952
Hartford Financial Services Group, Inc.	850	99,969
Loews Corp.	1,287	101,737
Markel Group, Inc. ^(b)	45	70,586
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen	711	391,793
Old Republic International Corp.	3,789	134,206
QBE Insurance Group Ltd.	8,611	98,325
Sompo Holdings, Inc.	8,100	182,581
Swiss Re AG	2,161	299,038
		2,106,353

Interactive Media & Services - 3.2%
Baidu, Inc. - ADR ^(b)	1,010	106,343
CAR Group Ltd.	3,099	80,160
Cargurus, Inc. ^(b)	2,303	69,159
LY Corp.	24,700	71,995
Match Group, Inc. ^(b)	1,857	70,269
Scout24 SE ^(a)	935	80,502
SEEK Ltd.	3,997	68,421
Shutterstock, Inc.	1,074	37,987
Yelp, Inc. ^(b)	1,505	52,795
ZipRecruiter, Inc. - Class A ^(b)	3,635	34,533
		672,164

Oil, Gas & Consumable Fuels - 7.1%
APA Corp.	3,503	85,683
Canadian Natural Resources Ltd.	7,759	257,676
Chord Energy Corp.	833	108,482
Eni SpA - ADR	3,149	95,446
EOG Resources, Inc.	1,846	226,929
Exxon Mobil Corp.	1,452	170,203
Inpex Corp.	10,200	138,096
Petroleo Brasileiro SA - ADR	6,415	92,440

The accompanying notes are an integral part of these financial statements.

Schedule of Investments

Leuthold Global Fund

September 30, 2024

PTT Exploration & Production PCL - NVDR		21,000	85,655
Shell PLC - ADR		1,646	108,554
Suncor Energy, Inc.		3,413	126,008
			1,495,172

Paper & Forest Products - 0.0%^(c)
China Forestry Holdings Co. Ltd. ^(b)(d)		2,484,000	0

Semiconductors & Semiconductor Equipment - 4.0%
Amkor Technology, Inc.		2,635	80,631
Applied Materials, Inc.		1,118	225,892
ASM International NV		358	236,194
Lam Research Corp.		266	217,077
Sino-American Silicon Products, Inc.		12,000	67,019
			826,813

Trading Companies & Distributors - 2.8%
Boise Cascade Co.		649	91,496
GMS, Inc. ^(b)		1,040	94,193
Mitsui & Co. Ltd.		6,100	136,421
Rush Enterprises, Inc. - Class A		1,546	81,675
WESCO International, Inc.		1,028	172,683
			576,468

Transportation Infrastructure - 4.4%
Aena SME SA ^(a)		874	191,997
Aeroports de Paris SA		1,089	139,858
Bangkok Expressway & Metro PCL - NVDR		484,700	122,831
Fraport AG Frankfurt Airport Services Worldwide ^(b)		2,123	118,452
Grupo Aeroportuario del Sureste SAB de CV - ADR		347	98,118
International Container Terminal Services, Inc.		21,830	158,199
Shenzhen International Holdings Ltd.		93,000	82,383
			911,838

Wireless Telecommunication Services - 4.5%
Freenet AG		3,718	110,679
KDDI Corp.		4,300	137,761
Millicom International Cellular SA ^(b)		4,116	111,830
SoftBank Corp.		103,000	134,476
Tele2 AB - Class B		9,756	110,376
T-Mobile US, Inc.		893	184,280
Vodafone Group PLC - ADR		14,702	147,314
			936,716
TOTAL COMMON STOCKS (Cost $11,362,038)			14,600,353

EXCHANGE TRADED FUNDS - 8.1%
iShares 5-10 Year Investment Grade Corporate Bond ETF		8,836	474,670
iShares Core Japan Government Bond ETF		23,600	389,903
iShares MBS ETF		2,174	208,291
Simplify MBS ETF		5,064	260,695
SPDR Portfolio Intermediate Term Corporate Bond ETF		7,455	251,308
VanEck J. P. Morgan EM Local Currency Bond ETF		4,439	112,750
TOTAL EXCHANGE TRADED FUNDS (Cost $1,634,667)			1,697,617

CORPORATE BONDS - 2.5%		Par
Banks - 2.5%
JPMorgan Chase & Co., 1.50%, 01/27/2025	EUR	470,000	520,060
TOTAL CORPORATE BONDS (Cost $511,323)			520,060

The accompanying notes are an integral part of these financial statements.

Schedule of Investments

Leuthold Global Fund

September 30, 2024

U.S. TREASURY SECURITIES - 2.5%		Par
United States Treasury Note, 3.88%, 08/15/2033			510,000		513,606
TOTAL U.S. TREASURY SECURITIES (Cost $493,136)					513,606

FOREIGN GOVERNMENT DEBT OBLIGATIONS - 2.3%
French Republic Government Bond OAT, 3.00%, 05/25/2033 ^(a)	EUR		420,000		474,817
TOTAL FOREIGN GOVERNMENT DEBT OBLIGATIONS (Cost $439,982)					474,817

SHORT-TERM INVESTMENTS - 13.9%
Money Market Funds - 11.5%			Shares
Fidelity Government Portfolio - Class Institutional, 4.83% ^(e)(g)			2,414,679		2,414,679

U.S. Treasury Bills - 2.4%			Par
5.23%, 10/15/2024 ^(f)(g)			500,000		498,997
TOTAL SHORT-TERM INVESTMENTS (Cost $2,913,676)					2,913,676

TOTAL INVESTMENTS - 99.2% (Cost $17,354,822)					20,720,129
Other Assets in Excess of Liabilities - 0.8% ^(g)					170,735
TOTAL NET ASSETS - 100.0%				$	20,890,864

Percentages are stated as a percent of net assets.

Par amount is in USD unless otherwise indicated.

ADR - American Depositary Receipt

AG - Aktiengesellschaft

AB - Aktiebolag

NV - Naamloze Vennootschap

NVDR - Non-Voting Depositary Receipt

PLC - Public Limited Company

SA - Sociedad Anónima

SAB de CV - Sociedad Anónima Bursátil de Capital Variable

EUR - Euro

(a)

(b)

Non-income producing security.

(c)

Represents less than 0.05% of net assets.

(d)

(e)

The rate shown represents the 7-day annualized effective yield as of September 30, 2024.

(f)

The rate shown is the effective yield as of September 30, 2024.

(g)

All of a portion of the assets have been pledged as collateral for open securities sold short.

The accompanying notes are an integral part of these financial statements.

Schedule of Investments

Leuthold Global Fund

September 30, 2024

Allocation of Portfolio Holdings by Country as of September 30, 2024

(% of Net Assets)

Japan	$	1,666,933	8.1	%
Germany		1,048,235	5.1
Switzerland		634,994	3.0
Canada		632,617	3.0
France		614,675	3.0
United Kingdom		471,402	2.2
Australia		460,034	2.3
Bermuda		431,070	2.1
Thailand		344,280	1.6
Netherlands		338,408	1.6
Spain		304,809	1.4
China		285,703	1.4
Italy		278,467	1.4
South Africa		219,032	1.0
Sweden		202,382	0.9
Malaysia		159,053	0.8
Philippines		158,199	0.7
Ireland		148,695	0.7
Luxembourg		111,830	0.5
South Korea		102,691	0.5
Mexico		98,118	0.5
Brazil		92,440	0.4
Hong Kong		82,383	0.4
Singapore		79,878	0.4
Denmark		74,535	0.4
Austria		68,072	0.3
Taiwan		67,019	0.3
United States		8,530,526	40.8
Other Assets in Excess of Liabilities		3,184,384	15.2
	$	20,890,864	100.0	%

Allocation of Portfolio Holdings by Currency as of September 30, 2024

(% of Net Assets)

US Dollar	$	10,547,105	50.5	%
Euro		2,847,729	13.6
Japanese Yen		1,556,838	7.5
Australian Dollar		469,721	2.2
Swiss Franc		437,907	2.1
Thai Baht		344,280	1.6
Swedish Krona		314,212	1.5
Great Britain Pound		192,922	0.9
Malaysian Ringgit		159,053	0.8
Philippine Peso		158,199	0.8
South African Rand		152,056	0.7
Canadian Dollar		119,952	0.6
South Korean Won		102,691	0.5
Hong Kong Dollar		82,383	0.4
Singapore Dollar		79,878	0.4
Danish Krone		74,535	0.4
Taiwan New Dollar		67,019	0.3
Other Assets in Excess of Liabilities		3,184,384	15.2
	$	20,890,864	100.0	%

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Global Fund

September 30, 2024

EXCHANGE TRADED FUNDS - (11.3)%	Shares			Value
Invesco Nasdaq 100 ETF		(5,643	)	$	(1,133,397	)
Invesco QQQ Trust Series 1		(44	)		(21,475	)
iShares Expanded Tech-Software Sector ETF		(160	)		(14,299	)
iShares MSCI EAFE ETF		(4,523	)		(378,258	)
iShares MSCI Emerging Markets ETF		(1,853	)		(84,979	)
iShares S&P 500 Growth ETF		(703	)		(67,312	)
iShares Semiconductor ETF		(88	)		(20,292	)
iShares U.S. Transportation ETF		(301	)		(20,742	)
iShares U.S. Utilities ETF		(317	)		(32,340	)
Real Estate Select Sector SPDR Fund		(289	)		(12,910	)
Vanguard S&P 500 ETF		(104	)		(54,878	)
Vanguard Total World Stock ETF		(4,405	)		(527,278	)
TOTAL EXCHANGE TRADED FUNDS (Proceeds $2,341,913)					(2,368,160	)

COMMON STOCKS - (3.1)%
Aerospace & Defense - (0.1)%
Boeing Co.	(59	)	(8,970	)
Spirit AeroSystems Holdings, Inc. - Class A	(150	)	(4,877	)
			(13,847	)

Air Freight & Logistics - (0.1)%
CH Robinson Worldwide, Inc.	(56	)	(6,180	)
United Parcel Service, Inc. - Class B	(70	)	(9,544	)
			(15,724	)

Automobile Components - (0.1)%
Adient PLC	(240	)	(5,417	)
Dana, Inc.	(389	)	(4,108	)
			(9,525	)

Automobiles - (0.1)%
Tesla, Inc.	(48	)	(12,558	)

Beverages - (0.1)%
Brown-Forman Corp. - Class B	(197	)	(9,692	)
Monster Beverage Corp.	(194	)	(10,121	)
			(19,813	)

Capital Markets - (0.3)%
Ares Management Corp. - Class A	(70	)	(10,909	)
Blackstone, Inc.	(79	)	(12,097	)
FactSet Research Systems, Inc.	(11	)	(5,058	)
MarketAxess Holdings, Inc.	(27	)	(6,917	)
MSCI, Inc.	(20	)	(11,659	)
Nasdaq, Inc.	(158	)	(11,536	)
			(58,176	)

Chemicals - (0.1)%
Air Products and Chemicals, Inc.	(41	)	(12,207	)
Albemarle Corp.	(86	)	(8,145	)
Stepan Co.	(55	)	(4,249	)
			(24,601	)

Commercial Services & Supplies - (0.0)%^(a)
ACV Auctions, Inc. - Class A	(266	)	(5,408	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Global Fund

September 30, 2024

Communications Equipment - (0.0)%^(a)
Viasat, Inc.	(189	)	(2,257	)

Electronic Equipment, Instruments & Components - (0.1)%
Cognex Corp.	(142	)	(5,751	)
Novanta, Inc.	(26	)	(4,652	)
			(10,403	)

Energy Equipment & Services - (0.0)%^(a)
Patterson-UTI Energy, Inc.	(433	)	(3,312	)
Valaris Ltd.	(74	)	(4,126	)
			(7,438	)

Entertainment - (0.1)%
ROBLOX Corp. - Class A	(246	)	(10,888	)
Take-Two Interactive Software, Inc.	(59	)	(9,069	)
			(19,957	)

Financial Services - (0.0)%^(a)
Remitly Global, Inc.	(273	)	(3,656	)
WEX, Inc.	(22	)	(4,614	)
			(8,270	)

Ground Transportation - (0.2)%
JB Hunt Transport Services, Inc.	(47	)	(8,099	)
Knight-Swift Transportation Holdings, Inc.	(89	)	(4,802	)
Marten Transport Ltd.	(279	)	(4,938	)
Norfolk Southern Corp.	(40	)	(9,940	)
Old Dominion Freight Line, Inc.	(48	)	(9,535	)
Saia, Inc.	(10	)	(4,373	)
Schneider National, Inc. - Class B	(178	)	(5,080	)
			(46,767	)

Health Care Equipment & Supplies - (0.2)%
Becton Dickinson & Co.	(45	)	(10,849	)
IDEXX Laboratories, Inc.	(21	)	(10,610	)
Intuitive Surgical, Inc.	(25	)	(12,282	)
Penumbra, Inc.	(25	)	(4,858	)
QuidelOrtho Corp.	(105	)	(4,788	)
			(43,387	)

Hotels, Restaurants & Leisure - (0.3)%
Aramark	(175	)	(6,778	)
DraftKings, Inc. - Class A	(265	)	(10,388	)
Dutch Bros, Inc. - Class A	(159	)	(5,093	)
Genius Sports Ltd.	(647	)	(5,072	)
McDonald’s Corp.	(33	)	(10,049	)
Restaurant Brands International, Inc.	(139	)	(10,025	)
Starbucks Corp.	(106	)	(10,334	)
Vail Resorts, Inc.	(22	)	(3,834	)
			(61,573	)

Household Products - (0.1)%
Clorox Co.	(73	)	(11,892	)

Independent Power and Renewable Electricity Producers - (0.0)%^(a)
Ormat Technologies, Inc.	(57	)	(4,386	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Global Fund

September 30, 2024

Insurance - (0.1)%
Aon PLC - Class A	(29	)	(10,034	)
Arthur J. Gallagher & Co.	(39	)	(10,973	)
Ryan Specialty Holdings, Inc.	(90	)	(5,975	)
			(26,982	)

IT Services - (0.0)%^(a)
MongoDB, Inc.	(28	)	(7,570	)

Life Sciences Tools & Services - (0.1)%
Bio-Techne Corp.	(63	)	(5,035	)
Illumina, Inc.	(73	)	(9,520	)
Repligen Corp.	(34	)	(5,060	)
West Pharmaceutical Services, Inc.	(30	)	(9,005	)
			(28,620	)
Machinery - (0.1)%
Barnes Group, Inc.	(131	)	(5,294	)
Hillenbrand, Inc.	(100	)	(2,780	)
Toro Co.	(48	)	(4,163	)
			(12,237	)

Media - (0.1)%
Trade Desk, Inc. - Class A	(98	)	(10,746	)


Metals & Mining - (0.1)%
Alcoa Corp.	(114	)	(4,398	)
Franco-Nevada Corp.	(87	)	(10,810	)
			(15,208	)

Oil, Gas & Consumable Fuels - (0.2)%
California Resources Corp.	(102	)	(5,352	)
Chevron Corp.	(62	)	(9,131	)
EQT Corp.	(233	)	(8,537	)
Hess Corp.	(77	)	(10,457	)
Occidental Petroleum Corp.	(158	)	(8,143	)
Talos Energy, Inc.	(330	)	(3,415	)
			(45,035	)

Passenger Airlines - (0.1)%
Alaska Air Group, Inc.	(127	)	(5,742	)
Southwest Airlines Co.	(302	)	(8,948	)
			(14,690	)

Personal Care Products - (0.1)%
Estee Lauder Cos., Inc. - Class A	(43	)	(4,286	)
Inter Parfums, Inc.	(37	)	(4,791	)
Kenvue, Inc.	(493	)	(11,403	)
			(20,480	)

Professional Services - (0.1)%
Dayforce, Inc.	(76	)	(4,655	)
Exponent, Inc.	(57	)	(6,571	)
Paylocity Holding Corp.	(21	)	(3,464	)
TransUnion	(73	)	(7,643	)
			(22,333	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short

Leuthold Global Fund

September 30, 2024

Real Estate Management & Development - (0.0)%^(a)
Howard Hughes Holdings, Inc.	(62	)		(4,801	)

Semiconductors & Semiconductor Equipment - (0.1)%
Power Integrations, Inc.	(70	)		(4,488	)
Silicon Laboratories, Inc.	(35	)		(4,045	)
Texas Instruments, Inc.	(45	)		(9,296	)
				(17,829	)

Software - (0.1)%
Atlassian Corp. - Class A	(61	)		(9,687	)
Cadence Design Systems, Inc.	(38	)		(10,299	)
Confluent, Inc. - Class A	(179	)		(3,648	)
Workiva, Inc.	(66	)		(5,222	)
				(28,856	)

Specialty Retail - (0.0)%^(a)
CarMax, Inc.	(57	)		(4,411	)

Trading Companies & Distributors - (0.0)%^(a)
SiteOne Landscape Supply, Inc.	(31	)		(4,678	)
TOTAL COMMON STOCKS (Proceeds $641,068)				(640,458	)

REAL ESTATE INVESTMENT TRUSTS - (0.0)%^(a)
Rexford Industrial Realty, Inc.	(100	)		(5,031	)
TOTAL REAL ESTATE INVESTMENT TRUSTS (Proceeds $5,148)				(5,031	)

TOTAL SECURITIES SOLD SHORT - (14.4)% (Proceeds $2,988,129)			$	(3,013,649	)

Percentages are stated as a percent of net assets.

(a)

Represents less than 0.05% of net assets.

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Select Industries Fund
September 30, 2024

COMMON STOCKS - 99.2%	Shares		Value
Banks - 7.5%
Bank of America Corp.		4,255	$	168,838
Cadence Bank		2,095		66,726
Canadian Imperial Bank of Commerce		2,143		131,452
Citizens Financial Group, Inc.		2,467		101,320
Columbia Banking System, Inc.		2,964		77,390
Huntington Bancshares, Inc./OH		6,994		102,812
JPMorgan Chase & Co.		842		177,544
M&T Bank Corp.		659		117,381
Old National Bancorp/IN		3,818		71,244
Sumitomo Mitsui Financial Group, Inc. - ADR		7,494		94,649
				1,109,356

Capital Markets - 2.5%
Goldman Sachs Group, Inc.		378		187,152
Morgan Stanley		1,722		179,501
				366,653

Construction Materials - 3.8%
CRH PLC		2,232		206,996
Eagle Materials, Inc.		488		140,373
Martin Marietta Materials, Inc.		205		110,341
Summit Materials, Inc. - Class A ^(a)		2,583		100,815
				558,525

Distributors - 0.6%
LKQ Corp.		2,058		82,155

Diversified Telecommunication Services - 1.5%
AT&T, Inc.		6,405		140,910
Verizon Communications, Inc.		1,781		79,985
				220,895

Electronic Equipment, Instruments & Components - 3.6%
Flex, Ltd. ^(a)		5,382		179,920
Jabil, Inc.		1,629		195,203
TE Connectivity PLC		1,055		159,295
				534,418

Entertainment - 2.8%
Netflix, Inc. ^(a)		393		278,743
Walt Disney Co.		1,414		136,013
				414,756

Financial Services - 4.5%
Berkshire Hathaway, Inc. - Class B ^(a)		331		152,346
Mastercard, Inc. - Class A		411		202,952
NMI Holdings, Inc. - Class A ^(a)		2,114		87,075
Radian Group, Inc.		2,217		76,908
Visa, Inc. - Class A		545		149,848
				669,129

Health Care Providers & Services - 11.5%
Cardinal Health, Inc.		1,659		183,353
Cencora, Inc.		812		182,765
Centene Corp. ^(a)		1,518		114,275
Elevance Health, Inc.		305		158,600

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Select Industries Fund
September 30, 2024

Encompass Health Corp.	816	78,858
HCA Healthcare, Inc.	425	172,733
Humana, Inc.	179	56,696
McKesson Corp.	421	208,151
Select Medical Holdings Corp.	2,044	71,274
Tenet Healthcare Corp. ^(a)	784	130,301
UnitedHealth Group, Inc.	395	230,948
Universal Health Services, Inc. - Class B	491	112,444
		1,700,398

Household Durables - 10.3%
D.R. Horton, Inc.	1,710	326,217
KB Home	1,271	108,912
Lennar Corp. - Class A	1,023	191,792
Meritage Homes Corp.	730	149,701
PulteGroup, Inc.	2,590	371,743
Taylor Morrison Home Corp. ^(a)	1,952	137,147
Toll Brothers, Inc.	1,572	242,858
		1,528,370

Insurance - 9.1%
Allstate Corp.	519	98,428
Arch Capital Group, Ltd. ^(a)	897	100,356
Assurant, Inc.	457	90,879
Chubb Ltd.	477	137,562
Everest Group Ltd.	387	151,638
Hartford Financial Services Group, Inc.	882	103,732
Markel Group, Inc. ^(a)	46	72,155
Reinsurance Group of America, Inc.	1,041	226,803
RenaissanceRe Holdings, Ltd.	733	199,669
Travelers Cos., Inc.	432	101,140
White Mountains Insurance Group Ltd.	32	54,279
		1,336,641

Interactive Media & Services - 7.2%
Alphabet, Inc. - Class A	1,834	304,169
Cargurus, Inc. ^(a)	3,612	108,468
IAC, Inc. ^(a)	1,462	78,685
Match Group, Inc. ^(a)	3,021	114,315
Meta Platforms, Inc. - Class A	805	460,814
		1,066,451

Machinery - 2.9%
Allison Transmission Holdings, Inc.	992	95,302
Caterpillar, Inc.	320	125,158
Cummins, Inc.	174	56,340
PACCAR, Inc.	1,005	99,173
Terex Corp.	1,012	53,545
		429,518

Metals & Mining - 1.5%
Barrick Gold Corp.	4,200	83,538
IAMGOLD Corp. ^(a)	13,755	71,939
Kinross Gold Corp.	6,225	58,266
		213,743

Oil, Gas & Consumable Fuels - 2.5%
Exxon Mobil Corp.	1,722	201,853

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Select Industries Fund
September 30, 2024

Shell PLC - ADR	2,473		163,094
			364,947

Semiconductors & Semiconductor Equipment - 4.7%
Applied Materials, Inc.	1,269		256,401
KLA Corp.	208		161,077
Lam Research Corp.	347		283,180
			700,658

Software - 9.4%
Adobe, Inc. ^(a)	235		121,678
Check Point Software Technologies, Ltd. ^(a)	807		155,598
Fortinet, Inc. ^(a)	1,680		130,284
Microsoft Corp.	1,367		588,220
Oracle Corp.	1,834		312,514
Qualys, Inc. ^(a)	638		81,957
			1,390,251

Specialty Retail - 3.7%
American Eagle Outfitters, Inc.	3,478		77,873
Caleres, Inc.	1,648		54,466
Gap, Inc.	3,282		72,368
Ross Stores, Inc.	842		126,729
TJX Cos., Inc.	1,374		161,500
Urban Outfitters, Inc. ^(a)	1,557		59,649
			552,585

Technology Hardware, Storage & Peripherals - 2.9%
Apple, Inc.	1,856		432,448

Trading Companies & Distributors - 5.3%
AerCap Holdings NV	1,577		149,373
Boise Cascade Co.	535		75,424
GMS, Inc. ^(a)	761		68,924
Rush Enterprises, Inc. - Class A	1,389		73,381
United Rentals, Inc.	372		301,220
WESCO International, Inc.	699		117,418
			785,740

Wireless Telecommunication Services - 1.4%
T-Mobile US, Inc.	996		205,534
TOTAL COMMON STOCKS (Cost $8,548,584)			14,663,171

SHORT-TERM INVESTMENTS - 1.0%
Money Market Funds - 1.0%
Fidelity Government Portfolio - Class Institutional, 4.83% ^(b)	142,784		142,784
TOTAL SHORT-TERM INVESTMENTS (Cost $142,784)			142,784

TOTAL INVESTMENTS - 100.2% (Cost $8,691,368)			14,805,955
Liabilities in Excess of Other Assets - (0.2)%			(33,853	)
TOTAL NET ASSETS - 100.0%		$	14,772,102

Percentages are stated as a percent of net assets.

The Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Select Industries Fund
September 30, 2024

ADR - American Depositary Receipt

NV - Naamloze Vennootschap

PLC - Public Limited Company

(a)

Non-income producing security.

(b)

The rate shown represents the 7-day annualized effective yield as of September 30, 2024.

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Grizzly Short Fund
September 30, 2024

SHORT-TERM INVESTMENTS - 95.8%
Money Market Funds - 77.3%	Shares
Fidelity Government Portfolio - Class Institutional, 4.83% ^(a)(b)(d)	41,705,650	$	41,705,650

U.S. Treasury Bills - 18.5%	Par
5.23%, 10/15/2024 ^(c)(d)	10,000,000		9,979,933
TOTAL SHORT-TERM INVESTMENTS (Cost $51,685,583)			51,685,583

TOTAL INVESTMENTS - 95.8% (Cost $51,685,583)			51,685,583
Other Assets in Excess of Liabilities - 4.2% ^(d)			2,246,054
TOTAL NET ASSETS - 100.0%		$	53,931,637

Percentages are stated as a percent of net assets.

(a)

The rate shown represents the 7-day annualized effective yield as of September 30, 2024.

(b)

Fair value of this security exceeds 25% of the Fund’s net assets. Additional information for this security, including the financial statements, is available from the SEC’s EDGAR database at www.sec.gov.

(c)

The rate shown is the effective yield as of September 30, 2024.

(d)

All of a portion of the assets have been pledged as collateral for open securities sold short.

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short	Leuthold Grizzly Short Fund
September 30, 2024

COMMON STOCKS - (70.5)%	Shares			Value
Aerospace & Defense - (1.5)%
Boeing Co.		(3,535	)	$	(537,461	)
Spirit AeroSystems Holdings, Inc. - Class A		(8,905	)		(289,502	)
					(826,963	)

Air Freight & Logistics - (1.7)%
CH Robinson Worldwide, Inc.		(3,313	)		(365,656	)
United Parcel Service, Inc. - Class B		(4,172	)		(568,810	)
					(934,466	)

Automobile Components - (1.0)%
Adient PLC		(14,001	)		(316,003	)
Dana, Inc.		(23,177	)		(244,749	)
					(560,752	)

Automobiles - (1.4)%
Tesla, Inc.		(2,877	)		(752,710	)

Beverages - (2.2)%
Brown-Forman Corp. - Class B		(11,727	)		(576,969	)
Monster Beverage Corp.		(11,548	)		(602,459	)
					(1,179,428	)

Capital Markets - (6.4)%
Ares Management Corp. - Class A		(4,175	)		(650,632	)
Blackstone, Inc.		(4,721	)		(722,927	)
FactSet Research Systems, Inc.		(678	)		(311,778	)
MarketAxess Holdings, Inc.		(1,599	)		(409,664	)
MSCI, Inc.		(1,172	)		(683,194	)
Nasdaq, Inc.		(9,381	)		(684,907	)
					(3,463,102	)

Chemicals - (2.7)%
Air Products and Chemicals, Inc.		(2,418	)		(719,935	)
Albemarle Corp.		(5,110	)		(483,968	)
Stepan Co.		(3,252	)		(251,217	)
					(1,455,120	)

Commercial Services & Supplies - (0.6)%
ACV Auctions, Inc. - Class A		(15,824	)		(321,702	)

Communications Equipment - (0.2)%
Viasat, Inc.		(11,262	)		(134,468	)

Electronic Equipment, Instruments & Components - (1.2)%
Cognex Corp.		(8,475	)		(343,238	)
Novanta, Inc.		(1,573	)		(281,441	)
					(624,679	)

Energy Equipment & Services - (0.8)%
Patterson-UTI Energy, Inc.		(25,797	)		(197,347	)
Valaris Ltd.		(4,412	)		(245,969	)
					(443,316	)

Entertainment - (2.2)%
ROBLOX Corp. - Class A		(14,650	)		(648,409	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short	Leuthold Grizzly Short Fund
September 30, 2024

Take-Two Interactive Software, Inc.	(3,526	)	(541,981	)
			(1,190,390	)

Financial Services - (0.9)%
Remitly Global, Inc.	(16,228	)	(217,293	)
WEX, Inc.	(1,317	)	(276,214	)
			(493,507	)

Ground Transportation - (5.2)%
JB Hunt Transport Services, Inc.	(2,813	)	(484,764	)
Knight-Swift Transportation Holdings, Inc.	(5,324	)	(287,230	)
Marten Transport Ltd.	(16,549	)	(292,917	)
Norfolk Southern Corp.	(2,381	)	(591,679	)
Old Dominion Freight Line, Inc.	(2,828	)	(561,754	)
Saia, Inc.	(598	)	(261,482	)
Schneider National, Inc. - Class B	(10,593	)	(302,324	)
			(2,782,150	)

Health Care Equipment & Supplies - (4.8)%
Becton Dickinson & Co.	(2,663	)	(642,049	)
IDEXX Laboratories, Inc.	(1,258	)	(635,567	)
Intuitive Surgical, Inc.	(1,506	)	(739,853	)
Penumbra, Inc.	(1,447	)	(281,166	)
QuidelOrtho Corp.	(6,198	)	(282,629	)
			(2,581,264	)

Hotels, Restaurants & Leisure - (6.7)%
Aramark	(10,434	)	(404,109	)
DraftKings, Inc. - Class A	(15,457	)	(605,915	)
Dutch Bros, Inc. - Class A	(9,441	)	(302,395	)
Genius Sports Ltd.	(37,754	)	(295,991	)
McDonald’s Corp.	(1,919	)	(584,355	)
Restaurant Brands International, Inc.	(8,253	)	(595,206	)
Starbucks Corp.	(6,180	)	(602,488	)
Vail Resorts, Inc.	(1,293	)	(225,357	)
			(3,615,816	)

Household Products - (1.3)%
Clorox Co.	(4,354	)	(709,310	)

Independent Power and Renewable Electricity Producers - (0.5)%
Ormat Technologies, Inc.	(3,388	)	(260,673	)

Insurance - (3.0)%
Aon PLC - Class A	(1,746	)	(604,098	)
Arthur J. Gallagher & Co.	(2,343	)	(659,250	)
Ryan Specialty Holdings, Inc.	(5,335	)	(354,191	)
			(1,617,539	)

IT Services - (0.8)%
MongoDB, Inc.	(1,665	)	(450,133	)

Life Sciences Tools & Services - (3.2)%
Bio-Techne Corp.	(3,760	)	(300,537	)
Illumina, Inc.	(4,374	)	(570,413	)
Repligen Corp.	(2,011	)	(299,277	)
West Pharmaceutical Services, Inc.	(1,779	)	(533,985	)
			(1,704,212	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short	Leuthold Grizzly Short Fund
September 30, 2024

Machinery - (1.4)%
Barnes Group, Inc.	(7,820	)	(316,006	)
Hillenbrand, Inc.	(5,979	)	(166,216	)
Toro Co.	(2,877	)	(249,523	)
			(731,745	)

Media - (1.2)%
Trade Desk, Inc. - Class A	(5,725	)	(627,746	)

Metals & Mining - (1.7)%
Alcoa Corp.	(6,807	)	(262,614	)
Franco-Nevada Corp.	(5,182	)	(643,864	)
			(906,478	)

Oil, Gas & Consumable Fuels - (4.9)%
California Resources Corp.	(5,927	)	(310,990	)
Chevron Corp.	(3,705	)	(545,635	)
EQT Corp.	(13,868	)	(508,123	)
Hess Corp.	(4,495	)	(610,421	)
Occidental Petroleum Corp.	(9,378	)	(483,342	)
Talos Energy, Inc.	(19,619	)	(203,057	)
			(2,661,568	)

Passenger Airlines - (1.6)%
Alaska Air Group, Inc.	(7,566	)	(342,059	)
Southwest Airlines Co.	(17,974	)	(532,569	)
			(874,628	)

Personal Care Products - (2.3)%
Estee Lauder Cos., Inc. - Class A	(2,580	)	(257,200	)
Inter Parfums, Inc.	(2,207	)	(285,762	)
Kenvue, Inc.	(29,343	)	(678,704	)
			(1,221,666	)

Professional Services - (2.5)%
Dayforce, Inc.	(4,501	)	(275,686	)
Exponent, Inc.	(3,422	)	(394,488	)
Paylocity Holding Corp.	(1,261	)	(208,027	)
TransUnion	(4,354	)	(455,864	)
			(1,334,065	)

Real Estate Management & Development - (0.5)%
Howard Hughes Holdings, Inc.	(3,665	)	(283,781	)

Semiconductors & Semiconductor Equipment - (2.0)%
Power Integrations, Inc.	(4,149	)	(266,034	)
Silicon Laboratories, Inc.	(2,069	)	(239,114	)
Texas Instruments, Inc.	(2,692	)	(556,087	)
			(1,061,235	)

Software - (3.1)%
Atlassian Corp. - Class A	(3,533	)	(561,076	)
Cadence Design Systems, Inc.	(2,211	)	(599,247	)
Confluent, Inc. - Class A	(10,648	)	(217,006	)
Workiva, Inc.	(3,867	)	(305,957	)
			(1,683,286	)

The accompanying notes are an integral part of these financial statements.

Schedule of Securities Sold Short	Leuthold Grizzly Short Fund
September 30, 2024

Specialty Retail - (0.5)%
CarMax, Inc.	(3,379	)		(261,467	)

Trading Companies & Distributors - (0.5)%
SiteOne Landscape Supply, Inc.	(1,820	)		(274,656	)
TOTAL COMMON STOCKS (Proceeds $38,011,597)				(38,024,021	)

EXCHANGE TRADED FUNDS - (26.9)%	Shares			Value
Invesco QQQ Trust Series 1	(2,639	)		(1,288,016	)
iShares Expanded Tech-Software Sector ETF	(9,522	)		(850,981	)
iShares S&P 500 Growth ETF	(41,660	)		(3,988,945	)
iShares Semiconductor ETF	(5,237	)		(1,207,600	)
iShares U.S. Transportation ETF	(17,913	)		(1,234,385	)
iShares U.S. Utilities ETF	(18,703	)		(1,908,080	)
Real Estate Select Sector SPDR Fund	(17,736	)		(792,267	)
Vanguard S&P 500 ETF	(6,140	)		(3,239,894	)
TOTAL EXCHANGE TRADED FUNDS (Proceeds $14,025,273)				(14,510,168	)

REAL ESTATE INVESTMENT TRUSTS - (0.6)%	Shares			Value
Rexford Industrial Realty, Inc.	(5,936	)		(298,640	)
TOTAL REAL ESTATE INVESTMENT TRUSTS (Proceeds $305,601)				(298,640	)

TOTAL SECURITIES SOLD SHORT - (98.0)% (Proceeds $52,342,471)			$	(52,832,829	)

Percentages are stated as a percent of net assets.

The Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.

The accompanying notes are an integral part of these financial statements.

Schedule of Investments	Leuthold Core ETF
September 30, 2024

EXCHANGE TRADED FUNDS - 90.1%	Shares		Value
Communication Services Select Sector SPDR Fund		87,662	$	7,924,645
Direxion Daily S&P 500 Bear 1x Shares		271,475		3,040,520
Financial Select Sector SPDR Fund		233,359		10,575,830
Health Care Select Sector SPDR Fund		24,457		3,766,867
Industrial Select Sector SPDR Fund		24,962		3,380,853
Invesco CurrencyShares Euro Currency Trust		11,556		1,188,708
Invesco CurrencyShares Japanese Yen Trust ^(a)		13,006		836,286
iShares 1-3 Year Treasury Bond ETF		98,188		8,164,332
iShares 5-10 Year Investment Grade Corporate Bond ETF		53,475		2,872,677
iShares 7-10 Year Treasury Bond ETF		16,158		1,585,423
iShares MBS ETF		9,391		899,752
iShares U.S. Healthcare Providers ETF		64,086		3,659,951
iShares U.S. Home Construction ETF		38,997		4,956,519
iShares U.S. Insurance ETF		18,070		2,331,933
iShares U.S. Telecommunications ETF		22,714		573,756
ProShares Short QQQ		64,969		2,562,377
Simplify MBS ETF		24,793		1,276,344
SPDR Bloomberg International Corporate Bond ETF		38,997		1,193,312
SPDR Bloomberg International Treasury Bond ETF		102,538		2,395,288
SPDR S&P Homebuilders ETF		4,853		604,490
SPDR S&P Regional Banking ETF		17,397		984,670
SPDR S&P Retail ETF		26,390		2,050,239
Technology Select Sector SPDR Fund		50,680		11,441,517
VanEck Gold Miners ETF/USA		19,835		789,830
VanEck J.P. Morgan EM Local Currency Bond ETF		24,268		616,407
TOTAL EXCHANGE TRADED FUNDS (Cost $67,938,200)				79,672,526

SHORT-TERM INVESTMENTS - 9.8%
Money Market Funds - 9.8%
Fidelity Institutional Money Market Funds - Government Portfolio - Class Institutional, 4.83%^(b)		8,682,984		8,682,984
TOTAL SHORT-TERM INVESTMENTS (Cost $8,682,984)				8,682,984

TOTAL INVESTMENTS - 99.9% (Cost $76,621,184)				88,355,510
Other Assets in Excess of Liabilities - 0.1%				109,033
TOTAL NET ASSETS - 100.0%			$	88,464,543

Percentages are stated as a percent of net assets.

The Global Industry Classification Standard (“GICS®”) was developed by and/or is the exclusive property of MSCI, Inc. (“MSCI”) and Standard & Poor’s Financial Services LLC (“S&P”). GICS® is a service mark of MSCI and S&P and has been licensed for use by U.S. Bank Global Fund Services.

(a)

Non-income producing security.

(b)

The rate shown represents the 7-day annualized effective yield as of September 30, 2024.

The accompanying notes are an integral part of these financial statements.

Statements of Assets and Liabilities

Leuthold Funds, Inc.

September 30, 2024

	LEUTHOLD CORE			LEUTHOLD
	INVESTMENT FUND			GLOBAL FUND

ASSETS:
Investments, at cost	$	401,643,723		$	17,354,822
Investments, at fair value		571,107,414			20,720,129
Receivable for Fund shares sold		125,410			238
Collateral at broker for securities sold short		78,701,680			3,155,572
Tri-party collateral held at custodian		553,000			16,000
Interest receivable		519,433			23,355
Dividends receivable		169,410			57,458
Other assets		311,367			21,031
Total Assets		651,487,714			23,993,783

LIABILITIES:
Securities sold short, at fair value
(proceeds $77,975,952, and $2,988,129, respectively)		78,509,698			3,013,649
Payable for Fund shares redeemed		392,115			—
Payable to Adviser		418,215			14,673
Payable to Directors		32,184			1,173
Payable for Audit Fees		52,213			22,874
Dividends payable on securities sold short		72,286			2,121
Distribution (Rule 12b-1) fees payable		—			697
Shareholder servicing fees payable		40,030			—
Accrued expenses and other liabilities		329,297			47,732
Total Liabilities		79,846,038			3,102,919
NET ASSETS	$	571,641,676		$	20,890,864

NET ASSETS CONSIST OF:
Capital stock	$	373,734,692		$	16,594,918
Total distributable earnings		197,906,984			4,295,946
Total Net Assets	$	571,641,676		$	20,890,864

Retail Class Shares
Net assets	$	256,368,058		$	3,429,250
Shares outstanding (1,000,000,000 shares of $0.0001 par value authorized)		11,069,574			349,361
Net Asset Value, Redemption Price, and Offering Price Per Share	$	23.16	*	$	9.82	*
Institutional Class Shares
Net assets		315,273,618			17,461,614
Shares outstanding (1,000,000,000 shares of $0.0001 par value authorized)		13,534,670			1,743,731
Net Asset Value, Redemption Price, and Offering Price Per Share	$	23.29	*	$	10.01	*

* Redemption price may differ from NAV if redemption fee is applied.

The accompanying notes are an integral part of these financial statements.

Statements of Assets and Liabilities

Leuthold Funds, Inc.

September 30, 2024

	LEUTHOLD
	SELECT			LEUTHOLD
	INDUSTRIES			GRIZZLY SHORT			LEUTHOLD CORE
	FUND			FUND			ETF
ASSETS:
Investments, at cost	$	8,691,368		$	51,685,583		$	76,621,184
Investments, at fair value		14,805,955			51,685,583			88,355,510
Receivable for Fund shares sold		2,050			62,160			884,645
Collateral at broker for securities sold short		—			54,553,659			—
Tri-party collateral held at custodian		—			325,000			—
Interest receivable		667			185,729			35,833
Dividends receivable		6,248			—			83,565
Due from Adviser		560			—			—
Other assets		11,918			211,008			1,359
Total Assets		14,827,398			107,023,139			89,360,912

LIABILITIES:
Securities sold short, at fair value (proceeds $0, $52,342,471, and $0, respectively)		—			52,832,829			—
Payable for investments purchased		—			—			795,361
Payable for Fund shares redeemed		6,262			71,268			—
Payable to Adviser		—			56,508			27,739
Payable to Custodian		7,886			2,163			2,682
Payable to Directors		845			3,339			4,987
Payable for Audit Fees		17,305			23,073			17,305
Dividends payable on securities sold short		—			33,122			—
Shareholder servicing fees payable		2,225			6,304			—
Accrued expenses and other liabilities		20,773			62,896			48,295
Total Liabilities		55,296			53,091,502			896,369
NET ASSETS	$	14,772,102		$	53,931,637		$	88,464,543

NET ASSETS CONSIST OF:
Capital stock	$	7,265,092		$	434,340,485		$	76,479,379
Total distributable earnings		7,507,010			(380,408,848	)		11,985,164
Total Net Assets	$	14,772,102		$	53,931,637		$	88,464,543

Retail Class Shares
Net assets	$	14,772,102		$	53,931,637		$	88,464,543
Shares outstanding (1,000,000,000 shares of $0.0001 par value authorized)		365,628			9,217,067			2,500,000

Net Asset Value, Redemption Price, and Offering Price Per Share	$	40.40	*	$	5.85		$	35.39

* Redemption price may differ from NAV if redemption fee is applied.

The accompanying notes are an integral part of these financial statements.

Statements of Operations

Leuthold Funds, Inc.

For the Year Ended September 30, 2024

	Leuthold Core			Leuthold Global
	Investment Fund			Fund

INVESTMENT INCOME:
Dividend income (net of foreign taxes withheld of $46,342 and $33,449, respectively)	$	10,028,744		$	589,758
Interest income		5,528,998			250,349
Total investment income		15,557,742			840,107

EXPENSES:
Investment advisory fees (Note 3)		4,891,861			204,238
Administration fees		285,332			30,498
Transfer agent fees (Note 5)		375,793			41,038
Legal fees		38,577			4,431
Audit fees		46,713			24,874
Fund accounting fees		106,404			14,041
Custody fees		50,379			25,979
Shareholder servicing fees - Retail Class (Note 5)		231,053			—
Registration fees		50,962			35,613
Report to shareholders		67,343			4,813
Directors’ fees		150,796			4,734
Distribution (Rule 12b-1) fees - Retail Class (Note 4)		—			8,836
Other		59,714			17,108
Total expenses before dividends and interest on securities sold short and reimbursement from Adviser		6,354,927			416,203
Dividends on securities sold short		930,037			57,106
Other extraordinary expenses		57,228			2,610
Reimbursement from Adviser (Note 3)		—			(1,816	)
Total expenses		7,342,192			474,103
NET INVESTMENT INCOME		8,215,550			366,004

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, INVESTMENT COMPANIES, SECURITIES SOLD SHORT AND FOREIGN CURRENCY AND FOREIGN CURRENCY TRANSLATION:
Net realized gain (loss) on:
Investments	$	42,178,659		$	1,765,408
Investment companies		115,149			24,049
Securities sold short		(11,874,912	)		(578,932	)
Foreign currency and foreign currency transaction		(16	)		(1,335	)
Net unrealized appreciation (depreciation) during the period on:
Investments		58,959,536			1,036,144
Investment companies		3,596,721			79,514
Securities sold short		(5,436,424	)		(203,498	)
Foreign currency and foreign currency translation		902,909			438,156

Net realized and unrealized gain on investments, investment companies, securities sold short, and foreign currency and foreign currency translation		88,441,622			2,559,506

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS	$	96,657,172		$	2,925,510

The accompanying notes are an integral part of these financial statements.

Statements of Operations

Leuthold Funds, Inc.

For the Year Ended September 30, 2024

	Leuthold Select			Leuthold Grizzly
	Industries Fund			Short Fund			Leuthold Core ETF
INVESTMENT INCOME:
Dividend income (net of foreign taxes withheld of $567, $0 and $0, respectively)	$	205,979		$	3,047,818		$	2,016,508
Interest income		—			4,518,848			—
Total investment income		205,979			7,566,666			2,016,508

EXPENSES:
Investment advisory fees (Note 3)		165,057			943,991			402,815
Administration fees		23,606			52,167			41,534
Transfer agent fees (Note 5)		18,583			72,326			30,554
Legal fees		1,168			5,107			6,470
Audit fees		15,205			25,273			20,705
Fund accounting fees		6,308			19,597			10,815
Custody fees		12,821			5,669			6,130
Shareholder servicing fees - Retail Class (Note 5)		14,961			47,749			—
Registration fees		24,257			35,934			—
Report to shareholders		6,100			10,915			10,440
Directors’ fees		4,693			19,629			22,741
Other		2,641			13,477			15,848
Total expenses before dividends and interest on securities sold short and reimbursement from Adviser		295,400			1,251,834			568,052
Dividends on securities sold short		—			933,364			—
Other extraordinary expenses		1,554			10,803			8,041
Reimbursement from Adviser (Note 3)		(47,815	)		—			(44,392	)
Total expenses		249,139			2,196,001			531,701
NET INVESTMENT INCOME (LOSS)		(43,160	)		5,370,665			1,484,807

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, INVESTMENT COMPANIES, SECURITIES SOLD SHORT, FOREIGN CURRENCY AND FOREIGN CURRENCY TRANSLATION
Net realized gain (loss) on:
Investments	$	2,005,222		$	—		$	—
Investment companies		—			—			3,903,423
Securities sold short		—			(7,992,921	)		—
Net unrealized appreciation (depreciation) during the period on:
Investments		2,323,286			—			—
Investment companies		—			—			8,113,496
Securities sold short		—			(8,497,592	)		—
Foreign currency and foreign currency translation		(5	)		—			—
Net realized and unrealized gain (loss) on investments, investment companies, securities sold short, foreign currency and foreign currency translation		4,328,503			(16,490,513	)		12,016,919
NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS	$	4,285,343		$	(11,119,848	)	$	13,501,726

The accompanying notes are an integral part of these financial statements.

Statements of Changes in Net Assets

Leuthold Core Investment Fund

	Year Ended September 30, 2024			Year Ended September 30, 2023

OPERATIONS:
Net investment income	$	8,215,550		$	8,108,171
Net realized gain on investments, investment companies, securities sold short, and foreign currency and foreign currency transactions		30,418,880			26,967,363

Net unrealized appreciation on investments, investment companies, securities sold short, and foreign currency and foreign currency translation		58,022,742			17,917,833
Net increase in net assets from operations		96,657,172			52,993,367

DISTRIBUTIONS TO SHAREHOLDERS:
Distributions - Retail Class		(13,825,863	)		(19,033,267	)
Distributions - Institutional Class		(15,846,557	)		(20,902,265	)
Total distributions		(29,672,420	)		(39,935,532	)

CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold - Retail Class		28,273,716			27,076,389
Proceeds from shares sold - Institutional Class		70,591,907			32,116,861
Proceeds from shares issued to holders in reinvestment of dividends - Retail Class		13,270,549			18,425,425
Proceeds from shares issued to holders in reinvestment of dividends - Institutional Class		14,480,922			18,317,068
Cost of shares redeemed - Retail Class*		(55,115,973	)		(59,528,456	)
Cost of shares redeemed - Institutional Class**		(58,883,318	)		(63,944,117	)
Net increase (decrease) in net assets from capital share transactions		12,617,803			(27,536,830	)

TOTAL INCREASE (DECREASE) IN NET ASSETS:		79,602,555			(14,478,995	)
NET ASSETS
Beginning of year		492,039,121			506,518,116
End of year	$	571,641,676		$	492,039,121

CHANGES IN SHARES OUTSTANDING:
Shares sold - Retail Class		1,301,754			1,317,314
Shares sold - Institutional Class		3,316,345			1,565,857
Shares issued to holders in reinvestment of dividends - Retail Class		640,724			917,900
Shares issued to holders in reinvestment of dividends - Institutional Class		693,873			907,787
Shares redeemed - Retail Class		(2,565,750	)		(2,911,374	)
Shares redeemed - Institutional Class		(2,711,090	)		(3,100,906	)
Net increase (decrease) in shares outstanding		675,856			(1,303,422	)

*Net of redemption fees of (Retail Class):	$	495		$	354
**Net of redemption fees of (Institutional Class):	$	588		$	387

The accompanying notes are an integral part of these financial statements.

Statements of Changes in Net Assets

Leuthold Global Fund

	Year Ended September 30, 2024			Year Ended September 30, 2023

OPERATIONS:
Net investment income	$	366,004		$	528,505
Net realized income on investments, investment companies, securities sold short, and foreign currency and foreign currency transactions		1,209,190			124,017
Net unrealized appreciation on investments, investment companies, securities sold short, and foreign currency and foreign currency translation		1,350,316			1,582,751
Net increase in net assets from operations		2,925,510			2,235,273

DISTRIBUTIONS TO SHAREHOLDERS:
Distributions - Retail Class		(88,516	)		(226,835	)
Distributions - Institutional Class		(494,163	)		(985,871	)
Total distributions		(582,679	)		(1,212,706	)

CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold - Retail Class		128,730			212,453
Proceeds from shares sold - Institutional Class		586,158			542,561

Proceeds from shares issued to holders in reinvestment of dividends -Retail Class		83,467			217,167
Class		441,331			960,567
Cost of shares redeemed - Retail Class		(966,653	)		(1,379,480	)
Cost of shares redeemed - Institutional Class*		(6,025,305	)		(2,025,628	)
Net decrease in net assets from capital share transactions		(5,752,272	)		(1,472,360	)

TOTAL DECREASE IN NET ASSETS:		(3,409,441	)		(449,793	)
NET ASSETS
Beginning of year		24,300,305			24,750,098
End of year	$	20,890,864		$	24,300,305

CHANGES IN SHARES OUTSTANDING:
Shares sold - Retail Class		14,095			23,867
Shares sold - Institutional Class		61,545			59,976
Shares issued to holders in reinvestment of dividends - Retail Class		9,092			24,595
Shares issued to holders in reinvestment of dividends - Institutional Class		47,201			107,009
Shares redeemed - Retail Class		(105,496	)		(155,749	)
Shares redeemed - Institutional Class		(629,799	)		(224,423	)
Net decrease in shares outstanding		(603,362	)		(164,725	)

*Net of redemption fees of (Institutional Class):	$	1		$	—

The accompanying notes are an integral part of these financial statements.

Statements of Changes in Net Assets

Leuthold Select Industries Fund

	Year Ended			Year Ended
	September 30, 2024			September 30, 2023

OPERATIONS:
Net investment income (loss)	$	(43,160	)	$	44,313
Net realized gain on investments		2,005,222			889,693
Net unrealized appreciation on investments and foreign currency and foreign currency translation		2,323,281			1,494,894
Net increase in net assets from operations		4,285,343			2,428,900

DISTRIBUTIONS TO SHAREHOLDERS:
Distributions - Retail Class		(601,973	)		(192,980	)
Total distributions		(601,973	)		(192,980	)

CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold		5,855,587			6,619,271
Proceeds from shares issued to holders in reinvestment of dividends		592,596			191,147
Cost of shares redeemed		(8,970,764	)		(7,399,847	)
Net decrease in net assets from capital share transactions		(2,522,581	)		(589,429	)

TOTAL INCREASE IN NET ASSETS:		1,160,789			1,646,491
NET ASSETS
Beginning of year		13,611,313			11,964,822
End of year	$	14,772,102		$	13,611,313

CHANGES IN SHARES OUTSTANDING:
Shares sold		165,556			207,970
Shares issued to holders in reinvestment of dividends		18,256			6,372
Shares redeemed		(241,533	)		(239,270	)
Net decrease in shares outstanding		(57,721	)		(24,928	)

The accompanying notes are an integral part of these financial statements.

Statements of Changes in Net Assets

Leuthold Grizzly Short Fund

	Year Ended			Year Ended
	September 30, 2024			September 30, 2023

OPERATIONS:
Net investment income	$	5,370,665		$	7,234,759
Net realized loss on securities sold short and foreign currency and foreign currency transactions		(7,992,921	)		(17,466,941	)
Net unrealized depreciation on securities sold short and foreign currency and foreign currency translation		(8,497,592	)		(25,412,544	)
Net decrease in net assets from operations		(11,119,848	)		(35,644,726	)

DISTRIBUTIONS TO SHAREHOLDERS:
Distributions - Retail		(5,495,575	)		(5,100,117	)
Total distributions		(5,495,575	)		(5,100,117	)

CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold		39,205,170			189,789,080
Proceeds from shares issued to holders in reinvestment of dividends		4,759,773			4,292,209
Cost of shares redeemed		(83,748,152	)		(240,389,854	)
Net decrease in net assets from capital share transactions		(39,783,209	)		(46,308,565	)

TOTAL DECREASE IN NET ASSETS:		(56,398,632	)		(87,053,408	)
NET ASSETS
Beginning of year		110,330,269			197,383,677
End of year	$	53,931,637		$	110,330,269

CHANGES IN SHARES OUTSTANDING:
Shares sold		5,828,582			22,993,951
Shares issued to holders in reinvestment of dividends		751,499			587,566
Shares redeemed		(12,283,327	)		(30,009,894	)
Net decrease in shares outstanding		(5,703,246	)		(6,428,377	)

The accompanying notes are an integral part of these financial statements.

Statements of Changes in Net Assets

Leuthold Core ETF

	Year Ended September 30, 2024			Year Ended September 30, 2023

OPERATIONS:
Net investment income	$	1,484,807		$	1,059,209
Net realized gain (loss) on investments		3,903,423			(614,019	)
Net unrealized appreciation on investments		8,113,496			5,141,202
Net increase in net assets from operations		13,501,726			5,586,392

DISTRIBUTIONS TO SHAREHOLDERS:
Distributions - Retail		(1,180,984	)		(438,080	)
Total distributions		(1,180,984	)		(438,080	)

CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold		27,062,742			28,676,585
Cost of shares redeemed		(17,577,455	)		(2,907,470	)
Net increase in net assets from capital share transactions		9,485,287			25,769,115

TOTAL INCREASE IN NET ASSETS:		21,806,029			30,917,427
NET ASSETS
Beginning of year		66,658,514			35,741,087
End of year	$	88,464,543		$	66,658,514

CHANGES IN SHARES OUTSTANDING:
Shares sold		825,000			1,000,000
Shares redeemed		(525,000	)		(100,000	)
Net increase in shares outstanding		300,000			900,000

The accompanying notes are an integral part of these financial statements.

Financial Highlights

Leuthold Core Investment Fund - Retail - LCORX

	Year Ended September 30, 2024		Year Ended September 30, 2023		Year Ended September 30, 2022		Year Ended September 30, 2021		Year Ended September 30, 2020

Per Share Data ⁽¹⁾ :
Net asset value, beginning of period	$	20.51	$	20.03	$	22.91	$	19.70	$	18.77
Income (loss) from investment operations:
Net investment income (loss) ⁽²⁾		0.32		0.31		0.07		0.07		0.00	⁽³⁾
Net realized and unrealized gains on investments and securities sold short		3.54		1.79		(1.80)		3.17		1.24
Total from investment operations		3.86		2.10		(1.73)		3.24		1.24

Less distributions:
From net investment income		(0.30)		(0.18)		—		—		(0.04)
From net realized gains		(0.91)		(1.44)		(1.15)		(0.03)		(0.27)
Total distributions		(1.21)		(1.62)		(1.15)		(0.03)		(0.31)

Redemption fees ⁽³⁾		0.00		0.00		0.00		0.00		0.00
Net asset value, end of period	$	23.16	$	20.51	$	20.03	$	22.91	$	19.70

Total Return		19.62%		10.75%		(8.19%)		16.44%		6.72%

Supplemental data and ratios:
Net assets, end of period (thousands)	$	256,368	$	239,838	$	247,766	$	286,984	$	276,018
Ratio of expenses to average net assets ⁽⁴⁾		1.40%		1.39%		1.34%		1.36%		1.34%
Ratio of net investment income (loss) to average net assets ⁽⁵⁾		1.46%		1.53%		0.33%		(0.31%)		0.00%
Portfolio turnover rate ⁽⁶⁾		39.54%		68.00%		64.62%		41.42%		60.08%

⁽¹⁾

For a share outstanding throughout the period. Rounded to the nearest cent.

⁽²⁾

Net investment income (loss) per share is calculated based on average shares outstanding.

⁽³⁾

Amount represents less than $0.005 per share.

⁽⁴⁾

The ratio of expenses to average net assets includes dividends and interest on securities sold short and other extraordinary expenses. The expense ratios excluding dividends and interest on securities sold short and other extraordinary expenses were 1.22% for the year ended September 30, 2024, 1.23% for the year ended September 30, 2023, 1.16% for the year ended September 30, 2022, 1.23% for the year ended September 30, 2021, and 1.20% for the year ended September 30, 2020.

⁽⁵⁾

The net investment income ratios include dividends and interest on securities sold short and other extraordinary expenses.

⁽⁶⁾

The portfolio turnover rate excludes purchases and sales of securities sold short.

The accompanying notes are an integral part of these financial statements.

Financial Highlights

Leuthold Core Investment Fund - Institutional - LCIRX

	Year Ended September 30, 2024		Year Ended September 30, 2023		Year Ended September 30, 2022		Year Ended September 30, 2021		Year Ended September 30, 2020

Per Share Data ⁽¹⁾ :
Net asset value, beginning of period	$	20.61	$	20.12	$	22.98	$	19.74	$	18.81
Income from investment operations:
Net investment income (loss) ⁽²⁾		0.34		0.34		0.09		(0.05)		0.02
Net realized and unrealized gains (losses) on investments and securities sold short		3.56		1.79		(1.80)		3.32		1.23
Total from investment operations		3.90		2.13		(1.71)		3.27		1.25

Less distributions:
From net investment income		(0.31)		(0.20)		—		—		(0.05)
From net realized gains		(0.91)		(1.44)		(1.15)		(0.03)		(0.27)
Total distributions		(1.22)		(1.64)		(1.15)		(0.03)		(0.32)

Redemption fees ⁽³⁾		0.00		0.00		0.00		0.00		0.00
Net asset value, end of period	$	23.29	$	20.61	$	20.12	$	22.98	$	19.74

Total Return		19.71%		10.83%		(8.08%)		16.56%		6.76%

Supplemental data and ratios:
Net assets, end of period (thousands)	$	315,274	$	252,201	$	258,752	$	305,516	$	268,934
Ratio of expenses to average net assets ⁽⁴⁾		1.31%		1.29%		1.26%		1.26%		1.25%
Ratio of net investment income (loss) to average net assets ⁽⁵⁾		1.55%		1.63%		0.42%		(0.21%)		0.10%
Portfolio turnover rate ⁽⁶⁾		39.54%		68.00%		64.62%		41.42%		60.08%

⁽¹⁾

For a share outstanding throughout the period. Rounded to the nearest cent.

⁽²⁾

Net investment income (loss) per share is calculated based on average shares outstanding.

⁽³⁾

Amount represents less than $0.005 per share.

⁽⁴⁾

The ratio of expenses to average net assets includes dividends and interest on securities sold short and other extraordinary expenses. The expense ratios excluding dividends and interest on securities sold short and other extraordinary expenses 1.13% for the year ended September 30, 2024, were 1.13% for the year ended September 30, 2023, 1.10% for the year ended September 30, 2022, 1.13% for the year ended September 30, 2021, and 1.11% for the year ended September 30, 2020.

⁽⁵⁾

The net investment income ratios include dividends and interest on securities sold short and other extraordinary expenses.

⁽⁶⁾

The portfolio turnover rate excludes purchases and sales of securities sold short.

The accompanying notes are an integral part of these financial statements.

Financial Highlights

Leuthold Global Fund - Retail - GLBLX

	Year Ended September 30, 2024			Year Ended September 30, 2023		Year Ended September 30, 2022		Year Ended September 30, 2021			Year Ended September 30, 2020

Per Share Data ⁽¹⁾ :
Net asset value, beginning of period	$	8.89		$	8.55	$	9.72	$	8.24		$	8.09
Income (loss) from investment operations:
Net investment income (loss) ⁽²⁾		0.13			0.16		0.11		(0.05)			0.00	⁽³⁾
Net realized and unrealized gains (losses) on investments and securities sold short		1.03			0.60		(1.05)		1.53			0.21
Total from investment operations		1.16			0.76		(0.94)		1.48			0.21

Less distributions:
From net investment income		(0.23)			(0.09)		(0.04)		(0.00)	⁽³⁾		(0.06)
From net realized gains		—			(0.33)		(0.19)		—			—
Total distributions		(0.23)			(0.42)		(0.23)		—			(0.06)

Redemption fees		0.00	⁽³⁾		—		—		—			—
Net asset value, end of period	$	9.82		$	8.89	$	8.55	$	9.72		$	8.24

Total Return		13.24%			8.96%		(9.92%)		18.01%			2.56%

Supplemental data and ratios:
Net assets, end of period (thousands)	$	3,429		$	3,837	$	4,608	$	5,691		$	4,690
Ratio of expenses to average net assets ⁽⁴⁾
Before expense reimbursement and recovery		2.31%			2.16%		1.96%		1.97%			1.94%
After expense reimbursement and recovery		2.30%			2.16%		1.96%		2.01%			1.91%
Ratio of net investment income (loss) to average net assets ⁽⁵⁾
Before expense reimbursement and recovery		1.41%			1.84%		1.14%		(0.44%)			(0.03%)
After expense reimbursement and recovery		1.42%			1.84%		1.14%		(0.48%)			0.01%
Portfolio turnover rate ⁽⁶⁾		55.57%			67.20%		54.13%		49.39%			55.31%

⁽¹⁾

For a share outstanding throughout the period. Rounded to the nearest cent.

⁽²⁾

Net investment income (loss) per share is calculated based on average shares outstanding.

⁽³⁾

Amount represents less than $0.005 per share.

⁽⁴⁾

The ratio of expenses to average net assets includes dividends and interest on securities sold short and other extraordinary expenses. The expense ratios excluding dividends and interest on securities sold short and other extraordinary expenses before and after expense reimbursement and recovery were 2.05% and 2.04% for the year ended September 30, 2024, 1.91% and 1.91% for the year ended September 30, 2023, 1.65% and 1.65% for the year ended September 30, 2022, 1.73% and 1.78% for the year ended September 30, 2021, and 1.74% and 1.69% for the year ended September 30, 2020, respectively.

⁽⁵⁾

The net investment income ratios include dividends and interest on securities sold short and other extraordinary expenses.

⁽⁶⁾

The portfolio turnover rate excludes purchases and sales of securities sold short.

The accompanying notes are an integral part of these financial statements.

Financial Highlights

Leuthold Global Fund - Institutional - GLBIX

	Year Ended September 30, 2024		Year Ended September 30, 2023		Year Ended September 30, 2022		Year Ended September 30, 2021			Year Ended September 30, 2020

Per Share Data ⁽¹⁾ :
Net asset value, beginning of period	$	9.04	$	8.67	$	9.86	$	8.38		$	8.21
Income (loss) from investment operations:
Net investment income (loss) ⁽²⁾		0.16		0.19		0.12		(0.04)			0.02
Net realized and unrealized gains (losses) on investments and securities sold short		1.04		0.61		(1.07)		1.54			0.21
Total from investment operations		1.20		0.80		(0.95)		1.50			0.23

Less distributions:
From net investment income		(0.23)		(0.10)		(0.05)		(0.02)			(0.06)
From net realized gains		—		(0.33)		(0.19)		—			—
Total distributions		(0.23)		(0.43)		(0.24)		(0.02)			(0.06)

Redemption fees		—		—		—		0.00	⁽³⁾		0.00	⁽³⁾
Net asset value, end of period	$	10.01	$	9.04	$	8.67	$	9.86		$	8.38

Total Return		13.40%		9.26%		(9.90%)		17.96%			2.79%

Supplemental data and ratios:
Net assets, end of period (thousands)	$	17,462	$	20,464	$	20,143	$	22,939		$	21,097
Ratio of expenses to average net assets ⁽⁴⁾
Before expense reimbursement and recovery		2.06%		1.91%		1.87%		1.90%			1.73%
After expense reimbursement and recovery		2.05%		1.91%		1.87%		1.95%			1.69%
Ratio of net investment income (loss) to average net assets ⁽⁵⁾
Before expense reimbursement and recovery		1.64%		2.12%		1.28%		(0.40%)			0.17%
After expense reimbursement and recovery		1.65%		2.12%		1.28%		(0.45%)			0.21%
Portfolio turnover rate ⁽⁶⁾		55.57%		67.20%		54.13%		49.39%			55.31%

⁽¹⁾

For a share outstanding throughout the period. Rounded to the nearest cent.

⁽²⁾

Net investment income (loss) per share is calculated based on average shares outstanding.

⁽³⁾

Amount represents less than $0.005 per share.

⁽⁴⁾

The ratio of expenses to average net assets includes dividends and interest on securities sold short and other extraordinary expenses. The expense ratios excluding dividends and interest on securities sold short and other extraordinary expenses before and after expense reimbursement and recovery were 1.80% and 1.79% for the year ended September 30, 2024, 1.66% and 1.66% for the year ended September 30, 2023, 1.57% and 1.57% for the year ended September 30, 2022, 1.66% and 1.71% for the year ended September 30, 2021, and 1.53% and 1.49% for the year ended September 30, 2020, respectively.

⁽⁵⁾

The net investment income ratios include dividends and interest on securities sold short and other extraordinary expenses.

⁽⁶⁾

The portfolio turnover rate excludes purchases and sales of securities sold short.

The accompanying notes are an integral part of these financial statements.

Financial Highlights

Leuthold Select Industries Fund - Retail - LSLTX

	Year Ended September 30, 2024			Year Ended September 30, 2023		Year Ended September 30, 2022		Year Ended September 30, 2021		Year Ended September 30, 2020

Per Share Data ⁽¹⁾ :
Net asset value, beginning of period	$	32.15		$	26.69	$	33.85	$	27.06	$	25.02
Income (loss) from investment operations:
Net investment income (loss) ⁽²⁾		(0.09)			0.10		0.09		(0.10)		(0.04)
Net realized and unrealized gains on investments		9.63			5.80		(5.09)		8.85		2.81
Total from investment operations		9.54			5.90		(5.00)		8.75		2.77

Less distributions:
From net investment income		—			(0.44)		(0.08)		—		—
From net realized gains		(1.29)			—		(2.08)		(1.96)		(0.73)
Total distributions		(1.29)			(0.44)		(2.16)		(1.96)		(0.73)
Net asset value, end of period	$	40.40		$	32.15	$	26.69	$	33.85	$	27.06

Total Return		30.67%			22.23%		(16.21%)		34.14%		11.28%

Supplemental data and ratios:
Net assets, end of period (thousands)	$	14,772		$	13,611	$	11,965	$	14,741	$	8,677
Ratio of expenses to average net assets:
Before expense reimbursement and recovery		1.79%	⁽³⁾		1.87%		1.86%		2.03%		2.75%
After expense reimbursement and recovery		1.51%	⁽³⁾		1.50%		1.50%		1.50%		1.50%
Ratio of net investment income (loss) to average net assets:
Before expense reimbursement and recovery		(0.55%)	⁽⁴⁾		(0.04%)		(0.07%)		(0.84%)		(1.40%)
After expense reimbursement and recovery		(0.26%)	⁽⁴⁾		0.33%		0.29%		(0.31%)		(0.16%)
Portfolio Turnover		52.52%			103.61%		105.72%		62.93%		73.99%

⁽¹⁾

For a share outstanding throughout the period. Rounded to the nearest cent.

⁽²⁾

Net investment income (loss) per share is calculated based on average shares outstanding.

⁽³⁾

The ratio of expenses to average net assets includes other extraordinary expenses. The expense ratios excluding other extraordinary expenses before and after expense reimbursement and recovery were 1.78% and 1.50% for the year ended September 30, 2024.

⁽⁴⁾

The net investment income ratios include other extraordinary expenses.

The accompanying notes are an integral part of these financial statements.

Financial Highlights

Leuthold Grizzly Short Fund - Retail - GRZZX

	Year Ended September 30, 2024		Year Ended September 30, 2023		Year Ended September 30, 2022		Year Ended September 30, 2021		Year Ended September 30, 2020

Per Share Data ⁽¹⁾ :
Net asset value, beginning of period	$	7.39	$	9.25	$	7.15	$	10.82	$	16.15
Income (loss) from investment operations:
Net investment income (loss) ⁽²⁾		0.48		0.39		(0.10)		(0.23)		(0.31)
Net realized and unrealized gains (losses) on investments and securities sold short		(1.50)		(1.95)		2.20		(3.44)		(5.01)
Total from investment operations		(1.02)		(1.56)		2.10		(3.67)		(5.32)

Less distributions:
From net investment income		(0.52)		(0.30)		—		—		(0.01)
From net realized gains		—		—		—		—		—
Total distributions		(0.52)		(0.30)		—		—		(0.01)
Net asset value, end of period	$	5.85	$	7.39	$	9.25	$	7.15	$	10.82

Total Return		(14.14%)		(16.77%)		29.37%		(33.92%)		(32.96%)

Supplemental data and ratios:
Net assets, end of period (thousands)	$	53,932	$	110,330	$	197,384	$	60,697	$	123,140
Ratio of expenses to average net assets ⁽³⁾		2.91%		2.71%		2.68%		2.93%		2.84%
Ratio of net investment income (loss) to average net assets ⁽⁴⁾		7.11%		4.99%		(1.22%)		(2.93%)		(2.23%)
Portfolio turnover rate ⁽⁵⁾		0.00%		0.00%		0.00%		0.00%		0.00%

⁽¹⁾

For a share outstanding throughout the period. Rounded to the nearest cent.

⁽²⁾

Net investment income (loss) per share is calculated based on average shares outstanding.

⁽³⁾

The ratio of expenses to average net assets includes dividends and interest on securites sold short and other extraordinary expenses. The expense ratios excluding dividends and interest on securities sold short and other extraordinary expenses 1.66% for the year ended September 30, 2024, were 1.63% for the year ended September 30, 2023, 1.61% for the year ended September 30, 2022, 1.68% for the year ended September 30, 2021, and 1.24% for the year ended September 30, 2020.

⁽⁴⁾

The net investment income ratios include dividends and interest on securities sold short and/or other extraordinary expenses.

⁽⁵⁾

The portfolio turnover rate excludes purchases and sales of securities sold short.

The accompanying notes are an integral part of these financial statements.

Financial Highlights

Leuthold Core ETF - Retail - LCR

	Year Ended September 30, 2024			Year Ended September 30, 2023		Year Ended September 30, 2022		Year Ended September 30, 2021		Period Ended September 30, 2020⁽¹⁾

Per Share Data ⁽²⁾:
Net asset value, beginning of period	$	30.30		$	27.49	$	30.06	$	26.63	$	25.00
Income (loss) from investment operations:
Net investment income ⁽³⁾		0.61			0.51		0.26		0.06		0.08
Net realized and unrealized gains (losses) on investments and securities sold short		4.99			2.52		(2.76)		3.55		1.55
Total from investment operations		5.60			3.03		(2.50)		3.61		1.63

Less distributions:
From net investment income		(0.51)			(0.22)		(0.07)		(0.18)		—
From net realized gains		—			—		—		—		—
Total distributions		(0.51)			(0.22)		(0.07)		(0.18)		—
Net asset value, end of period	$	35.39		$	30.30	$	27.49	$	30.06	$	26.63

Total Return		18.67%			11.03%		(8.34%)		13.59%		6.52%

Supplemental data and ratios:
Net assets, end of period (thousands)	$	88,465		$	66,659	$	35,741	$	15,030	$	11,317
Ratio of expenses to average net assets:
Before expense reimbursement and recovery		0.71%	⁽⁴⁾		0.73%		0.98%		1.43%		3.31%	⁽⁶⁾
After expense reimbursement and recovery		0.66%	⁽⁴⁾		0.65%		0.65%		0.65%		0.65%	⁽⁶⁾
Ratio of net investment income (loss) to average net assets:
Before expense reimbursement and recovery		1.79%	⁽⁵⁾		1.63%		0.55%		(0.59%)		(2.23%)	⁽⁶⁾
After expense reimbursement and recovery		1.84%	⁽⁵⁾		1.71%		0.88%		0.19%		0.43%	⁽⁶⁾
Portfolio Turnover		39.78%			50.36%		31.03%		70.83%		47.53%

⁽¹⁾

Fund commenced operations on January 6, 2020. Information presented is for the period January 6, 2020 through September 30, 2020.

⁽²⁾

For a share outstanding throughout the period. Rounded to the nearest cent.

⁽³⁾

Net investment income (loss) per share is calculated based on average shares outstanding.

⁽⁴⁾

The ratio of expenses to average net assets includes other extraordinary expenses. The expense ratios excluding other extraordinary expenses before and after expense reimbursement and recovery were 0.70% and 0.65% for the year ended September 30, 2024.

⁽⁵⁾

The net investment income ratios include other extraordinary expenses.

⁽⁶⁾

Annualized.

The accompanying notes are an integral part of these financial statements.

Notes to Financial Statements	Leuthold Funds, Inc.
September 30, 2024

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Leuthold Funds, Inc. (the “Company”) was incorporated on August 30, 1995, as a Maryland Corporation and is registered with the Securities and Exchange Commission as an open-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). In addition, the Funds are considered investment companies under, and follow the accounting and reporting guidance in, Accounting Standards Codification Topic 946 – Investment Companies. The Leuthold Group, LLC, doing business as Leuthold Weeden Capital Management, is the investment adviser to the Funds (the “Adviser”). The Company consists of five series (each series a “Fund” and collectively the “Funds”):

Fund	Investment Objective	Inception - Retail Share Class	Inception - Institutional Share Class
Leuthold Core Investment Fund	Seeks total return consistent with prudent investment risk over the long-term	11/20/1995	1/31/2006
Leuthold Global Fund	Seeks total return consistent with prudent investment risk over the long-term	7/1/2008	4/30/2008
Leuthold Select Industries Fund	Capital appreciation	6/19/2000	n/a
Leuthold Grizzly Short Fund	Capital appreciation	6/19/2000	n/a
Leuthold Core ETF	Capital appreciation and income	1/6/2020	n/a

All classes of shares in a Fund have identical voting, dividend, liquidation, and other rights, and the same terms and conditions, except that certain fees and expenses, including distribution and shareholder servicing fees, may differ among classes. Each class has exclusive voting rights on any matters relating to that class’s servicing or distribution arrangements.

The following is a summary of significant accounting policies consistently followed by the Funds.

a) Investment Valuation – The Funds value their investments at fair value. Securities listed on a national securities exchange (other than The NASDAQ OMX Group, Inc., referred to as “NASDAQ”) are valued at the last sale price on the day the valuation is made. Securities that are traded on NASDAQ under one of its three listing tiers, NASDAQ Global Market, NASDAQ Global Select Market, and NASDAQ Capital Market, are valued at the NASDAQ Official Closing Price. Price information on listed stocks is taken from the exchange where the security is primarily traded. Securities, including securities sold short, which are listed on an exchange, but which are not traded on the valuation date are generally valued at the mean between the bid and the asked prices. Unlisted securities for which market quotations are readily available are valued at the latest quoted bid price or, if unavailable, at prices provided by an independent pricing service. Securities sold short which are not listed on an exchange but for which market quotations are readily available are generally valued at the average of the current bid and asked prices. Debt securities are valued at bid prices provided by an independent pricing service that may use a matrix pricing method or other analytical pricing model. Shares of open-end investment companies (other than shares of an exchange-traded fund traded on domestic securities exchanges or on NASDAQ) are valued at one of the following prices as determined by the Adviser: (a) the net asset value announced by such open-end investment company following the close of business on the business day a Fund’s net asset value is to be calculated; (b) the net asset value announced by such open-end investment company following the close of business on the business day immediately preceding the day a Fund’s net asset value is to be calculated; or (c) a value determined by the Adviser by adding to, or subtracting from, the net asset value announced by such open-end investment company following the close of business on the business day immediately preceding the day a Fund’s net asset value is to be calculated, an amount equal to the Adviser’s estimate of the effect of changes in the market prices for the types of securities held by such investment company. Other assets, including securities

Notes to Financial Statements	Leuthold Funds, Inc.
September 30, 2024

for which no quotations are readily available, are valued at fair value as determined in good faith by the valuation designee pursuant to the Funds’ “Pricing and Valuation Guidelines.”

Under Rule 2a-5 of the 1940 Act, a fair value will be determined for securities for which quotations are not readily available by the Valuation Designee (as defined in Rule 2a-5) in accordance with the Pricing and Valuation Policy and Fair Value Procedures, as applicable, of the Adviser, subject to oversight by the Board. When a security is “fair valued,” consideration is given to the facts and circumstances relevant to the particular situation, including a review of various factors set forth in the Adviser’s Pricing and Valuation Policy and Fair Value Procedures, as applicable. Fair value pricing is an inherently subjective process, and no single standard exists for determining fair value. Different funds could reasonably arrive at different values for the same security. The use of fair value pricing by a fund may cause the NAV of its shares to differ significantly from the NAV that would be calculated without regard to such considerations

The Funds may invest in foreign securities. Foreign securities may be priced at the closing price reported on the foreign exchange on which they are principally traded. Trading in foreign securities may be completed at times that vary from the closing of the New York Stock Exchange (“NYSE”). The Adviser, as the “valuation designee” under review of the Board, uses their independent pricing provider’s proprietary fair value pricing model to assist in determining current valuation for foreign securities traded in markets that close prior to the NYSE. Foreign securities quoted in foreign currencies are translated into U.S. dollars at current exchange rates. Occasionally, events that affect these values and exchange rates may occur between the times at which they are determined and the closing of the NYSE. If these events materially affect the value of portfolio securities, then these securities may be valued as determined in good faith by the Directors. Some of the factors which may be considered by the valuation designee and the Funds’ Fair Value Pricing Committee in determining fair value are fundamental analytical data relating to the investment, the nature and duration of any restrictions on disposition, trading in similar securities of the same issuer or comparable companies, information from broker-dealers, and an evaluation of the forces that influence the market in which the securities are purchased and sold. The use of fair value pricing by a Fund may cause the net asset value of its shares to differ significantly from the net asset value that would be calculated without regard to such considerations.

b) Fair Valuation Measurements – The Funds have adopted fair valuation accounting standards, which establish a definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the following three levels:

Level 1 - Quoted prices in active markets for identical securities.

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 Funds’ own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used to value the Funds’ investments and securities sold short as of September 30, 2024:

Notes to Financial Statements	Leuthold Funds, Inc.
September 30, 2024

Leuthold Core Investment Fund

	Level 1			Level 2		Level 3			Total
Assets:
Investments:
Common Stocks	$	395,376,024		$	—	$	0	^(a)(b)	$	395,376,024
Exchange Traded Funds		57,930,847			3,552,080		—			61,482,927
U.S. Treasury Securities		—			10,372,824		—			10,372,824
Foreign Government Debt Obligations		—			9,609,386		—			9,609,386
Corporate Bonds		—			5,089,950		—			5,089,950
Money Market Funds		72,210,207			—		—			72,210,207
U.S. Treasury Bills		—			16,966,096		—			16,966,096
Total Investments	$	525,517,078		$	45,590,336	$	0	^(a)(b)	$	571,107,414

Liabilities:
Investments:
Exchange Traded Funds	$	(43,934,776	)	$	—	$	—		$	(43,934,776	)
Common Stocks		(34,306,266	)		—		—			(34,306,266	)
Real Estate Investment Trusts		(268,656	)		—		—			(268,656	)
Total Investments	$	(78,509,698	)	$	—	$	—		$	(78,509,698	)

Refer to the Schedule of Investments for further disaggregation of investment categories.

(a)

Amount is less than $0.50.

(b)

Management has determined transfers into/out of level 3 and the value of level 3 investments at year end to be immaterial to the Fund.

Leuthold Global Fund

	Level 1			Level 2		Level 3			Total
Assets:
Investments:
Common Stocks	$	9,283,210		$	5,317,143	$	0	^(a)(b)	$	14,600,353
Exchange Traded Funds		1,307,714			389,903		—			1,697,617
Corporate Bonds		—			520,060		—			520,060
U.S. Treasury Securities		—			513,606		—			513,606
Foreign Government Debt Obligations		—			474,817		—			474,817
Money Market Funds		2,414,679			—		—			2,414,679
U.S. Treasury Bills		—			498,997		—			498,997
Total Investments	$	13,005,603		$	7,714,526	$	0	^(a)(b)	$	20,720,129

Liabilities:
Investments:
Exchange Traded Funds	$	(2,368,160	)	$	—	$	—		$	(2,368,160	)
Common Stocks		(640,458	)		—		—			(640,458	)
Real Estate Investment Trusts		(5,031	)		—		—			(5,031	)
Total Investments	$	(3,013,649	)	$	—	$	—		$	(3,013,649	)

Refer to the Schedule of Investments for further disaggregation of investment categories.

(a)

Amount is less than $0.50.

(b)

Management has determined transfers into/out of level 3 and the value of level 3 investments at year end to be immaterial to the Fund.

Notes to Financial Statements	Leuthold Funds, Inc.
September 30, 2024

Leuthold Select Industries Fund

	Level 1		Level 2		Level 3		Total
Investments:
Common Stocks	$	14,663,171	$	—	$	—	$	14,663,171
Money Market Funds		142,784		—		—		142,784
Total Investments	$	14,805,955	$	—	$	—	$	14,805,955

Leuthold Grizzly Short Fund

	Level 1			Level 2		Level 3		Total
Assets:
Investments:
Money Market Funds	$	41,705,650		$	—	$	—	$	41,705,650
U.S. Treasury Bills		—			9,979,933		—		9,979,933
Total Investments	$	41,705,650		$	9,979,933	$	—	$	51,685,583

Liabilities:
Investments:
Common Stocks	$	(38,024,021	)	$	—	$	—	$	(38,024,021	)
Exchange Traded Funds		(14,510,168	)		—		—		(14,510,168	)
Real Estate Investment Trusts		(298,640	)		—		—		(298,640	)
Total Investments	$	(52,832,829	)	$	—	$	—	$	(52,832,829	)

Leuthold Core ETF

	Level 1		Level 2		Level 3		Total
Investments:
Exchange Traded Funds	$	79,672,526	$	—	$	—	$	79,672,526
Money Market Funds		8,682,984		—		—		8,682,984
Total Investments	$	88,355,510	$	—	$	—	$	88,355,510

For further information regarding security characteristics, see the Schedules of Investments and Schedules of Securities Sold Short.

c) Federal Income Taxes – Provision for federal income taxes or excise taxes has not been made since the Funds have elected to be taxed as “regulated investment companies” and intend to distribute substantially all taxable income to shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes. The Funds also designate as distributions of long-term gains, to the extent necessary to fully distribute such capital gains, earnings and profits distributed to shareholders on the redemption of shares.

The tax character of distributions paid during the fiscal years ended September 30, 2024 and 2023 was as follows:

			Year Ended September 30, 2024

		Leuthold Core Investment Fund		Leuthold Global Fund		Leuthold Select Industries Fund		Leuthold Grizzly Short Fund		Leuthold Core ETF
Distributions paid from:
Ordinary Income	$	7,722,596	$	577,036	$	165,254	$	5,495,575	$	1,180,984
Long Term Capital Gain*		21,949,824		5,643		436,719		—		—
Total Distributions Paid	$	29,672,420	$	582,679	$	601,973	$	5,495,575	$	1,180,984

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

	Year Ended September 30, 2023
	Leuthold Core Investment Fund		Leuthold Global Fund		Leuthold Select Industries Fund		Leuthold Grizzly Short Fund		Leuthold Core ETF

Distributions paid from:
Ordinary Income	$	4,758,362	$	283,368	$	44,274	$	5,100,117	$	438,080
Long Term Capital Gain*		35,177,170		929,338		148,706		—		—
Total Distributions Paid	$	39,935,532	$	1,212,706	$	192,980	$	5,100,117	$	438,080

*The funds designate these distributions as long-term capital gain dividends per IRC Sec. 852(b)(3)(C) in the 20-percent group (which may be taxed at a 20-percent rate, a 15-percent rate or 0-percent rate, depending on the shareholder’s taxable income).

At September 30, 2024, the components of accumulated earnings (deficit) on a tax basis were as follows:

	Leuthold Core Investment Fund		Leuthold Global Fund		Leuthold Select Industries Fund		Leuthold Grizzly Short Fund			Leuthold Core ETF
Undistributed Ordinary Income	$	1,718,944	$	—	$	252,761	$	1,544,008		$	1,052,334
Undistributed long-term gains		27,175,197		1,058,934		1,152,189		—			—
Distributable earnings		28,894,141		1,058,934		1,404,950		1,544,008			1,052,334
Capital loss carryover and late-year losses		—		—		—		(381,363,729	)		(44,488	)
Other accumulated gains (losses)		—		—		—		—			—
Unrealized appreciation (depreciation)		169,012,843		3,237,012		6,102,060		(589,127	)		10,977,318
Total accumulated earnings (deficit)	$	197,906,984	$	4,295,946	$	7,507,010	$	(380,408,848	)	$	11,985,164

Net investment income and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of permanent book-to-tax differences. U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) requires that permanent differences between financial reporting and tax reporting be reclassified between various components of net assets. These differences are primarily due to partnership adjustments, securities sold short, earnings and profits distributed to shareholders on the redemption of shares, net operating losses, realized gain on redemptions in kind, and expiration of capital losses.

Additionally, U.S. GAAP requires that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share. For the year ended September 30, 2024, the following table shows the reclassifications made:

	Distributable Earnings			Paid In Capital
Leuthold Core Investment Fund	$	(3,135,297	)	$	3,135,297
Leuthold Global Fund		(99,282	)		99,282
Leuthold Select Industries Fund		(302,230	)		302,230
Grizzly Short Fund		—			—
Leuthold Core ETF		(3,523,294	)		3,523,294

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

Under current law, the Funds may carry forward net capital losses indefinitely to use to offset capital gains realized in future years. Capital losses realized will carry forward retaining their classification as long-term or short-term losses.

	Leuthold Core Investment Fund		Leuthold Global Fund		Leuthold Select Industries Fund		Leuthold Grizzly Short Fund			Leuthold Core ETF
Unlimited Short-Term	$	—	$	—	$	—	$	(381,363,729	)	$	(44,488	)

Unlimited Long-Term		—		—		—		—			—

The Funds did not have any late-year losses incurred during the fiscal year ended September 30, 2024 as arising on the first day of the fiscal year ending September 30, 2025. The Funds also did not have any post-October losses. The Leuthold Global Fund and Leuthold Core ETF utilized $35,356 and $689,960 in capital loss carry forwards during the year ended September 30, 2024, respectively.

As of September 30, 2024, the Funds had no tax positions that did not meet the “more likely-than-not” threshold of being sustained by the applicable tax authority. Generally, tax authorities can examine all the tax returns filed for the last three years. The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statements of Operations. During the year ended September 30, 2024, the Funds did not incur any interest or penalties.

d) Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid quarterly for the Leuthold Core Investment Fund, Leuthold Global Fund, Leuthold Select Industries Fund, and Leuthold Grizzly Short Fund, and are declared and paid annually for the Leuthold Core ETF. Distributions of net realized capital gains, if any, are declared and paid at least annually.

e) Use of Estimates – The preparation of financial statements in conformity with U.S. GAAP requires management to make 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 revenues and expenses during the reporting period. Actual results could differ from those estimates.

f) Securities Sold Short – For financial statement purposes, an amount equal to the required amount of collateral to be segregated for securities sold short is included in the Statements of Assets and Liabilities as an asset. The amount of the securities sold short, shown as a liability, is subsequently marked-to-market to reflect the current value of the securities sold short. Subsequent fluctuations in the market prices of securities sold short may require purchasing the securities at prices which could differ from the amount reflected in the Statements of Assets and Liabilities. The Funds are liable for any dividends or interest payable on securities sold short. The Funds will suffer a loss if they sell a security short and the value of the security rises rather than falls; additionally, the Funds may be subject to expenses such as costs of borrowing and margin account maintenance. Since there is no maximum attainable price for a stock, short selling could result in unlimited loss. As collateral for their securities sold short, the Funds are required under the 1940 Act to maintain segregated assets consisting of cash, cash equivalents, or liquid securities. These segregated assets are valued consistent with Note 1a. The amount of segregated assets is required to be adjusted daily to reflect changes in the fair value of the securities sold short. The Leuthold Core Investment Fund, Leuthold Global Fund, and Leuthold Grizzly Short Fund’s collateral at broker for securities sold short is with one major international security dealer.

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

With regard to the cash collateral that is posted with counterparties, the Funds have established a collateral account for each respective counterparty with its custodian (the “Account”) and have entered into a tri-party agreement with the custodian and the respective counterparty regarding the transfer of assets to and from the Account.

The Adviser reviews each Account on a daily basis to ensure that the Account does not maintain a material amount of cash collateral in excess of what is required by the applicable counterparty (the amount of collateral required by such counterparty is subject to change and generally not known until the next business day, which necessitates the maintenance of a minimum amount of excess cash collateral). In the event that the excess cash collateral in an Account is equal to or in excess of the greater of the following: $250,000 or 3% of the total assets of the applicable Fund calculated at each month end; then the applicable Fund, pursuant to the tri-party agreement, will instruct the custodian to sweep such excess cash collateral into the Fund’s interest bearing account with the custodian. The amount of collateral held related to this tri-party agreement is included in the Statements of Assets and Liabilities as an asset.

g) Other – Investment and shareholder transactions are recorded on the trade date. The Funds determine the gain or loss realized from the investment transactions by comparing the cost of the security lot sold with the net sales proceeds. The Funds utilize an identified lot approach to transactions. Dividend income is recognized on the ex-dividend date or as soon as information is available to the Funds, and interest income is recognized on an accrual basis. Discounts and premiums on bonds are amortized using the yield to maturity method over the life of the respective bond. For financial reporting purposes, the Funds isolate changes in the exchange rate of investment securities from the fluctuations arising from changes in the market prices of securities for realized gains and losses.

h) Foreign Taxes – To the extent certain Funds invest in foreign securities, they may be subject to foreign withholding taxes with respect to dividends or interest the Funds received from sources in foreign countries. Since certain Funds may invest in the securities of a foreign issuer, it can elect to “pass-through” foreign taxes paid by the Funds to its shareholders who, subject to certain limitations, can elect to credit such taxes against their own U.S. federal income tax liability or claim them as a credit. No assurance can be provided that the Funds can or will make such an election.

i) Expenses – Expenses that directly relate to one of the Funds are charged directly to that Fund. Other operating expenses of the Funds, such as Directors fees and expenses, insurance expense, and legal fees are allocated between the Funds based on the relative net asset value of the individual Funds.

j) Counterparty Risk – Counterparty risk may arise as the result of the failure of a counterparty to a securities contract to comply with the terms of the contract. Potential counterparty risk is measured by the creditworthiness of the counterparty and additional risk may arise from unanticipated events affecting the value of the underlying security.

k) Managed Futures Strategy/Commodities Risk (Leuthold Core ETF only) - The Fund may invest in underlying investments that principally invest in the commodities markets through investment in managed futures programs. Such investments may subject an underlying investment to greater volatility than investments in traditional securities. Commodities are real assets such as oil, agriculture, livestock, industrial metals, and precious metals such as gold or silver. Prices of commodities and related contracts may fluctuate significantly over short periods

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

for a variety of reasons, including weather and natural disasters; pandemics and other global health emergencies; governmental, agricultural, trade, fiscal, monetary and exchange control programs and policies; acts of terrorism, tariffs and U.S. and international economic, political, military and regulatory developments. The demand and supply of these commodities may also fluctuate widely based on such factors as interest rates, investors’ expectations with respect to the rate of inflation, currency exchange rates, the production and cost levels of the producers and/or forward selling by such producers, global or regional political, economic, or financial events, purchases and sales by central banks, and trading activities by hedge funds and other commodity funds. Commodity underlying investments may use derivatives, such as futures, options, and swaps, which expose them to further risks, including counterparty risk (i.e., the risk that the institution on the other side of the trade will default).

l) Shares May Trade at Prices Other Than NAV (Leuthold Core ETF only) - As with all exchange traded funds (“ETFs”), shares may be bought and sold in the secondary market at market prices. Although it is expected that the market price of shares will approximate the Fund’s net asset value (“NAV”), there may be times when the market price of shares is more than the NAV intra-day (premium) or less than the NAV intra-day (discount) due to supply and demand of shares or during periods of market volatility. This risk is heightened in times of market volatility, periods of steep market declines, and periods when there is limited trading activity for shares in the secondary market, in which case such premiums or discounts may be significant.

m) Authorized Participants, Market Makers and Liquidity Providers Concentration Risk (Leuthold Core ETF only) - The Fund has a limited number of financial institutions that may act as authorized participants (“APs”). In addition, there may be a limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occur, shares may trade at a material discount to NAV and possibly face delisting: (i) APs exit the business or otherwise become unable to process creation and/or redemption orders and no other APs step forward to perform these services, or (ii) market makers and/or liquidity providers exit the business or significantly reduce their business activities and no other entities step forward to perform their functions.

n) Rule 18f-4 under the 1940 Act - Rule 18f-4 under the 1940 Act (“Rule 18f-4”) imposes limits on the amount of derivatives a fund can enter into, eliminates the asset segregation and cover framework arising from prior SEC guidance for covering derivatives and certain financial instruments currently used by funds to comply with Section 18 of the 1940 Act and treats derivatives as senior securities. Under Rule 18f-4 a fund’s derivatives exposure is limited through a value-at-risk test. Funds whose use of derivatives is more than a limited specified exposure amount are required to establish and maintain a comprehensive derivatives risk management program, subject to oversight by a fund’s board of trustees, and appoint a derivatives risk manager. The Leuthold Core Investment Fund, Leuthold Global Fund, and Leuthold Grizzly Short Fund have implemented a derivatives risk management program and comply with Rule 18f-4.

o) Recently Issued Accounting Pronouncements

In June 2022, the Financial Accounting Standards Board issued Accounting Standards Update 2022-03, which amends Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”). ASU 2022-03 clarifies guidance for fair value measurement of an equity security subject to a contractual sale restriction and establishes new disclosure requirements for such equity securities. ASU 2022-03 is effective for fiscal years beginning after December 15, 2023 and for interim

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

periods within those fiscal years, with early adoption permitted. The Fund is currently evaluating the impact, if any, of these amendments on the financial statements.

In December 2022, the Financial Accounting Standards Board issued an Accounting Standards Update, ASU 2022-06, Reference Rate Reform (Topic 848) – Deferral of the Sunset Date of Topic 848 (“ASU 2022-06). ASU 2022-06 is an amendment to ASU 2020-04, which provided optional guidance to ease the potential accounting burden due to the discontinuation of the LIBOR and other interbank-offered based reference rates and which was effective as of March 12, 2020 through December 31, 2022. ASU 2022-06 extends the effective period through December 31, 2024. Management is currently evaluating the impact, if any, of applying ASU 2022-06.

p) Subsequent Events – In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. On September 24, 2024, a registration statement was filed with the Securities & Exchange Commission, with a proposed reorganization of the Leuthold Funds into a newly created series within Managed Portfolio Series, a multiple series trust. The proposed reorganization is subject to shareholder approval. If approved, the proposed reorganization will take place on or after December 20, 2024.

2. INVESTMENT TRANSACTIONS

Purchases and sales of investment securities, other than short-term investments, U.S. Government securities, and securities sold short, for the year ended September 30, 2024 are summarized below.

	Leuthold Core Investment Fund		Leuthold Global Fund		Leuthold Select Industries Fund		Leuthold Core ETF ^(a)
Purchases	$	176,676,187	$	10,570,668	$	8,491,592	$	32,163,432
Sales		178,786,568		14,713,299		11,684,635		27,667,958

Purchases and sales of U.S. Government securities for the year ended September 30, 2024 are summarized below.

	Leuthold Core Investment Fund		Leuthold Global Fund		Leuthold Select Industries Fund		Leuthold Core ETF ^(a)
Purchases	$	—	$	—	$	—	$	—
Sales		5,831,006		341,281		—		—

(a)

The Leuthold Core ETF’s purchases and sales exclude in-kind transactions. In-kind purchases and sales as of September 30, 2024 were $23,262,109 and $15,979,148 respectively. During the year ended September 30, 2024, the Fund realized $3,593,017 in net capital gains resulting from in-kind redemptions, in which shareholders exchanged Fund shares for securities held by the Fund rather than for cash. Because such gains are not taxable to the Fund, and are not distributed to shareholders, they have been reclassified from accumulated earnings to paid-in capital.

There were no purchases or sales of investment securities in the Leuthold Grizzly Short Fund because this Fund invests only in securities sold short.

At September 30, 2024, gross unrealized appreciation and depreciation of investments and securities sold short and cost of investments and cost of securities sold short for tax purposes were as follows:

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

	Leuthold						Leuthold			Leuthold
	Core			Leuthold			Select			Grizzly			Leuthold
	Investment			Global			Industries			Short			Core
	Fund			Fund			Fund			Fund			ETF
Tax cost of investments	$	323,587,866		$	14,469,903		$	8,703,891		$	(558,118	)	$	77,378,193
Unrealized appreciation		173,293,471			4,632,904			6,152,942			2,608,430			13,149,786
Unrealized depreciation		(4,280,628	)		(1,395,892	)		(50,882	)		(3,197,557	)		(2,172,468	)
Net unrealized appreciation	$	169,012,843		$	3,237,012		$	6,102,060		$	(589,127	)	$	10,977,318

The differences between book and tax basis of unrealized appreciation (depreciation) are primarily attributable to the tax deferral of losses on wash sales and passive foreign investment company transactions.

3. INVESTMENT ADVISORY AND OTHER AGREEMENTS

Each of the Funds has entered into an Investment Advisory Agreement (“advisory agreement”) with the Adviser. Pursuant to its advisory agreement with the Funds, the Adviser is entitled to receive a fee, calculated daily as applied to each Fund’s average daily net assets and payable monthly, at annual rates of:

Leuthold		Leuthold	Leuthold
Core	Leuthold	Select	Grizzly	Leuthold
Investment	Global	Industries	Short	Core
Fund	Fund	Fund	Fund	ETF
0.90%	0.90%	1.00%	1.25%	0.50%

The Adviser has agreed to waive its advisory fee and/or reimburse the Funds’ other expenses, to the extent necessary to ensure that the Funds’ total operating expenses (exclusive of interest, taxes, brokerage commissions, dividends, interest on securities sold short, acquired fund fees and expenses, and extraordinary items) do not exceed the following rates, based on each Fund’s average daily net assets:

Leuthold		Leuthold	Leuthold
Core	Leuthold	Select	Grizzly	Leuthold
Investment	Global	Industries	Short	Core
Fund	Fund	Fund	Fund	ETF
1.25%	1.85%	1.50%	2.50%	0.65%

Any waiver or reimbursement is subject to later adjustments to allow the Adviser to recoup amounts previously waived or reimbursed to the extent actual fees and expenses for a fiscal period are less than each Fund’s expense limitation, provided, however, that the recoupment period for the Adviser is limited to three years from the time the expenses were waived or incurred and is limited to the lesser of (1) the expense cap in effect at the time of the waiver, and (2) the expense cap in effect at the time of recapture.

Amounts subject to future recoupment as of September 30, 2024 are as follows:

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

Leuthold Global Fund

Year of Expiration		Recoverable Amount

9/30/2027		$1,816

Leuthold Select Industries Fund
Year of Expiration		Recoverable Amount

9/30/2025		$54,459
9/30/2026		52,137
9/30/2027		47,815

Leuthold Core ETF

Year of Expiration		Recoverable Amount

9/30/2025		$75,400
9/30/2026		48,986
9/30/2027		44,392

U.S. Bancorp Fund Services, LLC (“Fund Services”), doing business as U.S. Bank Global Fund Services, serves as transfer agent, administrator, and accounting services agent for the Funds. U.S. Bank, N.A. serves as custodian for the Funds. A director and officers of the Company are also officers of the Adviser.

4. DISTRIBUTION PLAN

The Leuthold Global Fund – Retail Class has adopted a distribution plan pursuant to Rule 12b-1 under the 1940 Act, whereby Quasar Distributors, LLC, which serves as distributor. This plan allows the Fund to use up to 0.25% of its average daily net assets to pay sales, distribution, and other fees for the sale of its shares and for services provided to investors. The Fund may pay all or a portion of this fee to any securities dealer, financial institution, or any other person who renders personal service to the Fund’s shareholders, assists in the maintenance of the Fund’s shareholder accounts, or who renders assistance in distributing or promoting the sale of shares of the Fund pursuant to a written agreement approved by the Directors. To the extent such fee is not paid to such persons, the Fund may use the fee for its expenses of distribution of its shares, including, but not limited to, payment by the Fund of the cost of preparing, printing, and distributing Prospectuses and Statements of Additional Information to prospective investors and of implementing and operating the plan.

5. SUB-TRANSFER AGENT AND SHAREHOLDER SERVICING AGREEMENT FEE PLANS

The Funds are permitted to pay sub-transfer agent fees for various platform agreement not to exceed 0.15% of the Funds’ average daily net assets. In addition, the Retail Class shares of the Leuthold Core Investment Fund, Leuthold Select Industries Fund, and Leuthold Grizzly Short Fund have adopted a Shareholder Servicing Fee Plan not to exceed 0.15% of these Funds’ Retail Class shares average daily net assets. These fees are used to finance certain activities related to servicing and maintaining shareholder accounts. Sub-transfer agent and shareholder servicing fees incurred by the Funds are disclosed in the Statements of Operations.

6. INDEMNIFICATIONS

The Funds enter into contracts that contain a variety of indemnifications. The Funds’ maximum exposure under these arrangements is unknown. However, the Funds have not had prior claims or losses pursuant to these contracts and expect the risk of loss to be remote.

Notes to Financial Statements

Leuthold Funds, Inc.

September 30, 2024

7. ILLIQUID SECURITIES

Each Fund may invest up to 15% of net assets in illiquid investments. An “illiquid investment” is any investment that a fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without the sale or disposition significantly changing the market value of the investment. A fund will take into account relevant market, trading, and investment specific consideration when determining whether an investment is an illiquid investment. The illiquidity status of an investment is generally evaluated monthly. The 15% limitation may include securities whose disposition would be subject to legal restrictions (“restricted securities”). Restricted securities often have a market value lower than the market price of unrestricted securities of the same issuer and are not readily marketable without some time delay. This could result in a fund being unable to realize a favorable price upon disposition of restricted securities and in some cases might make disposition of such securities at the time desired by the fund impossible.

8. LENDING PORTFOLIO SECURITIES

The Funds may lend portfolio securities constituting up to 30% of total assets to unaffiliated broker dealers, banks, or other recognized institutional borrowers of securities, provided that the borrower at all times maintains cash, U.S. government securities or equivalent collateral or provides an irrevocable letter of credit in favor of the Funds equal in value to at least 100% of the value of the securities loaned. During the time portfolio securities are on loan, the borrower pays the lending Fund an amount equivalent to any dividends or interest paid on such securities, and the Fund may receive an agreed-upon amount of interest income from the borrower who delivered equivalent collateral or provided a letter of credit. Loans are subject to termination at the option of the lending Fund or the borrower. The lending Fund may pay reasonable administrative and custodial fees in connection with a loan of portfolio securities and may pay a negotiated portion of the interest earned on the cash or equivalent collateral to the borrower or placing broker. The lending Fund does not have the right to vote securities on loan but could terminate the loan and regain the right to vote if that were considered important with respect to the investment.

The primary risk in securities lending is a default by the borrower during a sharp rise in price of the borrowed security resulting in a deficiency in the collateral posted by the borrower. The Funds will seek to minimize this risk by requiring that the value of the securities loaned will be computed each day and additional collateral be furnished each day if required.

As of and during the year ended September 30, 2024, the Funds did not engage in securities lending.

Report of Independent Registered
Public Accounting Firm

Leuthold Funds, Inc.

September 30, 2024

REPORT OF INDEPENDENT REGISTERED PUBUC ACCOUNTING FIRM

To the Shareholders and Board of Directors of

Leuthold Funds, Inc.

Opinion on the Financial Statements

We have audited the accompanying Statements of assets and liabilities, including the schedules of Investments and Securities sold short, comprising Leuthold Core Investment Fund, Leuthold Global Fund, Leuthold Select Industries Fund, Leuthold Grizzly Short Fund, and Leuthold Core ETF (the “Funds”) as of September 30, 2024, the related Statements of operations for the year then ended, the Statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the three years in the period then ended, and the related notes (collectively referred to as the “financial Statements”). In our opinion, the financial Statements present fairly, in all material respects, the financial Position of each of the Funds as of September 30, 2024, the results of their operations for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

The Funds’ financial highlights for the years or periods ended September 30, 2021, and prior, were audited by other auditors whose report dated November 23, 2021, expressed an unqualified opinion on those financial highlights.

Basis for Opinion

These financial Statements are the responsibility of the Funds” management. Our responsibility is to express an opinion on the Funds’ financial Statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the Standards of the PCAOB. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial Statements are free of material misstatement whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial Statements, whether due to error or fraud. and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial Statements. Our procedures included confirmation of securities owned as of September 30, 2024, by correspondence with the Custodian and brokers, when replies were not received from brokers, we performed other auditing procedures. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the Overall presentation of the financial Statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the Funds’ auditor since 2022.

COHEN & COMPANY, LTD.

Cleveland, Ohio
November 27, 2024

COHEN & COMPANY, LTD.

800,229,1099 | 866,818,4598 FAX | cohencpa.com

Registered with the Pubic Company Accounting Oversight Board

Other Non-Audited Information (Unaudited)

Leuthold Funds, Inc.

September 30, 2024

QUALIFIED DIVIDEND INCOME/DIVIDENDS RECEIVED DEDUCTION

For the year ended September 30, 2024, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and the Tax Cuts and Jobs Act of 2017. The percentage of dividends declared from ordinary income designated as qualified dividend income was as follows:

Leuthold Core Investment Fund	60.17%
Leuthold Global Fund	100.00%
Leuthold Select Industries Fund	44.02%
Leuthold Grizzly Short Fund	0.00%
Leuthold Core ETF	32.06%

For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the year ended September 30, 2024, was as follows:

Leuthold Core Investment Fund	50.09%
Leuthold Global Fund	29.45%
Leuthold Select Industries Fund	37.47%
Leuthold Grizzly Short Fund	0.00%
Leuthold Core ETF	1.06%

The percentage of taxable ordinary income distributions that are designated as short-term capital gain distribution under Internal Revenue Section 871(k)(2)(c) for the year ended September 30, 2024, was as follows:

Leuthold Core Investment Fund	0.00%
Leuthold Global Fund	0.00%
Leuthold Select Industries Fund	100.00%
Leuthold Grizzly Short Fund	0.00%
Leuthold Core ETF	0.00%

The Percentage of taxable ordinary income distributions that are designated as interest related dividends under Internal Revenue Section 871(k)(1)(C) for the year ended September 30, 2024, was as follows:

Leuthold Core Investment Fund	33.71%
Leuthold Global Fund	23.19%
Leuthold Select Industries Fund	0.00%
Leuthold Grizzly Short Fund	48.32%
Leuthold Core ETF	28.88%

(b)

Financial Highlights are included within the financial statements filed under Item 7(a) of this Form.”

Item 8. Changes in and Disagreements with Accountants for Open-End Investment Companies.

There have been no changes in or disagreements with the Funds’ accountants.

Item 9. Proxy Disclosure for Open-End Investment Companies.

There were no matters submitted to a vote of shareholders during the period covered by the report.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Investment Companies.

See Item 7(a).

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

Not applicable.

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 15. Submission of Matters to a Vote of Security Holders.

Not Applicable.

Item 16. Controls and Procedures.

(a)

The Registrant’s President/Principal Executive Officer and Treasurer/Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)

There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during 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 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

Not applicable to open-end investment companies.

Item 18. Recovery of Erroneously Awarded Compensation.

(a) Not Applicable

(b) Not Applicable

Item 19. Exhibits.

(a)

(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Incorporated by reference to previous Form N-CSR filing, filed December 8, 2008.

(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1 under the Exchange Act (17 CFR 240.10D-1) by the registered national securities exchange or registered national securities association upon which the registrant’s securities are listed. Not applicable.

(3) A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.

(4) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

(5) Change in the registrant’s independent public accountant. Provide the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308). Unless otherwise specified by Item 4, or related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events occurring during the reporting period. Not applicable.

(b)

Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 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)	Leuthold Funds, Inc.

	By (Signature and Title)*	/s/ John Mueller
		John Mueller, President/Principal Executive Officer

	Date	December 3, 2024

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/ John Mueller
		John Mueller, President/Principal Executive Officer

	Date	December 3, 2024

	By (Signature and Title)*	/s/ Glenn Larson
		Glenn Larson, Treasurer/Principal Financial Officer

	Date	December 3, 2024

* Print the name and title of each signing officer under his or her signature.

Leuthold Funds N-CSRCertified annual shareholder report (management investment company)